2025-04-15; City Council; 08; Settlement Agreement Between City of Carlsbad, San Diego Gas & Electric Company, and Cabrillo Power I LLC — Carlsbad City Council, April 15, 2025 (part 2 of 3)

[]] INDICATES CERTIFICATE OF COMPLIANCE
RECORDED 10/30/2001 AS DOCUMENT
NO. 2001-0789069 0.R.
[LI INOICA TES CERTIFICATE OF COMPLIANCE
RECORDED 10/30/2001 AS DOCUMENT
NO. 2001-0789070 O.R.
@ INOICATES ROS NO. 14621, FU.ED ON
8/18/1994 AS DOCUMENT NO.
1994-500086
@ INOICA TES THE NORTHEASTERLY CORNER
OF ROS NO. 14621

RANCHO AGU

HEDIONDA
© INOICA TES THE MOST SOUTHERLY CORNER
OF ROS NO. 14621
MAP NO. 823
OR. LOT H
SHEET 1 OF 2

LINE DATA TABLE

LINE BEARING DISTANCE
L1 S28"40'19"E 656. 70' TIE LINE ONLY
L2 S28'40'19"E 1110.14' TIE LINE ONLY

ME OR UNDER MY

WITH THE LANO
, 2025.

L9182 PARCEL AREA • 16.37 ACRES MORE OR LESS
SAN DIEGO GAS & ELECTRIC COMPANY 1-----1-N_A _ =A.__;;SM_ITH_1-ROK~TOOK_'~.-sr_ALL_=_- SAN DIEGO, CALIFORNIA SUR'.{YEO BY:
____ E_N_C-IN_A ___ E_A_S_E_M_E_N_T_S ___ ~--....:.;:TS=Ac'-----+- 0 -ATE~ .. ------1
DRAWN BY: f

SURVEY SUPPORT TSAC GG
5016 CARLSBAD BL VD DATE: OJ/l3/ 25 THOS. BROS.

CARLSBAD SCALE: 1"=800'
NO. SUPPLEMENTS DATE:
lSAC: .t\22000 - SOGE !AND SUMY IISA\86..1.AND SERV!a:S\1J067J9...2:5017.0J88\19870\CAID\SURVE'l\1J067J9-19870_CHICAGO Tin! REl'ORT.DIG ' N
I
PROJECT NO.

NOTIF. NO.

DRAWING NO.

BY APP'D
l N
I
Will
~
1 OF 2
m
ROS 17350
2002-0308512
4-12-2002
MAP NO. 1803
m
PARCEL 5 S.8.E. MAP
141-37-129
IT] INDICATES CERTIFICATE OF COMPLIANCE
RECORD£0 10/30/2001 AS DOCUMENT
NO. 2001-0789068 0.R.

W INDICATES CERllFICA TE OF COMPLIANCE
RECORDED 10/30/2001 AS DOCUMENT
NO. 2001-0789069 O.R.
(]] INDICATES CERTIFICATE OF COMPLIANCE
RECORDED 10/30/2001 AS DOCUMENT
NO. 2001-0789070 O.R.

LINE DAT A TABLE

LINE BEARING DISTANCE
LJ N71 '53'50"E 49.05'
L4 N771>6'32"E 80.00'
L5 N76"27'03"E 60.33'
L6 S60'55'41"E 66.30'
L7 S45"30'57"E 47.42'
l8 S82"40'44"E 84.31'
L9 S44"29'52"E 52.55'

CURVE DATA TABLE
CUR't{ RADIUS DEL TA LENGlH
Cl 5316.55' 00"57'17" 88.59'
SHEET 2 OF 2
SAN DIEGO GAS & ELECTRIC COMPANY 1--,c_,N_A_oR_:.:A-"-. =SM=ITH-'--l,_OK_T_o_,N_sT_ALL_: _----1 SAN DIEGO, CALIFORNIA SURVEYED BY: R OK:
1-----------'----------~---..:..:TS=AC =--------------1t----- -~ EN CINA EASEMENTS DRAWN BY: TSAC/GG - DATE: --- -- NOTIF. NO.

SURVEY SUPPORT
5016 CARLSBAD BL VD DATE: o31_,3125 THOS. BROS.

PROJECT NO.

DRAWING NO.

CARLSBAD SCALE: 1"=250'
NO. SUPPLEMENTS DATE: BY APP'D
!SAC: J:\22000 - SDGE ~II) SUR\fl MSA\86JAHD SERVICES\1J067J9...25017.0J88\19870\CAOO\SURVEY\1J0673i-19870_.CIICAOO l11l£ REPORT.DWG Exhibit A-2
Cannon Park Land
That portion of Rancho Agua Hedionda, in the City of Carlsbad, County of San Diego, State of California, according to Partition Map thereof No. 823, filed in the Office of the County Recorder of said County, November 16, 1896, defined as Parcel 6 in that certificate of compliance recorded October 20, 2001 as file No. 2001-0789070 of Official Records, described as follows:

The hereinabove describe parcel of land contain 2.40 acres more or less.

US-DOCS\149621923.21
[]J INDICATES CERTIFICATE OF COMPLIANCE
RECORDED 10/30/2001 AS DOCUMENT
NO. 2001-0789069 D.R.
[]J INDICATES CERTIFICATE OF COMPLIANCE
RECORDED 10/30/2001 AS DOCUMENT
NO. 2001-0789070 O.R.
@ INOICA TES ROS NO. 14621, FILED ON
8/18/1994 AS DOCUMENT NO.
1994-500086
@ INDICATES THE NORTHEASTERLY CORNER
OF ROS NO. 14621
© INDICATES THE MOST SOUTHERLY CORNER
OF ROS NO. 14621
P.O.C.(ID

RANCHO AGU

HEDIONDA
MAP NO. 823
OR. LOT H

LINE DAT A TABLE
SHEET 1 OF 2

LINE BEARING
L1 s25·40•19•E
L2 S28'40'19"E
L3 S22'30'13"E
L4 S67'33'08"W

E OR UNDER MY

THE LAND
L9182

DISTANCE
656.70' TIE LINE ONLY
1110.14' TIE LINE ONLY
362.82' TIE LINE ONLY
941.91' TIE LINE ONLY
PARCEL AREA • 2.40 ACRES MORE OR LESS
SAN DIEGO GAS & ELECTRIC COMP ANY 1-,,0R.,..,,,IGl,,...,,N,,...,AT~OR..,,,;: A.:;_· =SM::...:;ITH~--OK ..... T_o_iN_sT_ALL:_·_~ SEE
SHEET
2 PROJECT NO.

SAN DIEGO, CALIFORNIA SURVEYED BY: R OK:
_____ E_N_C-IN~A~E'---A;;....SE-'---M---E_N_T_S ___ ____jl-D-RA_WN_B_Y_· ..:.:TS::..:..:AC:.___...,_DA_TE_· ___ _J--N-OT-IF-. -NO-. ---1 . I . SURVEY SUPPORT TSAC GG
5016 CARLSBAD BL VD DATE: OJ/lJ/ 25 THOS. BROS. DRAWING NO.

CARLSBAD SCALE: 1"=800'
NO. SUPPLEMENTS DATE: BY APP'D
TSAC: J: \22000 - SOGE I.ANO SLIMY IISA\86...LAN0 SEIMCES\1J067J9....25017.0J88\19870\CAOO\SURIJE't\1J06739-19870_CHICAGO Till£ R£PORT.OIIC w 1
OF 2
rn
SHEET 2 OF 2
l i
C:

N
I
ROS 17350
2002-0308512
4-12-2002
MAP NO. 1803
rn
[I] INDICA lES CERTIFICA 1E Of COMPLIANCE
RECORDED 10/30/2001 AS DOCUMENT
NO. 2001-0789068 O.R.

W INDICA lES CERTIFICA 1E OF COMPLIANCE
RECORDED 10/30/2001 AS DOCUMENT
NO. 2001-0789069 O.R.
[]J INOICA TES CERTIFlCA TE OF COMPLIANCE
RECORDED 10/30/2001 AS DOCUMENT
NO. 2001- 0789070 O.R.

SAN DIEGO GAS & ELECTRIC COMPANY RIGINATOR: OK TO INSTALL:
..__ ___ A_ . ...;;_SM_ITH ___ -+-~-----1
PRruECT NO .

SAN DIEGO, CALIFORNIA SUR\-1:YED BY: R OK:
_____ E_N_C-IN_A____._E_A_S_E_M_E_N_T_S ____ ....,.D_RA_WN_B_Y:_TS=A=c--+-DA-=1£-: ---- NO.

SURVEY SUPPORT
5016 CARLSBAD BLVD

CARLSBAD

SUPPLEMENTS
DAlE:

SCALE:

TSAC GG
03113125 TH0S. BROS.
1"=250'
DATE:

TSAC: J:\22000 - SOGE LAND SUR\fl MSA\86..J.AN0 SERVICES\1J067J9..25017.DJ88\19870\CADD\SUR\fl\13067J9-19870_ClilCAGO lln.E R£PORT.DWG NOTIF. NO.

DRAWING NO.

BY APP'D
Exhibit A-3
Encina Redevelopment Site
EXHIBIT "A-3' ENCINA REDEVELOPMENT LAND
le POSEIDON WATER LEAS£1-10LD
~ EASCMfNT TO SOG&f ClfCTRIC

SUBSTATION
I ~
OWNERS ====1 -c;A9!1.J.Ot~UC -
PAFICELS 3 AAO 4 . , • POfl'OON OFPARCE;L' 4
ooc. OR 2001· 0?800e8 1· 'APN zo:-010:.47,- /
C."/11/Hl!lO POttfll , UC. , -1106~:1 -PAR ~
A OCLAWAR( LMM'IE:D Lr.4811.tn' COl.ll'ANY ,· ,
0 750 8 S1Ji[[T, sum: 1740 s l"J I
,/.
,·
'"
:.: ~ uu, I ~ Ii~\, , ,
PAACELB 5 AND 7 / i ii ',.

DOC. OR 2001-071IIOl!Q Ii!
ooc. OR 200I-07al072 L a _ Cf'RH,CA'Tf OF COI/.Pi!MICt' / SAN llfCO f.45 MD ELICTRIC CO. "' C • O O • 0 / A COfl'CJlATION •• "E ' 1 -J -2 01 • , IOI ASH ST~U DOC #200!;-078Q068; O.Ft_:
1 ,
SNI arco, CA 92112
APPLICANT:

PLAT - cm CF CARLSBAD
PREPARED BY: APPROVED BY:
~~ PIANIINDll!HOl&Rl«J
Tll_f&_
-IJJM-Wl'NIEIIT
--1:11111111
antiilll:111
R.C.[.
tXP.
~ NAP,
p
I ! n1
~
ti
SHEET10F 1
210-010-45 !c 48
210-010-49

Page 1 of 3 ends

LEGAL DESCRIPTION
(APN: 210-010-47-00 AND 48)(OLD); (APN: 210-010-48-00, 49 AND 50)(NEW):

THAT PORTION OF LOT "H" OF RANCHO AGUA HEDIONDA, IN THE CITY OF

CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO PARTITION MAP THEREOF NO. 823, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, NOVEMBER 16, 1896, DEFINED AS PARCEL 4 IN THAT CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 2001 AS INSTRUMENT NO. 20Q1-0789068 OF OFFICIAL RECORDS, DESCRIBED AS FOLLOWS:

COMMENCING AT THE INTERSECTION OF THE EASTERLY LINE OF THE 100.00

FOOT WIDE RIGHT-OF-WAY OF THE ATCHISON TOPEKA AND SANTA FE RAILROAD WITH THE NORTHERLY LINE OF CANNON ROAD (60.00 FEET WIDE); THENCE ALONG SAID EASTERLY LINE NORTH 22°30'13" WEST, 1564.78 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING ALONG SAID EASTERLY LINE NORTH 22°30'13" WEST, 1990.35 FEET TO THE BEGINNING OF

A NON-TANGENT CURVE CONCAVE TO THE NORTHWEST HAVING A RADIUS OF 1005.37 FEET, A RADIAL TO SAID BEGINNING BEARS SOUTH 85°54'14" EAST; THENCE NORTHEASTERLY 36.76.FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 02°05'42"; THENCE NON-TANGENT TO SAID CURVE NORTH 22°30'13" WEST, 302.87 FEET; THENCE LEAVING SAID EASTERLY LINE NORTH 61°25'37" EAST, 14.19 FEET; THENCE NORTH 30°30'37" EAST, 34.90 FEET; THENCE SOUTH 40°47'23" EAST, 63.50 FEET; THENCE SOUTH 69°10'23" EAST, 38.00 FEET; THENCE NORTH 79°19'37" EAST, 285.00 FEET; THENCE NORTH 88°07'37" EAST, 333.14 FEET; THENCE NORTH 81°53'37" EAST, 13.68

FEET TO THE WESTERLY RIGHT-OF-WAY LINE OF CALIFORNIA STATE HIGHWAY XI-SD-2B (1-5); THENCE ALONG SAID RIGHT-OF-WAY LINE SOUTH 17°57'05" EAST, 204.93 FEET; THENCE SOUTH 12°34'11"EAST, 424.72 FEET; THENCE SOUTH 22°07'51" EAST, 239.68 FEET; THENCE SOUTH 22°30'37" EAST, 1210.91 FEET; THENCE LEAVING SAID RIGHT-OF-WAY LINE SOUTH 67°37'25" WEST, 492.66 FEET; THENCE SOUTH 62°25'13" WEST, 126.26 FEET TO THE

TRUE POINT OF BEGINNING,
TOGETHER WITH THAT PORTION OF SAID LOTH DESCRIBED AS FOLLOWS:

Page 2 of 3 ends

COMMENCING AT THE NORTHEASTERLY CORNER OF RECORD OF SURVEY NO. 14621, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF

CALIFORNIA, RECORDED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, AUGUST 14, 1994 AS FILE NO. 1994-500086, SAID CORNER

BEING ON THE WESTERLY LINE OF THE RIGHT-OF-WAY OF THE ATCHISON TOPEKA AND SANTA FE RAILROAD; THENCE ALONG SAID WESTERLY LINE AND EASTERLY LINE OF SAID RECORD OF SURVEY 14621 SOUTH 28°40'19" EAST, 656.70 FEET TO THE MOST SOUTHERLY CORNER OF SAID RECORD OF SURVEY NO. 14621; THENCE CONTINUING SOUTH 28°40'19" EAST, 275.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE LEAVING SAID WESTERLY LINE SOUTH 56°25'30" WEST, 61.30 FEET; THENCE SOUTH 04°59'18" WEST, 27.61 FEET; THENCE SOUTH 39°37'42" EAST, 61.38 FEET; THENCE SOUTH 77°21 '22" EAST,

49.55 FEET; THENCE SOUTH 26°45'23" EAST, 232.92 FEET; THENCE SOUTH 17°52'19" EAST, 115.92 FEET; THENCE SOUTH 02°16'37" EAST, 55.06 FEET; THENCE SOUTH 24°00'58" WEST, 44.47 FEET; THENCE SOUTH 40°45'14" WEST, 126.60 FEET; THENCE SOUTH 29°41 '50" WEST, 83.42 FEET; THENCE SOUTH 27°27'35" WEST, 90.04 FEET; THENCE SOUTH 35°18'30" WEST, 212.59 FEET; THENCE SOUTH 19°22'01" EAST, 108.34 FEET; THENCE SOUTH 30°56'56" EAST, 304.06 FEET; THENCE SOUTH 14°30'21" WEST, 175.27 FEET; THENCE SOUTH 00°09'57" EAST, 123.11 FEET; THENCE SOUTH 26°53'37" EAST, 119.99 FEET; THENCE SOUTH 34°46'51" WEST, 23.60 FEET; THENCE NORTH 61°27'21" WEST, 142.77 FEET; THENCE NORTH 22°47'32" WEST, 47.01 FEET; THENCE SOUTH 67°12'28" WEST, 16.03 FEET; THENCE SOUTH 22°47'32" EAST, 22.23 FEET; THENCE SOUTH 58°37'31"WEST, 97.99 FEET; THENCE SOUTH 41°35'28" WEST, 110.44 FEET; THENCE NORTH 74°44'52" WEST, 164.81 FEET; THENCE NORTH 05°57'51" WEST, 202.95 FEET; THENCE NORTH 30°14'20" WEST, 64.23 FEET; THENCE NORTH 64°31'22" WEST, 293.59 FEET TO THE EASTERLY LINE OF THE 100.00 FOOT WIDE CARLSBAD BOULEVARD; THENCE ALONG SAID EASTERLY LINE OF CARLSBAD BOULEVARD SOUTH 24°07'36" EAST, 913.18 FEET TO THE

BEGINNING OF A CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 4050.00 FEET; THENCE SOUTHEASTERLY 348.89 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 04°56'09"; THENCE SOUTH 19° 11 '27" EAST,

15.63 FEET TO THE BEGINNING OF A CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 5216.55 FEET; THENCE SOUTHEASTERLY 900.29 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 09°53'18"; THENCE LEAVING SAID EASTERLY LINE OF CARLSBAD BOULEVARD NORTH 60°43'42" EAST,-103.71 FEET; THENCE NORTH 71 °53'50" EAST, 49.05 FEET; THENCE NORTH 88°29'46" EAST, 149.63 FEET; THENCE NORTH 77°06'32" EAST, 80.00 FEET; THENCE NORTH 68°28'15" EAST, 121.97 FEET; THENCE NORTH 63°21 '24" EAST, 220.51 FEET; THENCE NORTH 67°56'35" EAST, 167.57 FEET; THENCE NORTH 76°27'03" EAST, 60.33 FEET; THENCE SOUTH 77°37'06" EAST, 172.85 FEET; THENCE SOUTH 60°55'24" EAST, 66.30 FEET; THENCE SOUTH 45°30'57" EAST, 47.42 FEET; THENCE SOUTH 82°40'44" EAST, 84.31 FEET; THENCE SOUTH 44°29'52" EAST, 52.55 FEET TO SAID WESTERLY RIGHT-OF-WAY LINE OF SAID

Page 3 of 3 ends

ATCHISON TOPEKA AND SANTA FE RAILROAD; THENCE ALONG SAID WESTERLY LINE NORTH 22°30'13" WEST, 2664.53 FEET; THENCE NORTH 28°40'19" WEST, 835.14 FEET TO THE TRUE POINT OF BEGINNING.

STUART PEACE, RCE 27232

HOWESIWEILERILANDY
197.01/M/P&UPCL4.doc
US-IXJCS\149621923.21
Exhibit B-1
Cannon Road Land
[See attached]
EXIIIBIT •A'
LEGAL DFSCRIPTIO~
That portion of Lot Hof Rancho Agua 1-fedionda. in the City of Carlsbad. County of San Diego, State of California, according to Partition Map thereof t-.o. 823. filed in the Office of the County Recorder of San Diego County on t-.ovember 16, 1896, being a portion of that land defined as Parcel Sin the Certificate of Compliance recorded October 30. 2001, as Document ~o . 2001- 0789069 , Official Records of said County. and a portion of that land defined as Parcel 6 in the Certificate of Compliance recorded October 30, 200 I. as Document No. 2001-0789070, Official Records of said County. being more particularly described as follows:

COMME~CING at a found 3i4 inch iron pipe "'ith disc stamped .. LS 4312" on the Easterly line of that certain 100.00 foot wide Right-of-Way granted to the State of California in deed recorded on August 30. I 935. in Book 432. Page 60 Official Records of said County. said 314 inch iron pipe marking the Northwesterly tenninus of that certain line designated as "North 30°02' 15" West, 620.96 feet" per Record of Survey 1':o. 17350 filed in the Office of said County Recorder on April 12, 2002. as File ~o . 2002-0308512. said point bears South 23°55'24" East, 2263.38 feet (calculated record !'.orth 23°55'29" West. 2263.26 feet per said Record of Survey) from a found t.ack and disc stamped "LS 4312" marking the Northwesterly tenninus of that certain line labeled Number 29 and designated as "North 64°31 '22'" West, 293.59 feet" per said Record of Survey; thence from said point of commencement along the Easterly line of said I 00.00 foot wide Right-of-Way South 30°02' Io·· East. 583. 77 feet to a point of intersection of said Easterly line and the Northerly line that certain easement granted to the City of Carlsbad for road and public utility purposes recorded on November I 3. 1972. as File No. 303347 Official Records of said County. said point being the beginning of a tangent 20.00 foot radius curve concave Northeasterly. said point also being the TRUE POTl\"T OF BEGINNING; thence leaving said Easterly line along said Northerly line. Southea.Qerly along the arc of said Cllf\ 'C through a central angle of 82°24'37" an arc distance of28.18 feet; thence ~Jorth 67°33'l3" East, 537.70 feet to the beginning of a tangent 1039 .SO foot radius curve concave Southeasterly; thence Northeasterly along the arc of said curve through a central angle of 06°58'50" an arc distance of 126.65 feet to the beginning of a 2960.50 foot radius reverse curve concave 1'orthwesterly. a radial line to said point bears South 15°27' 57" East; thence '.'llortheasterly along the arc of said curve through a central angle of02° 14 '05" an arc dis1ance of 115.4 7 feet to a point on the Southerly line of the aforementioned Parcel 5; thence leaving said l'\ortherly line along the Southerly lines of Parcels 5 and 6 South 67°33 • 13" West, 793.80 feet to a point of intersection of the Southerly line of Parcel 6 and the Ea.,;terly line of said I 00.00 foot Right-of-Way; thence leaving said southerly line along said Easterly line North 30°02' 1 0" West. 37.18 feet to the TRUE POINT OF REGINNNG .

Total area: 0.31 acres more or less
/'
I
J ;~000 - ~IX,I landSunc\ \(~A .1#._1.a,dS(n ·l(:'.lM JlM'l<J ,~nt'"'O\U .llil'"'tl .\W"\C, l.cttah.1\0fi7N-1'4"(ll'AM:6doc:,

Page 1 ends

US-DOCS\ 149621923 .21
I N
I
@ lkOICAIES 100' 'MOE RIGHT-Cf- WAY
CRAhlEC TO TIIE STA'E OF CAlE~A
BY !HD 8/30/1935,
1k ~ '32. P E SO O.R ~
\~'
G} lkct:.41[S Pl.,llJC ~Tim (AS[wt'iT CQAlfl[O \\
TO 'H CITY CE CARLSBAD RECOl!CED 4/7/1964,
AS n.f IIO. 62682 O.R.
(C} Iii A TES ROAD & P\AIUC \JllJTY EASEVENT
CR Ah TED TO 1IE CITY Cf CAALS840
ll/ll/1972 AS Fl.E NO l0ll47 O.R.
[TI t.DICAIES C£RTFl::ATE Cf COI/PUA'I~
RE 10/J0/2001 AS 000.IUEIIT
IIO 2001-0789069 M.
(D lhCllCAl[S C£RTFl:AlE ~ COIIPUANC[
REC 10/J0/200 1 AS OOCUIIEt(T
MO. 2001- 0789070 O.lt
6_ IIIOICAIES FOIJNO l/4 I\CH IROh ?PE fllTH
QSC STAlollPEO "LS 4J12° ?ER ROS 17350.

A lhDICAIES Fo.Ml TACK & llSC Sf4lollPEt
lS 4J12° PER ROS 17J50
P ARC£l .tR[A • 0 31 AC'lfS MCRE OIi LESS
SHEET 1 OF 2

SAN DIEGO GAS & ELECTRIC COYPANY
\ RHO AGUA HEDIO~DA
MAP NO. 823
\
'
POR. LOT H
ROS 17J~
2002- 0.308512
◄ -12-2002
-~ .
\i \,
\ :~ .
~ .•
-~·.
m
PRO.e:'1110.
~' DIEG:J. CALF:JR, 11,. 1-:--,:...,..,.,........,.,.,,.......~'-+=,...,,,.,..------1 -------4
NO

ENCINA EASEMENTS

SURVEY SUPPORT
5016 CARLSBAD BLVD
CA~LSB A)
Su Pf>l&IENT'S
US-OOCS\149621923.21
'-Ollr NO
CATE
\
\
. ROS 17350
2002-0308512
4-12-2002
\
m
rnID '(QD
1 Of 2
I N
I
\
CuRv'E DATA TA3l£
CJRVE R.r.()IJS OELT1. l!NC111
LINE JATA TABLE Cl 20co· anqr 78.77"
IM I ~\IC I :llSTAkCE C2 10J9~ 06"!>8~· 126 6,·
L, I 1130'02'10"* I J7.18' CJ ]9605C :ir 4'05• !"5 41
HEET 2 OF 2
SAN DIEGO GAS & ELECTRIC COMPANY ,. ~lll'IH OJ( : "' AU.

Y., lll[GO, CAl.f' :J~ \1,1,. t-:-::-:;-,,..,,~ 1,..,,.~....a...---+:,-l</:""'11-::(J(:-:-_-----i ENCINA EASEMENTS N C CAlE --,..-0-TIF'_NO_~
SURVEY SUPPORT f'S.!,C/ ~ ll
PII0.£1110.
5016 CARLSBAD BLVD
CA~LSB A)
NO SJPPI.DIOOS CATE
US-IX>CS\149621923.21
Exhibit B-2
Hub Park Land
That portion of Lots "F' and "H" of Rancho Agua Hedionda, in the City of Carlsbad, County of San Diego, State of California, according to Partition Map thereof No. 823, filed in the office of the County Recorder of said County , November 16, 1896, described as follows:

Beginning at the comer to Lots "F ', "H'' and "I" of said Rancho Agua Hedionda ; thence along the Northerly line of said Lot "F ' South 86° 52'04" East (record South 87°23'24" East per Record of Survey No. 7938), 1456.25 feet; thence leaving said line South 22°50'04" West, 1273.28 feet to the beginning of a 949.00 foot radius tangent curve concave Northwesterly; thence Southwesterly along the area of said curve through a central angle or 18°39'20" a distance of 309.00 feet; thence non-tangent North 84°52'43" West 2517.07 feet; thence North 27°23'43" West, 392.39 feet; thence North 84°52'43" West, 453.19 feet; thence North 07°51'43" West, 259.19 feet; thence North 89°26'05"West , 404.67 feet; thence North 16°24'38" West, 440 feet more or less to the mean high tide line of the Agua Hedionda Upper Lagoon; thence Southeasterly , Northeasterly and Northwesterly along said mean high tide line to the Northea sterly line of said Lot "H" ; thence along said line South 64°01'41" East, 275 feet more or less to the POINT OF BEGINNING .

US-DOCS\149621923.21
Exhibit B-3A
Inner Lagoon Land
EXHIBJT •B-3A • -INNER LAGOON LAND Stl:ET1 OF2
~
)>
iJ
!'
{;; PARCEL B-3
co AREA=178. 732 ACRES
PARCEL 10

CERTIFICATE OF

COMPLIANCE
2001-0789074
PARCEL 9

CERTIFICATE OF COMPLIANCE
2001-0789073

INNER LAGOON
ROS 17350
@ INDICATES 8" CONCRETE FILLED PIPE
'MTH PIN PER MAP 1681 & 2103.
@ INDICATES 5/8" REBAR & CAP PER
MAP 2152 AS SHOWN ON RECORD Of
SUR',{Y 17350.

J-7-2025
CASEY R. LYNCH LS 8J80 DA TE
OWNE!f8

CABRIUO PO'KR I LLC,
A DfLAWARf LIi.i/TED LIABILITY CQl,IPANY
750 8 STREET, SUITE 2740
~O ~-1. SAN DIEGO, CA 92112
JP, J' :,0
Os "6' l..?"s "s. ~6' :,:> Os 'fl
(,,
PLAT - aTY OF CAfL8BAD
APPLICANT:

US-DOCS\149621923.21
PREPARED BY:
~

HOWES I WEILER I LANDY
Pl.ANNING & ENGINEERING
T•. 780JIZll.2211 Fa. 7111.ta22117
21118 LOIC!R AVENU!. !AST~ 217
CAAI.IIIAll. CA ll2010
APPROVED BY:

STY ENGINEER
R.C.E.

EXP.

A.P.N.:
210-010-30
/
EXHIBIT "8-3.4• - INNER LAGOON LAND
1110.

L1
L2
L3
L4
LS
L6
L7
LB
L9
L10
Ll 1
L12
L13
L14
L15
L16
L17
APPLICANT:

US-IX>CS\149621923.21
PARCEL B-3
AREA=178.7J2 ACRES
PARCEL 9

CERTIFICATE OF COMPLIANCE
2001-0789073

INNER LAGOON
ROS 17350
PARCEL 10
CERTIFICATE OF L9

COMPLIANCE
2001-0789074

LINE TABLE
BEARING LENGTH NO. BEARING
N 71 '40'52' W 1586.90' L18 N53'58 ' 34"W
N53'19 03 W 893.14 L19 N64"17'22 'W
N64'01 '56 'W 2257.42' L20 N70 '53'29"W
N08'21 '57"W 182.60' L21 N48'58'53"W
N83'25'06"E 313.69' L22 N72'33'23"W
N62'01 '07 'E 160.23' L23 N78'46 '23 W
N76'53'47"W 269 .28' L24 N66'17'23" W
N55'39'38"E 381 .01 ' L25 N30'00'23 W
N66'59'23"E 594.40' L26 N89'2 2'23' W
N87'02'46"E 210.53' L27 N57'13'53" W
N64'43 '30 W 244 .66' L28 N35'27 23 W
N74"31'19"W 186.69' L29 N15'34 '23"W
N1T29 '43"W 220.16' L.30 N2T12'23' W
N83"34'03"W 514.42' L.31 N11"13'43"E
N80"57'43 'W 209 .62' L.32 N03'09'38"W
N72"35'04 'W 308.66' L.33 N1T4910 W
N45"17'25"W 291 .62 L.34 N59"06'16"E
PI..AT- aTYOF CAII.SIAD
PREPARED BY:
~

HOWDIWEILERILANDY
l"lNNllll!NalllllliG
,,,.,....,. ---l.CIP A-.ild Wf Lffl 217
~CO.atl
APPROVED BY:
clN ENSNHA
R.C.E.

EXP.

Iv
&EET20F2
* 500 250 0 500
--- -SCALE: 1•-500•
L6
LENGTH
226 .98
117.48
346.91'

87.04 '
186.00 '
238.00
172.00 '

23.00'

24.00 275 .40'
430 .00
252.00'
168. 99'

92.85'
1172.51'

59.67'
531.80'
A.P.N.:
210-010 - 30
EXHIBIT •B-3A•

LEGAL DESCRIPTION

INNER LAGOON LAND

THAT PORTION OF RANCHOAGUAHEDIONDA, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO PARTITION MAP THEREOF NO. 823, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, NOVEMBER 111, 1898, DEFINED AS PARCEL 9 IN THE CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 2001 AS FILE NO. 2001-0789069 OF OFFICIAL RECORDS, DESCRIBED AS FOLLOWS:

PARCELB-3
BEGINNING AT THE NORTHEAST CORNER OF SAID PARCEL 9 IN THE CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 2001 AS FILE NO. 2001-0789069 OF OFFICIAL RECORDS, HAVING A BEARING AND DISTANCE LABELED AS "NORTH 33"44'36" WEST 1,290.81 FEET", MARKED BY CONCRETE FILLED 8" PIPE, WITH PIN, PER RECORD OF SURVEY 17350; THENCE SOUTHEASTERLY ALONG THE EASTERLY LINE OF SAID PARCEL 9, SOUTH 33"44 '38" EAST, 1,290.81 FEET; THENCE CONTINUING SOUTHERLY, ALONG THE FOLLOWING 3 (THREE) COURSES ANO DISTANCES:

SOUTH 71"'40'52" EAST 1,588.90 FEET;
THENCE SOUTH 53"19'03" EAST 893.14 FEET;
THENCE SOUTH 84"01 '58" EAST 2,257.42 FEET,
THENCE, LEAVING SAID EASTERLY LINE OF SAID PARCEL 9, SOUTH 08"21'5r EAST 182.80 FEET; THENCE W!~RLY ANO NORTHWESTERLY ALONG THE SOUTH!RLY LIN! ANO WESTERLY LINE OF SAID PARC!L 9, THE FOLLOWING 29 (TWENTY-NINE) COURSES AND DISTANCES:

SOUTH 83"25'08" WEST 313.89 FEET;
THENCE SOUTH 62"01'0r WEST 180.23 FEET;
THENCE NORTH 78"53'47" WEST 289.28 FEET;
THENCE SOUTH 55"39'38" WEST 381.01 FEET;
THENCE SOUTH 88"59'23" W!ST 594.40 FEET;
THENCE SOUTH 87"02'48" WEST 210.53 FEET;
THENCE NORTH 84"43'30" WEST 244.86 FEET;
THENCE NORTH 74"31'19" WEST 188.69 FEET;
THENCE NORTH 17°29'43" WEST 220.18 FEET;
THENCE NORTH 83"34'03" WEST 514.42 FEET;
THENCE NORTH 80"5T43" WEST 209.82 FEET;
THENCE NORTH 72"35'04" WEST 308.88 FEET;
THENCE NORTH 45"17'25" WEST 291.82 FEET;
THENCE NORTH 53"58'34" WEST 228.98 FEET;
THENCE NORTH 84"17'22" WEST 117.48 FEET;
THENCE NORTH 70"53'29" WEST 348.91 FEET;
THENCE NORTH 48"58'53" WEST 87.04 FEET;
THENCE NORTH 72"33'23" WEST 188.00 FEET;
THENCE NORTH 79"48'23" WEST 238.00 FEET;
THENCE NORTH 88"1T23" WEST 172.00 FEET;
THENCE NORTH 30"00'23" WEST 23.00 FEET;
THENCE NORTH 119"22'23" WEST 24.00 FEET;
THENCE NORTH 5r13'53" WEST 275.40 FEET;
THENCE NORTH 35"2T23" WEST 430.00 FEET;
THENCE NORTH 15"34'23" WEST 252.00 FEET;
THENCE NORTH 2r12'23" WEST 188.99 FEET;
THENCE NORTH 11"13'43" EAST92.8S FEET;
THENCE NORTH 03"09'38" WEST 1,172.51 FEEi:

THENCE NORTH 1r49'10" WEST 59.87 FEET TO THE NORTHERLY LINE OF SAID PARCEL 9, THENCE ALONG SAID LINE, NORTH 59"08'18" EAST 531.80 FEET TO THE POINT OF BEGINNING OF THIS DESCRIPTION.

CONTAINING 7,785,579.82 SQUARE FEET OR 178.732 ACRES, MORE OR LESS. 3-7-2025
CASEY R LYNCH, PLS 8380 DATE
US-DOCS\149621923.21
Exhibit B-3B
Middle Lagoon Land
EXHIBIT •B-38• -MIDDLE LAGOON LAND SH:ET1 OF1
@ INDICATES r IRON PIPE, DISC STAMPED L.S. 4312 PER RECORD 100 Q 200 A. i OF SURVEY 1615-4 ~:::;■--::'-■■lll■■-1 , V @ INDICATES 3/4" IRON PIPE, DISC STAMPED LS. 4312 PER RECORD L ~ OF SURVEY 17350 fA\ MAP SCALE 1"=200' ---. _ 0.J. 11484 BASIS OF BEA :
\ -~(~ N72"58'27" RINGS
n·<:,,;o4.:.- W 1135.74' (ROS 173
~,..,, -- 50)
n~ @
0 ~
"t)
t~i\ t-)0(")
o>1"'1 o~r
_. 1"'1 N
'o <3...,
?J
0 ' (JI a>
owtel:
,-.. ...,
0 ;o z ~.
l"'1 (") ;o .
r~ -< 0
;o
II _.
<D
-.J
lJI
0 o_
r
II
<D
0 !-0
g:

NO.

L 1
L2
L3
L4
LS
L6
L7
LB
L9
L10

LINE TABLE

BEARING LENGTH
N15"10'48"W 193.90'
Noo·o1 •og"w 894 .06
N17'57'05"W 15.21'
N81 "53'37"E 13.68'
N88"07'37"E 333 .14'
N79"19'37"E 285.00'
N69'10'23"W 38.00'
N40'4 7'23"W 63.50
N30'30'37"E 34.90
N61'25'37"E 14.19'
PARCEL 8-3A
AREA=20.64 ACRES
PORTION OF PARCEL 3

CERTIFICATE OF
COMPLIANCE 2001-0789067

MIDDLE LAGOON
ROS 17350
ROS 16154
C:

J-7-2025
CABRILLO PO'f,fR I UC, CASEY R. LYNCH LS 8380 DA TE

A DELAWARE LIMITED LIABILITY CONPANY
750 B STREET. SU/Tf 2740
SAN DIEGO, CA 92112
PLAT • CrTY OF CAll..8BAD
APPLICANT:

US-DOCS\149621923.21
PREPARED BY:
~
~SIWEILERII.NllY
PlNNNG & ENGINEERING
T& 110J1211.2211 Fa. ..... 1121.2217
2111 LOC1R AV!NJ! !AST 9l.ll1! 217
CARLIBAD.CAlll010
APPROVED BY:

STY ENSNEER
R.C.E.

EXP.

A.P.N.:
210-010-45
EXHIBIT •e-38"

LEGAL DESCRIPTION

MIDDLE LAGOON LAND

THAT PORTION OF RANCHO AGUA HEDIONDA, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO PARTmON MAP THEREOF NO. 823, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, NOVEMBER 16, 1896, DEFINED AS A PORTION OF PARCEL 3 IN THE CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 2001 AS FILE NO. 2001-0789069 OF OFFICIAL RECORDS, DESCRIBED AS FOLLOWS:

PARCELB-3
BEGINNING AT THE NORTHWEST CORNER OF SAID PARCEL 3 IN THE CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 2001 AS FILE NO. 2001-0789069 OF OFFICIAL RECORDS, HAVING A BEARING AND DISTANCE LABELED AS •NORTH 72"58'2r WEST 1,135.74 FEEr, MARKED BY 8" IRON PIPE, DISC STAMPED L.S. 43U, PER RECORD OF SURVEY 17350; THENCE SOUTHEASTERLY ALONG THE NORTHLERY LINE OF SAID PARCEL 9, SOUTH 72"58'2r EAST, 1,135.74 FEET; THENCE SOUTHERLY ALONG THE WESTERLY LINE OF CALFORNIA INTERSTATE HIGHWAY 5, SOUTH 15"10'48'" EAST, 193.90 FEET; THENCE SOUTH 00"01'09" EAST, 894.06 FEET; THENCE SOUTH 17"57'05'" EAST, 15.21 FEET; THENCE LEAVING SAID WESTELRY RIGHT OF WAY OF CALIFORNIA INTERSTATE HIGHWAY 5, THE FOLLOWING 7 (SEVEN) COURSES AND DISTANCES:

SOUTH 81"53'37'" WEST 13.68 FEET;
THENCE SOUTH 88"07'37'" WEST 333.14 FEET;
THENCE SOUTH 79"19'3r WEST 285.00 FEET;
THENCE NORTH 69"10'23'" WEST 38.00 FEET;
THENCE NORTH 40•47•23• WEST 63.50 FEET;
THENCE SOUTH 30"30'3r WEST 34.90 FEET;
THENCE SOUTH 61 •25•37• WEST 14.19 FEET TO THE ARC OF THE EASTERLY RIGHT OF WAY OF THE NORTH COUNTY TRANSIT RAILWAY RIGHT OF WAY; HAVING A RADIUS OF 1,975.00 FEET, CONCAVE WESTERLY, THE CENTER OF WHICH BEARS SOUTH 76"17'17'" WEST; THENCE NORTHERLY AND NORTHWESTERLY, ALONG THE ARC OF SAID 1,975.00-FOOT RADIUS CURVE; THROUGH A CENTRAL ANGLE OF 26"23'13'"; AN ARC DISTANCE OF 909.56 FEET TO THE BEGINNING OF THIS DESCRIPTION.

CONTAINING 899,078.41 SQUARE FEET, OR 20.64 ACRES, MORE OR LESS. 3-7-2025
CASEY R. LYNCH, PLS 8380 DATE
US-DOCS\149621923.21
US-DOCS\149621923.21
ExhibitB-4
New City Land
[See attached]
Exhibit B-4
New City Land
That portion of Lot H of Rancho Agua Hedionda, in the City of Carlsbad, County of San Diego, State of California, according to Partition Map thereof No. 823, filed in the Office of the County Recorder of San Diego County on November 16, 1896, being a portion of that land defined as Parcel 5 in the Certificate of Compliance recorded October 30, 2001, as Document No. 2001- 0789069, Official Records of said County, and a portion of that land defined as Parcel 6 in the Certificate of Compliance recorded October 30, 2001, as Document No. 2001-0789070, Official Records of said County, being more particularly described as follows:

32.53 feet; thence South 22°20'14" East, 12.01 feet to the beginning of a tangent 76.00 foot radius curve concave Northeasterly; thence Southeasterly along the arc of said curve through a central angle of 36°57'43" an arc distance of 49.03 feet to the beginning of a 32.00 foot radius compound curve concave Northeasterly, a radial line to said point bears South 30°42'03" West; thence Southeasterly along the arc of said curve through a central angle of 34°28'12" an arc distance of 19.25 feet; thence North 86°13'50" East, 14.87 feet to the beginning of a tangent

60.00 foot radius curve concave Northwesterly; thence Southeasterly along the arc of said curve through a central angle of 17°46'54" an arc distance of 18.62 feet to a point on the Northerly line that certain easement granted to the City of Carlsbad for road and public utility purposes recorded on November 13, 1972, as File No. 303347 Official Records of said County; thence along said Northerly line South 67°33'13" West, 349.70 feet to the beginning of a tangent 20.00 foot radius curve concave Northeasterly; thence Northwesterly along the arc of said curve through a central angle of 82°24'37" an arc distance of 28. 78 feet to a point on the Easterly line of that certain 100.00 foot wide Right-of-Way granted to the State of California in deed recorded on August 30, 1935, in Book 432, Page 60 Official Records of said County; thence along said Easterly line the following courses North 30°02'10" West, 583.77 feet to the beginning of a tangent 5216.55 foot radius curve concave Northeasterly; thence Northwesterly along the arc of said curve through a central angle of00°57'30" an arc distance of 87.25 feet to a point of intersection of said Easterly line and the Northerly line of the aforementioned Parcel 5; thence leaving said Easterly line along said Northerly line North 60°43'47" East, 103.72 feet; thence continuing along said Northerly line the following courses, North 71 °53'55" East, 49.05 feet; thence North 88°29'51" East, 149.63 feet; thence North 77°06'37" East, 80.00 feet;-thence North 68°28'20" East 121.97 feet; thence North 63°21 '29" East, 23.19 feet to the TRUE POINT OF BEGINNING.

J:\22000 • SDGE Land Survey MSA\86_Land Services\1306739_25017.0388\19870\Survey\Legals\1306739-19870 PAR 4.docx

Page 1 ends

Total area: 6.36 acres more or less
OJ·/2 -2.S-
Date
J:\22000- SDGE Land Survey MSA\86_Land Services\1306739_25017.0388119870\Survey\Legals\1306739-19870 PAR 4.docx

Page 2 ends

\ \ \
I
RANCHO AGUA HEDIONDA \ \
" ) \MAP'~o\ 823
N ( \POR. ,LOT H \ /"---\ • \
I
(
\
'&
@ INDICATES 100' WIDE RIGHT-OF-WAY

GRANTED TO THE STATE OF CALIFORNIA
BY DEED RECORDED 8/30/1935,
--- \ \
\ u\
~\~
~ \ i)'.
i.,'\~ -~ \ ....
"'·\.
1J\~
<2'\"&,
("> \ 'u'.
1: \~·
("> \~
~\('\
~\v, \
~\
iJI \
ROS 17350
2002-0308512
4-12-2002
Wfil
~
1 OF 2
IN BOOK 432, PAGE 60 O.R. \---
......--
(ID INDICATES PUBLIC STREET EASEMENT GRANTED
TO THE CITY OF CARLSBAD RECORDED 4/7/1964,
AS FILE NO. 62682 O.R.
© INDICATES ROAD & PUBLIC UTILITY EASEMENT

GRANTED TO THE CITY OF CARLSBAD RECORDED
11/13/1972 AS FILE NO. 303347 O.R.

IT] INDICATES CERTIFICATE OF COMPLIANCE
RECORDED 10/30/2001 AS DOCUMENT
NO. 2001-0789069 O.R.

IT] INDICATES CERTIFICATE OF COMPLIANCE
RECORDED 10/30/2001 AS DOCUMENT
NO. 2001-0789070 O.R.
6 INDICATES FOUND 3/4 INCH IRON PIPE WITH
DISC STAMPED "LS 4312" PER ROS 17350.

A INDICATES FOUND TACK & DISC STAMPED
"LS 4312" PER ROS 17350.

TOTAL AREA = 6.36 ACRES MORE OR LESS
SHEET 1 OF 3

THIS PL R UNDER MY
DIRE Dlfffi1tM1"N E LAND
SUR .

AD L9182
SAN DIEGO GAS & ELECTRIC COMPANY ORIGINATOR: OK TO INSTALL: ....,__,= __ A.-'SM=ITH_+---,~----~ SAN DIEGO, CALIFORNIA SURVEYED BY: R/W OK:
.,__ ____ E_N_C-IN_A __ E_A_S_E_M_E_N_T_S ____ ;..,,D..,,..,RA=WN~BY,-: --'-'TS"'""Ac"---+-D-ATE=-:---~ SURVEY SUPPORT TSAC/REB DA TE: 02107125 THOS. BROS.
5016 CARLSBAD BLVD
CARLSBAD SCALE: 1"=500'
NO. SUPPLEMENTS DATE:

TSAC: J: \22000 - SOCE LAND SURVEY IISA\86J.ANO SERVICES\13067J9...25017.D3e8\19870\CADD\SURVEY\1306739-19870Y4R 4-E4SEMEMT.DWG ......--
\
\
\
PROJECT NO .

NOTIF. NO.

DRAWING NO.

BY APP'D

LINE DATA TABLE

LINE I BEARING I DISTANCE
L3 I N63"21'29"E I 23.19'

CURVE DATA TABLE
CURVE RADIUS DELTA LENGTI-l
CJ 20.00· s2·24•37• 2s.11·
SHEET 2 OF 3
N88"29'51"E 149.63'
,,,,,,,..,,
m
rn
ROS 17350
2002-03085 12
4-12-2002
L2lID
~
1 OF 2
,,,,,,,..,,
,,,,,,,..,,
rn
\
\
\
\
\
\
\
R=178.00'
~33'36'53"
L=104.43'
SAN DIEGO GAS & ELECTRIC COMPANY I NA :A. SMITI-l OK TO INSTALL:
i-.--~----'--=.,;.;...._~----~
SAN DIEGO, CALIFORNIA SURVEYED BY: R OK: .,__ _____________ .;..;....__________ TSAC EN CINA EASEMENTS i-..o-RA-vt'4-s-v:---'-==-- ---.-o-A rr-=---~

SURVEY SUPPORT TSAC/REB
5016 CARLSBAD BLVD DAlE: 021°7/ 25 TI-lOS. BROS.

CARLSBAD
SCALE: 1"=100'
NO. SUPPLEMENTS DATE:
'!SAC: J: \22000 - SOGE LANO SUIMY MSA\81U.AND SER~CES\1J067J9_25017.0J81S\19870\CAOO\SUR~1J06739-191170...PAR 4.DIIIG R=392.00'
IF2219'18"
L=152.72'
' N
I
SEE
DETAIL
SHEET
3 PROJECT NO.

NOTIF. NO.

DRAWING NO.

BY APP'D
l N
I
---
rn
ROS 17350
2002-0308512
4-12-2002
--
Wfil
~
1 OF 2
--- -
-------------

LINE DATA TABLE

LINE BEARING DISTANCE
L1 S22'20'1 4 "E 12.01'
L2 N86"13'50"E 14.87'

CURVE DATA TABLE
CURVE RADIUS DaTA LENGlH
Cl 32.00' 34'28'1 2· 19.25'
C2 60.00' 17'46'54" 18.62'
L2
-------
.,,,,.,,,
SHEET 3 OF 3
SAN DIEGO GAS & ELECTRIC COMPANY ORIGINATOR:A. SMllH OK TO INSTALL: PRWECT NO.

SAN DIEGO, CALIFORNIA l-,s=u=RVE=YE=D----=B=Y:---+-R--=....,.OK-:--------1 1------------------- ------1 TSAC
EN CINA EASEMENTS 1-=D=RA=\l,t,l,......B=v:-----+--=-D--=A TE=-: -------1

SURVEY SUPPORT TSAC/REB
5016 CARLSBAD BLVD DATE: 021°1125 THOS. BROS.

NOTIF. NO.

DRAWING NO.

CARLSBAD
SCALE:

NO. SUPPLEMENTS DATE: BY APP'O
TSAC: J'\22000 - SOGE LANO SUR\4EY MSA\86J.ANO SERVICES\13067J9_25017.03811\19870\CADD\SUR\£Y\1J0673!1-19870JAR 4.~ Exhibit B-5
New SDG&E Land
EXHIBIT •B-~ NEW SDG&E
Iv
*
200 100 0
I ~-SCALE: 1"=200'
@ INDICATES 3/4" J. IRON PIPE, DISC
STAMPED LS. 4312 PARCEL 8-7
PER RECORD Of SWITCHYARD LANO
200
l
SURVEY 17350

LINE TABLE
"" I ►
' ,0
~I
"'
NO. BEARING LENGTH
L1 N 22·30'13"W 1163.73'
L2 N7Y34'37"E 248.98'
L3 N4o·o3'53"W 229.70'
N§I
8::1 _. :!I
lo
o ►
~~
I
co
%~
0 i
L4 N6 T35'26"E 65.86'
L5 N22·3o•oa"w 1114.48'
L6 N6T56'35"E 28.83'
L7 N76.27'03"E 60.33
LB N7T37'06"W 172.85'
L9 N60"55'24"W 66.30'
L10 N45"30'57' W 47.42
L11 Na2·40•44"w 84.31'
L12 N44.29'52"W 52.55'
"" t:
► POINT OF COMMENCEMENT
z
~
r
U!
POSEIDON 8H:ET 1 OF 1
~TE_j
l 2
PARCEL B-5
AREA-9.202 ACRES
'i I
z
r>
;-i
0 ,0
~
i -I -< !:1 .......
l j
!a ,-
-<
►
--i
Ro
~
,0
,0 ......

CAS[Y R. LYNCH LS 8380 CABRILLO PO.:R I LLC,

A DELAWARE LIMITED

LIABILITY COMPANY
_.
....i
~
AP LICANT.

US-DOCS\149621923.21
DATE: ____ _
PLAT - aTY OF CMI...EAD
P~EPAqED BY:
f"l.J?, rf\ I~
~~

HONES IWEILERI LANDY
PI.NNNO I ENGINEERING
- r•-.m1 -Ull!l!l-~Ult i.-r
--·~-
APPROVED B :
&TY ENGINEER
R.C.E.

EXP.
750 B STREET, SUITE 2740
SAN DIEGO, CA 92112
PORTION OF 210-010-47 1
EXHIBIT •9-5•

LEGAL DESCRIPTION

NEWSDG&E
THAT PORTION OF RANCHO AGUA HEDIONDA, IN THE CllY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO PARTITION MAP THEREOF NO. 823, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, NOVEMBER 16, 1896, DEFINED AS A PORTION OF PARCEL 4 IN THE CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 2001 AS FILE NO. 2001-0789068 OF OFFICIAL RECORDS, DESCRIBED AS FOLLOWS:

PARCEL •e-s•

COMMENCING AT THE NORTH TERMINUS OF A EASTERLY RIGHT OF WAY OF CARLSBAD BOULEVARD, HAVING A BEARING AND DISTANCE LABELED AS •NORTH 30"02'15• WEST 620.96 FEEr, MARKED BY A 3/4" IRON PIPE, DISC STAMPED LS. 4312, PER RECORD OF SURVEY 17350; THENCE LEAVING SAID RIGHT OF WAY, SOUTH 79•13•21• EAST, 1,249.23 FEET TO THE POINT OF BEGINNING OF THIS DESCRIPTION AND THE EASTERLY RIGHT OF WAY LINE OF THE NORTH COUNTY TRANSIT RAILWAY; THENCE NORTHERLY ALONG SAID RIGHT OF WAY, THENCE NORTH 22"30'13" WEST 1,163.73 FEET; THENCE LEAVING SAID RIGHT OF WAY LINE, SOUTH 73•34•3r• WEST, 248.98 FEET; THENCE NORTH 40"03'53" WEST 229.70 FEET; THENCE SOUTH 6r35'26" WEST 65.86 FEET; THENCE SOUTH 22"30'08" EAST 1,114.48 FEET TO THE NORTHERLY LINE OF PARCEL 5 IN THE CERTIFCATE OF COMPLIANCE RECORDED OCTOBER 30, 2001 AS FILE NO. 2001-0789069, OFFICIAL RECORDS OF SAN DIEGO COUNTY, THENCE SOUTHEASTELRY ALONG THE NORTHERLY LINE OF SAID PARCEL 5, THE FOLLOWING 7 (SMN) COURSE AND DISTANCES:

NORTH 67"56'35" EAST 28.83 FEET;
THENCE NORTH 76"27'03" EAST 60.33 FEET;
THENCE SOUTH 7r37'06" EAST 172.85 FEET;
THENCE SOUTH 60"55'24" EAST 66.30 FEET;
THENCE SOUTH 45"30'57" EAST 47.42 FEET;
THENCE SOUTH 82"40'44" EAST 84.31 FEET;
THENCE SOUTH 44"29'52" EAST 52.55 FEET TO THE POINT OF BEGINNING OF THIS DESCRPTION.

CONTAINING 400,836.04 SQUARE FEET, OR 9.202 ACRES, MORE OR LESS. ,,-;--1
L __.- -- -
/ 3-7-2025
CASEY R. LYNCH, PLS 8380 DATE
US-DOCS\149621923.21
Exhibit B-6
North Shore Land

EXHIBIT 'A'
LEGAL DESCRIPTJO't\
That portion of Block W of Palisades Number Two, in the City of Carlsbad , County of San Diego, State of California, according to Map thereof No. 1803, filed in the Office of the County Recorder of San Diego County on August 25. 1924, defined as Parcel I in Certificate of Compliance recorded October 30. 2001, as Document No. 2001-0789065, Official Records of said County, being more particularly described as follows:

COMMENCP.-JG at a found tack & disc stamped "LS 4312" marking the Northwesterly tenninus of that certain line labeled Number 29 and designated as '·Korth 64°31 '22" West, 293.59 feet" per Record of Survey No. 17350, filed in the Office of said County Recorder on April 12, 2002, as File No. 2002-0308512, said point bears North 23'55 '24" West. 2263.38 feet (calculated record North 23'55'29" West. 2263.26 feet per said Record of Survey) from a found 3/4 inch iron pipe with disc stamped "LS 4312" marking the Northwesterly tenninus of that certain line designated as '"North 30°02 ' 15" West. 620.96 feet" per said Record of Survey; thence from said point of commencement North 08'33' 15" West, 2021.93 feet to the Southerly most comer of said Block W, said point being the TRUE POTNT OF BEGINNING; thence North 77°27' 13" West, 958.53 feet to a point on the Easterly sideline of Carlsbad Boulevard; thence along said Easterly sideline 't\orth 36°17'09" West, 137.36 feet; thence leaving said Easterly sideline North 55°59'04" East, 120.63 feet; thence North 34°04 '59" West, 20.00 feet; thence North 55°59'04" East, 300.10 feet to a point on the Westerly sideline of Garfield Street; thence along said Westerly sideline South 34°00' 56'' East, 76.50 feet to the beginning of a tangent 222.61 foot radius curve concave Northeasterly; thence continuing along said Westerly sideline Southeasterly along the arc of said curve through a central angle of 48°06' 31" an arc distance of 186.92 feet to the beginning of a 450.00 foot radius reverse curve concave Southwesterly, a radial line to said point bears South 07°52'33" West; thence continuing along said Westerly sideline Southeasterly along the arc of said curve through a central angle of 44°07'39" an arc distance of 346.58 feet; thence continuing along said Westerly sideline South 37°59'48" East, 308.05 feet to the TRUE POINT OF BEGINNING .

Containing 5.76 acres more or less.

US-DOCS\149621923 .21
I N
I
* t.ok:AIES llAT POR'lt'N rl BlOCIC W.

P~S MUlll£R TIO. VAP NO 190J,
Rn CN ll/7!>/192' t, 11£ OFF1ct r6
K SAh mECO COJhTY R£COR!E!
[I) lhOk:ATES CfR'IIICAl[ rl Cowt.lf.tj([
R£CORCID 10/30/2001 AS DOOJl&T
NO. 2001-07ll906!> O.R.
[D lhOk:A TES C(Rlll CA 1[ rl COUl'l,JAIIC[
R(COIIIE) 10/30/2001 AS 000..IIEhT
NO 2001-078'JOe6 OR
OJ lh001'ES CERll'ICA'IE r:s COIIPlJ.t.tj(E
R(COIIIE) 10/30/2001 AS OOOJUEhT
NO 2001-07119067 O.R
A ..OCATEs fOlJII) TAClt a: asc sTA11PEJ
"LS 4.Slt' P£R ROS 17l50.
f:::. lh:JICAIES F0UNO J/4 I\CH IROh PF'E MTH
llSC STAlll'Cl "LS 4J12" PEI! ROS 17.S50.

PAl!CEL A'lEA - !I.~ ACRES 110'!£ OR LESS
SHEET 1 OF 2

ENCINA EASEMENTS

SURVEY SUPPORT
501 6 CARLSBAD BLVD
CA~LSBA!)
US-DOCS\149621923.21
'
~-
-~
~ ... .....
iii
i
.~
OJ

RANCHO AGUA HEDIONDA
DJ
~ , '}
M1~\. 823
\ POR. LOT H
ROS 17350
2002-0308512
4-12-2002
TllOS O'!OS
.
,c11r 1110

PALISADES NUYBER TWO
YAP NO. 1803
POR. BLOCK W
SHEET 2 O F 2

ENCINA EASEMENTS

SURVEY SUPPORT
501 6 CARLSBAD BLVD
CA~LS6 A'.)
SvPPLEI.IE'ITS
US-DOCS\149621923.21
ROS 17350
2002-0308512
4-12-2002
OJ
Wfil
~
1 Cl 2
\
l I
[:]
~
,'¥i'2
Ll'IE DATA TABLE
LNE '![A.~NG r.tSTA'lC[
L' N!:o!l~9 :>4'E 120.6.I
Li ',IJ4"C-4 59•.w 10 o:r
LI Sl4'll0'!'6" E 76.!:>3"
~J~VE )ATA TAHLE
CI.-R~E 'lU V, llELT,. ~ ClH
C1 777.6'" 45·05•31· 186.gj"
C2 •50 cc· u-cf39' J.(6~8'
PRO.mNO.
'-'CTIF" NO
OAA'l<ING NO
r..ATE
US-DOCS\149621923 .21
Exhibit B-7
Switchyard Land
[See attached]

EXHIBIT 'A'

LEGAL DESCRIPTION
That portion of Lot H of Rancho Agua Hedionda, in the City of Carlsbad, County of San Diego, State of California, according to Partition Map thereof No. 823, filed in the Office of the County Recorder of San Diego County on November 16, 1896, being a portion of that land defined as Parcel 4 in Certificate of Compliance recorded October 30, 2001, as Docwnent No. 2001- 0789068, Official Records of said County, being more particularly described as follows:

COMMENCING at a found 3/4 inch iron pipe with disc stamped "LS 4312" marking the Northwesterly terminus of that certain line designated as "North 30°02' 15" West, 620.96 feet" per Record of Survey No. 17350, filed in the Office of said County Recorder on April 12, 2002, as File No. 2002-0308512, said point bears South 23"55'24" East, 2263.38 feet (calculated record North 23°55'29" West, 2263.26 feet per said Record of Survey) from a found tack and disc stamped "LS 4312" marking the Northwesterly terminus of that certain line labeled Nwnber 29 and designated as "North 64°31 '22" West, 293.59 feet" per said Record of Survey; thence from said point of commencement North 25°12' 19" East, 671.73 feet to the TRUE POINT OF BEGINNING; thence North 22°12'29" West, 243.34 feet; thence South 67°47'31" West, 5.94 feet; thence North 22°35'44" West, 36.57 feet; thence South 67°24'16" West, 40.35 feet; thence North 22°05'37" West, 81.59 feet; thence North 22°54'23" East, 9.50 feet; thence North 67°54'23" East, 39.97 feet; thence North 22°54'23" East, 7.66 feet; thence North 22°05'3T' West, 40.90 feet; thence North 67°29'00" East, 30.15 feet; thence North 22°31 '00" West, 220.90 feet; thence North 68°05'54" East, 18.80 feet; thence North 22°38'56" West, 71.32 feet; thence North 67°37'02" East, 254.79 feet; thence South 67°31 '00" East, 45.26 feet; thence South 22°30'08" East, 744.14 feet; thence South 67°31 '33" West, 284.38 feet; thence North 67°59'06" West, 24.42 feet; thence North 22°23'1 T' West, 53.05 feet; thence South 67°47'31" West, 41.80 feet to the TRUE POINT OF BEGINNING.

Containing 5.84 acres more or less.

Adam R Weirich, PLS Date
J:\22000 • SDGE Land Survey MSA\86_Land Services\1306739_25017.0388\19870\Survey\Legals\1306739-19870 SWITCH YARD.docx

Page 1 of 1 ends

EXHIBIT 'B'
\ \ \ \

RANCHO AGUA HEDIONDA
I N
I
(
\
t, <.r.
\ <.r.
~ \ ..r. ta,\ iJ'.
v' ,~ -~ ,,.
'1'. \.
-;g \ ~
~\~
C> 'u'.
"f.: \ -i,,.

C> \ ~
-0 \~
~\ u'
[TI INDICATES CERTIFICATE OF COMPLIANCE
RECORDED 10/30/2001 AS DOCUMENT
NO. 2001-0789068 O.R.

W INDICATES CERTIFICATE OF COMPLIANCE
RECORDED 10/30/2001 AS DOCUMENT
NO. 2001-0789069 O.R.
6_ INDICATES FOUND 3/4 INCH IRON PIPE WITH
DISC STAMPED "LS 4312" PER ROS 17350.
,A. INDICATES FOUND TAO< & DISC STAMPED
"LS 4312" PER ROS 17350.

PARCEL AREA = 5.84 ACRES MORE OR LESS
SHEET 1 OF 2
\
~\
A
ROS 17350
2002-0308512
4-12-2002
Will
~
1 OF 2

RED BY ME OR UNDER MY
f\l.lC,nDU .HIC[ TH THE LAND
17, 2025.

SAN DIEGO GAS & ELECTRIC COMPANY ORIGINA OR: A. SMITH OK TO INSTALL SAN DIEGO, CALIFORNIA 1-,s-uR=VE=YE~D ~B~Y:---+-R~-OK- :---~ --------------------------1 TSAC EN CINA EASEMENTS -D=RA=v.t<1,....,,B,.,.,...Y:---'-=-"'----+-=-D---,,ATE,,,....: ----

SURVEY SUPPORT TSAC/REB
DA TE: / / THOS. BROS.
5016 CARLSBAD BLVD ro11~
CARLSBAD SCALE: 1"=500'
NO. SUPPLEt.AENTS DATE:

TSAC: J: \22000 - SOGE LAND SURVEY IISA\86..!ANO S£R"1CES\1J067J9..25017.0lll8\19117D\CAD0\SURYEY\1J067J9-19870_S'MTCH YAR0.DWG PROJECT HO.

NOTIF. NO.

DRAWING NO.

BY APP'D

EXHIBIT 'B'
l N
I
L9

LINE DATA TABLE

LINE BEARING DISTANCE
Ll S6T47'31"W 5.94'
L2 N22'35'44"W 36.57'
Ll S67"24'16"W 40.35'
L4 N22'S4'23"E 9.50'
L5 N67'S4'23"E 39.97'
L6 N22'S4'23"E 7.66'
L7 N22'05'37"W 40.90'
L8 N67"29'00"E 30.15'
L9 N68'05'54 "E 18.80'
uo N22•35•55•w 71.32'
l11 S6i31'00"E 45.26'
L12 N6T59'06"W 24.42'
l13 N22"23'17"W 53.05'
L14 S6T47'31"W 41.80'
SHEET 2 OF 2

SAN DIEGO GAS & ELECTRIC COMPANY ORIGINA
A. SMITH
SAN DIEGO, CALIFORNIA SURVEYED BY:

ENCINA EASEMENTS
TSAC
DRAWN BY:

SURVEY SUPPORT TSAC EB
DATE:
5016 CARLSBAD BLVD 03/17 /25
CARLSBAD SCALE: 1·-120'
NO. SUPPLEMENTS
OI< TO INSTALL:

R WOK:

DATE:

THOS. BROS.
rn
ROS 17350
2002-0308512
4-12- 2002
alfil \V 1 OF 2
\
\
\
PRWECT NO.

NOTIF. NO.

DRAWING NO.

DATE: BY APP'D
TSAC: J:\22000 - SOOE LANO SURVEY lolSA\86.J.ANO SERWl:S\1J067J9-25017.0J88\191170\CAOO\SUR\£(\1J067l9-19870_S'tlHOi YARO.OWG \
US-DOCS\149621923.21
Exhibit B-8
Cab I Carlsbad Boulevard Land
[See attached]
EXHIBIT 'B-8'

LEGAL DESCRIPTION
FOR

CARLSBAD BOULEVARD DEDICATION

THAT PORTION OF LOT H OF RANCHO AGUA HEDIONDA, IN THE CITY OF CARLSBAD,

COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO PARTITION MAP THEROF NO. 823, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY ON NOVEMBER 16, 1896, BEING A PORTION OF THAT LAND DEFINED AS PARCEL 3 IN THE CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 2001, AS DOCUMENT NO. 2001- 0789067, OFFICIAL RECORDS OF SAID COUNTY,
BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:

BEGINNING AT A 3/4-INCH IRON PIPE WITH A DISC STAMPED "LS 4312" ON THE EASTERLY LINE OF THAT CERTAIN 100.00-FOOT WIDE RIGHT-OF-WAY GRANTED TO THE STATE OF CALIFORNIA IN DEED RECORDED ON AUGUST 30, 1935, IN BOOK 432, PAGE 60, OFFICIAL RECORDS OF SAID COUNTY; THENCE NORTHWESTERLY ALONG A CURVE TO THE RIGHT, HAVING A RADIUS OF 5,219.59 FEET, A DELTA ANGLE OF 10° 03' 38.3", AND WHOSE LONG CHORD BEARS NORTH 24° 03' 00.2" WEST, A DISTANCE OF 915.34 FEET; THENCE ALONG A CURVE TO THE LEFT, HAVING A RADIUS OF 4,054.90 FEET, A DELTA ANGLE OF 04° 55' 52.5", AND WHOSE LONG CHORD BEARS NORTH 21 ° 39' 20.3" WEST, A DISTANCE OF 348.88 FEET; THENCE NORTH 24° 07' 16.5" WEST,ADISTANCE OF 1,774.52 FEET; THENCE ALONG A CURVE TO THE LEFT, HAVING A RADIUS OF 5,050.00 FEET, A DELTA ANGLE OF 12° 09' 38.4", AND WHOSE LONG CHORD BEARS NORTH 30° 12' 24.7" WEST, A DISTANCE OF 1,069.82 FEET; THENCE NORTH 36° 17' 14.0" WEST, A DISTANCE OF 622.06 FEET; THENCE NORTH 77° 27' 17 .6" WEST, A DISTANCE OF 151.92 FEET; THENCE SOUTH 36° 17' 14.0" EAST, A DISTANCE OF 736.42 FEET; THENCE NORTH 53° 42' 53.7" EAST, A DISTANCE OF 50.00 FEET; THENCE ALONG A CURVE TO THE RIGHT, HAVING A RADIUS OF 5,000.00 FEET, A DELTA ANGLE OF 12° 09' 38.2", AND WHOSE LONG CHORD BEARS SOUTH 30° 12' 24.9" EAST, A DISTANCE OF 1,059.22 FEET; THENCE SOUTH 65° 51' 58.3" WEST,ADISTANCE OF 50.00 FEET; THENCE SOUTH 24° 07' 16.5" EAST, A DISTANCE OF 1,774.51 FEET; THENCE ALONG A CURVE TO THE RIGHT, HAVING A RADIUS OF 3,954.90 FEET, A DELTA ANGLE OF 04 ° 55' 44.8", AND WHOSE LONG CHORD BEARS SOUTH 21° 39' 24.1" EAST, A DISTANCE OF 340.13 FEET; THENCE ALONG A CURVE TO THE LEFT, HAVING A RADIUS OF 5,319.59 FEET, A DELTA ANGLE OF 10° 03' 32.5", AND WHOSE LONG CHORD BEARS SOUTH 24° 03' 03.1" EAST,ADISTANCE OF 932.73 FEET; THENCE NORTH 55° 51' 00" EAST, A DISTANCE OF 106.78 FEET TO THE POINT OF BEGINNING.

SAID PARCEL OF LAND CONTAINS 9.772 ACRES, MORE OR LESS.

EXHIBIT "B-8" - CAB 1 CARLSBAD BLVD DEDICATION
POR. PARCEL 3
POR. PARCEL 3
PACFIC
OCEAN
CERTIFICA 1£ OF COMPLIANCE
REC. 10-30-2001
DOC #2001-0789067, O.R.
--- INDICATES EXISTING

PROPERTY LINE
r777;t INDICATES CAB. 1 CARLSBAD
[{LLL'.] BLVD. RIGHT-OF-WAY

DEDICATION
{9.772 ACRES)
e INDICATES 3/4 INCH IRON PIP
WITH DISC STAMPED •Ls
4312• PER ROS 17350
AGJA
I-EllON)A
LAQOON
PARCEL 4
CERTIFICA 1£ OF COMPLIANCE
REC. 10-30-2001
DOC #2001-0789068, O.R.

PLAT - CITY OF CAFLSBAD
PREPARED BY:
~

HOWES I WEILER I LANDY

PLANNING & ENGINEERING
Toi. 760.929.2288 Fax. 760.929.2287
2888 LOKER AVENUE EAST SUITE 217
CARLSBAD, CA 92010
APPROVED BY:

QTY ENGINEER
R.C.E.

EXP.

PARCEL 4
PARCEL 7
St-EET1 OF1
A.P.N.:
210-010-45
Exhibit B-9
SDG&E Carlsbad Boulevard Land
l:XHIBIT ·A.

LEGAL O1:SCRJPTION
That portion of Lot II of Rancho Agua lledionda. in the City of Carlsbad. County of San Diego.

State of California. according to Partition ~1ap thereof:--o. 823. filed in the Office of the County Recorder of San Diego County on November 16, 1896. being a portion of that land defined a.,; Parcel 5 in the Certificate of Compliance recorded October 30. 200 I. as Document No. 2001 • 0789069, Official Records of said County, and a portion of that land defined as Parcel 6 in the Certificate of Compliance recorded October 30, 2001, as Document No. 2001-0789070. Official Records of said County, being more particularly described as follows:

BEGl~l1'G at a found 3/4 inch imn pipe with disc stamped "LS 4312" on the Easterly line of that certain 100.00 foot ";de Right-of-Way granted to the State of California in deed recorded on August 30, 1935. in Book 432. Page 60 Official Records of said County. said 3/4 inch iron pipe marking the Nonhwcsterly terminus of that certain line designated as "l',;orth 30°02' 15" West. 620.96 feet" per Record of Survey ~o. 17350, filed in the Office of said County Recorder on April 12, 2002, as File :--o. 2002-0308512, said point bears South 23°55'24" East, 2263.38 feet (calculated record North 23°55'29" West. 2263.26 feet per said Record ofStm'C)') from a found tack and disc stamped "LS 4312" marking the Northwesterly terminus of that cenain line labeled Number 29 and designated as ·•~forth 64°31 '22" West, 293.59 feet'" per said Record of Survey:
thence along said F.asterly line South 30°02' IO" Ea,;t, 620.96 feet to a point of intersection of said Easterly line and the Southerly line of the aforementioned Parcel 6: thence leaving said Easterly line along said Southerly line South 6 7°33' I 3" \\'est. I 00.88 feet to a point of intersection of said Southerly line and the Westerly line of said I 00.00 foot "ide Right-of-Way; thence leaving said Southerly line along said Westerly line the follo\1/ing courses.

North 30°02' IO" West, 607.63 feet to the beginning of a tangent 5316.55 foot radius curve conca,·e Northeasterly; thence Northwesterly along the arc of said curve through a central angle of00°57' IT' an arc distance of 88.59 feet to a point of intersection of said Westerly line and the Nonherly line of the aforementioned Parcel 5; thence leaving said Westerly line along said Nonherly line :'forth 60°43'4T' East. 100.00 feet to a point of intersection of said Northerly line and the Easterly line of said I 00.00 foot Right-of-Way, said point being the beginning of a non tangent 5216.55 foot radius curve concave Northca.,;tcrly a radial line to said point bears South 60°55'20" West; thence leaving said ~onhcrly line Southeasterly along said Easterly line along the arc of said curve through a central angle of 00°57'30" an arc distance of 87.25 feet to the POl:-,./T OF BEGl!l:1\ING.
flU&-2'1
Adam R Weirich. PLS Date
J ~~()'14.1 • ,1x,i- l .and \ur-.'C) \.~~ .... 16 !W \cf'ti,'.'('lo ;Jut,~3~_:'.:~l ~ 0388 JQ~~(},\un~ I .t1•h ll(~.,1Q.)9fr:-o P•\R c. &.,"

Page 1 of 1 ends

US-DOCS\149621923.21
l I
@ li'XAlt:S 100' 'la)( IIQIT-~-w.\Y
(111,hlt:l) 1D 111[ SlA'E (E ~A
BY l&O l£alOE> 8/J0/19.!5.

Ii 80(J( 4J2. PACE IIO OJI.

CT] liOICAIES CERllRCAIE fS COIIPUAIICE
ll[COIIIE) 10/JO/'lOOl AS IXlOJlllljT
NO 2001-0789069 O.R
(IJ ta:AltS C(Rll!CAl[ Cf COIIPUAll(t
RECOIIIEl 10/YJ/'l001 AS DOrulll(T
NO. 2001-0789070 0.ll
A. Ja:Alt:S fWI> TACIC • asc sr&IIPfl)
1S 4J1:!" P[R ROS 17 ~
6 l«AltS FOIH> l/4 t,CN IR<JI PK flllM
ll5C STAll"El 1S 4.11:!" "[II ROS 17l~ .

SHEET 1 OF 2
US-DOCS\149621923.21
RA~CHO AGUA HEDIO~DA
MAP :'.'iO. 823
'POR. LOT H
~OS 17350
2002-0308512
4-12-2002
@
,~2
m
111S Pl.AT WAS ~PA~D BY I( CW! .IN~ IIY
QRCTI()I t-l ct 'Allll ~ IN«l
gJI\ R'~ 6. :1024.
~
Alll\l IR1 CH U,S,
(--
I
\ I
', I
I
I
I
I
I
I
\
~ ~
::uRVE ::J ATA TABLE
ClJij,( ~ADM )EllA l!t. Gli
Cl :3'6 ~~- C(l"~ n !" 88 ~g·
C2 52'6 55 OO'!JT3C' 87 25
SHEET 2 OF 2
SuPPI.EI.IENTS
US-IX>CS\149621923.21
,~~\
I
/".e• ,,,"'
~,,,,,,.'
m
ROS 17350 N
2002-0308512
I
4-12-2002
'
, 2
\
"
[I]
~ ~
PIIOJQ.1 110.
09/'6/'24
f'..ATE 3Y APP'!)
I EXHIBIT "8-10· BLUFF LAND
: IV ~ 1! I ~ ~ L13 -< I
~ ~ f
300 150,....___o - ....... ~ a; i
1 ! I
1-~ ~i
SCALE: 1N=300' ~ El
PARCEL B-1 0 -.

AREA= 7.317 ACRES
PORTION OF"
PARCEL 3

CERTIFICATE OF
COMPLIANCE C:
2001-0789067 '-'
PACIFIC OC£AN
MM 287
L1\:
qi
...J
e
Exhib it B-10
Bluff Land

LINE TABLE
NO. BEARING
L1 N60'55'15"E R)
L2 N67'22'57"E
L3 N14.24'57"W
L4 N30-06'07"W
L5 N16'35'21' W
L6 N03'23 15"W
L7 N22·18'51•w
L9 N01 ·os·o2·w
L10 N18"03 30" W
L11 N65"52'24"E
L12 N24'07'36"W
L13 N65'52'24"E
L14 N21'02'24"W
L15 N19'10'46"W
L16 N17'34'26"W
L17 N15'4350"W
L18 N14'13'56"W
L19 N11'49'22" W
L20 N19"33 23"W
I
L21 N14'11'23"W
L22 N23'04'38"W
LENGTH
100.00·
204.01'
477 .24'
120.74'
127.80'

89.83 92.00'

77.05'
101.80
322.99'

3.26'
536.56'
137.84'
130.88'
251.12'
440.88'
336 .82'
306.58'
106.30'
160.38
101.14'

97.43 156.92'
8-EET10F1

OIIIINEM
CABRILL0 POYl£R I LLC,
A DELAWARE LI~ITED

LIABILITY COMPANY
750 B STREIT, SUITE 2740
SAN DIEGO, CA 92112
@ INDICATES 3/4" IRON

PIPE, DISC STAMPED
LS. 4312 PER RECORD
OF SUR'v£Y 17350
r m L23 N67'22 57"E
~ (n I I I~ 1-A_R_C_T~A_B_LE ____ __,,~---~ - --~
~ ~ I 1... NO. DEL TA RADIUS LENGTH
,- ... I ,Jo· I C2 6=00"57'30" 5216.55' 87.25'
; i if= C3 6=00"23'36,,"-:::;::::::5:::3:::1~6 ..... 55' 36.49' ~ r: 11 c~~~.\lo - N60~5'15•E(R) r-.y ~.S,,
r § r - - - '5-' 'I "~
r !Y C:~i ' ~ 92 4~(1ll_ ~ ( CASEY R. LYNC~ i)~
N I El IX No. 8380 O
N L23 J , 1 (")/ 0- ::o
ft
,:I ""- ~XP . 12/31 /2): ..._
POINT OF_/ L2 -POIN T or- ,.. ~ _A" "
BEGINNING MAP 8062 COMMENCEMENT
PARCEL 8-10 PARCEL 8-10 c-'ll.~'~
BASIS OF BEARINGS- / ~=Tt
5 OF
l
N30'02 '15•w 620.96' I\~ ► ~e
PER ROS 17350 I" @ 3- 7- 2025
APl"UCANT:

I I CASEY R. LYNCH LS 8380
PLAT - aTY OF CNUIBAD
PREPARED BY: APPROVED BY:

DATE:
~
PORTION OF 210-010-45
aw D&EER
~~~I LANDY R.C.E.

T•--- Fa-.2317
--A-WTIUTU1T EXP. I
L;::::::::======-i1.--..: C:,~Ml~UMl.=,,ICAiQ,,1IIIDI0=---.1.::=======-.1..:===::::===:.J , US-DOCS\149621923.21
EXHIIIT-B-10''

LEGAL DESCRIPTION

BLUFF LAND

THAT PORTION OF RANCHO AGUA HEDIONDA, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA. ACCORDING TO PARTITION MAP THEREOF NO. 823, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, NOVEMBER 18, 1898, DEFINED ASA PORTION OF PARCEL 3 IN THE CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 2001 AS FILE NO. 2001-0789069 OF OFFICIAL RECORDS, DESCRIBED AS FOLLOWS:

PARCEL -1:10:

COMMENCING AT THE NORTH TERMINUS OF A EASTERLY RIGHT OF WAY OF CARLSBAD BOULEVARD, HAVING A BEARING AND DISTANCE LABELED AS "NORTH 30°02'15" WEST 820.98 FEEr, MARKED BY A3/4" IRON PIPE, DISC STAMPED L.B. 4312, PER RECORD OF SURVEY 17350;

THENCE ALONG SAID RIGHT OF WAY, TANGENT TO SAID LINE, NORTHWESTERLY ALONG THE ARC OF A 5,218.55-FOOT RADIUS CURVE, CONCAVE EASTERLY, THROUGH A CENTRAL ANGLE OF 00°57'30", AN ARC DISTANCE OF 87.25 FEET; THENCE LEAVING SAID RIGHT OF WAY, SOUTH 80°55'15" WEST, 100.00 FEET TO THE WESTERLY RIGHT OF WAY LINE OF SAID CARLSBAD BOULEVARD, BEING THE BEGINNING OF A TANGENT, 5,318.55-FOOT RADIUS CURVE, CONCAVE EASTERLY; THENCE SOUTHERLY AND SOUTHWESTERLY, Al.ONG THE ARC OF SAID WESTERLY RIGHT OF WAY, THROUGH A CENTRAL ANGLE OF 00°23'38", AN ARC DISTANCE OF 38.49 FEET; THENCE LEAVING SAID WESTERLY RIGHT OF WAY, SOUTH 87°22'5T WEST, 204.01 FEET TO THE POINT OF BEGINNING OF THIS DESCRIPTION; THENCE NORTHERLY, ALONG THE FOLLOWING 8 (EIGHT) COURSES AND DISTANCES:

NORTH 14°24'57° WEST 4n.24 FEET;
THENCE NORTH 30°08'0T WEST 120.74 FEET;
THENCE NORTH 18°35'21" WEST 127.80 FEET;
THENCE NORTH 03°23'15" WEST 89.83 FEET;
THENCE NORTH 22"18'51" WEST 92.00 FEET;
THENCE NORTH 09°11'33" WEST 77.06 FEET;
THENCE NORTH 01°05'02" WEST 101.80 FEET;
THENCE NORTH 18°03'30" WEST 322.119 FEET;
THENCE NORTH 85°52'24" EAST 3.28 FEET TO SAID WESTERLY RIGHT OF WAY OF CARLSBAD BOULEVARD; THENCE NORTHERLY ALONG SAID RIGHT OF WAY NORTH 24°0T38" WEST 538.58 FEET: THENCE LEAVING SAID RIGHT OF WAY, SOUTH 85°52'24" WEST 137.84 FEET; THENCE SOUTHERLY, ALONG THE FOU.OWING 9 (NINE) COURSES AND DISTANCES:

SOUTH 21"02'24" EAST 130.88 FEET:

THENCE SOUTH 19°10'48" EAST 251.12 FEET;
THENCE SOUTH 17°34'28" EAST 440.88 FEET;
THENCE SOUTH 15"43'50" EAST 338.82 FEET:

THENCE SOUTH 14°13'58" EAST 306.58 FEET;
THENCE SOUTH 11°49'22" EAST 108.30 FEET;
THENCE SOUTH 19°33'23" EAST 180.38 FEET;
THENCE SOUTH 14°11'23" EAST 101.14 FEET;
THENCE SOUTH 23°04'38" EAST 97 .43 FEET; THENCE NORTH 87°22'57" EAST 156.92 F OF BEGINNING OF THIS DESCRIPTION.

CONTAINING 318,723.40 SQUARE FEET, OR 7.317 ACRES
3-7-2025
CASEY R. LYNCH, PLS 8380 DATE
US-IX>CS\149621923.21
Exhibit C
Memorandum of Agreement
Recording requested by the City of
Carlsbad, California pursuant to
Government Code Section 27383
and when recorded mail to:

Latham & Watkins LLP
12670 High Bluff Drive
San Diego, CA 92130
Attention: James Mann, Esq.

The space above this line reserved for County Recorder's use.

Assessor's Parcel Numbers: 210-010-28, 210-010-40-00,
210-010-44-00, 210-010-45, 210-010-48, 210-010-49,
210-010-50, 211-010-30, 206-070-16 and 211-010-31

MEMORANDUM OF SEASIDE TRANSACTION AGREEMENT AND SETTLEMENT

AGREEMENT
THIS MEMORANDUM OF . SEASIDE TRANSACTION AGREEMENT AND
SETTLEMENT AGREEMENT (this "Memorandum") is made and entered into as of April _, 2025, by and between the City of Carlsbad, a charter city located in San Diego County (the "City"), Cabrillo Power I LLC, a Delaware limited liability company ("Cab F'), and San Diego Gas & Electric Company, a California corporation ("SDG&E'). The City, Cab I, and SDG&E are sometimes referred to in this Memorandum collectively as the "Parties" and each individually as a "Party".

RECITALS
This Memorandum is based on the following recitals:

WHEREAS, the Parties are parties to that certain Seaside Transaction Agreement and Settlement Agreement (the "Agreement") dated as of April _, 2025 (the "Effective Date"), pursuant to which the Parties have agreed to settle certain claims relating to that certain real property situated in San Diego County, California, as more particularly described in Exhibit A attached hereto;
WHEREAS, the Parties desire to execute and record this Memorandum to provide evidence and notice of the Agreement and the Party's rights thereunder.

US-DOCS\149621923.21
NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Parties hereby agree and confirm as follows:

1. Capitalized terms used in this Memorandum that are not defined in this Memorandum shall have the meanings given to them in the Agreement. The recitals set forth above are true and accurate and form a material part of this Memorandum.

2. The Term of the Agreement commences on the Effective Date and shall remain in effect until the Parties have fulfilled all of their obligations under the Agreement, unless terminated earlier in writing in accordance with the terms and conditions of the Agreement.

3. This Memorandum is not intended to, and shall not, amend or modify the Agreement in any way, but rather, this Memorandum shall only be used for recording purposes and to provide notice to all of the existence of the Agreement and the Parties' rights thereunder. The Agreement contains other terms and provisions, and any reviewer of title is hereby put on notice to make inquiry of all terms and provisions of the Agreement. In the event of any conflict or inconsistency between the terms and provisions of the Agreement and the terms and provisions of this Memorandum, the terms and provisions of the Agreement shall govern and control.

4. This Memorandum may be executed and delivered in counterparts, which when taken together will constitute a single agreement. This Memorandum may be recorded in the official records of the City and County of San Diego County, California. [SIGNATURE PAGES TO FOLLOW]
US-DOCS\149621923.21
IN WITNESS WHEREOF, the Parties have executed this Memorandum effective as of the date first written above.

SDG&E: SAN DIEGO GAS & ELECTRIC COMPANY
By:

Name: Kevin C. Geraghty
Title: Chief Operating Officer & Chief Safety
Officer

ACKNOWLEDGEMENT
A notary public or other officer completing this certificate verifies only the identity of the • individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of California
County of ______ _
On ______ before me, ___________ _, a notary public, personally appeared (Here insert name and tide of officer)
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 is true and correct.

Witness my hand and official seal.

Signature _____________ (Seal)
[SIGNATURES CONTINUED ON THE FOLLOWING PAGE]
US-DOCS\149621923.21
Cab I: CABRILLO POWER I LLC:

By:

Name: Mark Rohrlick
Title: Vice President of Cabrillo Power I LLC

ACKNOWLEDGEMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of California
County of _______ _
On _______ before me, _____________ , a notary public, personally appeared (Here insert name and title of officer)
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 is true and correct.

Witness my hand and official seal.

Signature ______________ (Seal)
[SIGNATURES CONTINUED ON THE FOLLOWING PAGE]
US-DOCS\149621923.21
City: CITY OF CARLSBAD
By:

Name: Geoff Patnoe
Title: City Manager
APPROVED AS TO FORM:

By:

Name: Cindie K. McMahon
Title: City Attorney

State of California
County of ______ _
On _______ before me, ___________ _. a notary public, personally appeared (Here insert name and title of officer)
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 PENAL TY OF PERJURY under the laws of the State of California that the foregoing is true and correct.

Witness my hand and official seal.

Signature _____________ (Seal)
US-IX>CS\149621923.21

EXHIBIT A TO MEMORANDUM OF SEASIDE TRANSACTION AGREEMENT

AND SETTLEMENT AGREEMENT
US-DOCS\149621923.21

LEGAL DESCRIPTION OF LAND
[See attached]
I

LEGAL DESCRIPTION
That portion of Lot H of Rancho Hedionda, in the City of Carlsbad, County of San Diego, State of California, according to Partition Map thereof No. 823, filed in the Office of the County Recorder of San Diego County on November 16, 1896, being a portion of land defined as Parcel 5 in the Certificate of Compliance recorded October 30, 2001, as Document No. 2001-0789069, Official Record of said County, being more particularly described as follows:

COMMENCING at the Northeasterly comer of Record of Survey No. 14621, recorded in the Office of the County Recorder of San Diego County, August 18, 1994 as File No. 1994-500086, said comer being on the Westerly line of the Right-of-Way of the Atchison Topeka and Santa Fe Railroad; thence along said Westerly line and Easterly line of said Record of Survey No. 14621 South 28°40' 19" East, 656. 70 feet to the most Southerly comer of said Record of Survey No. 14621; thence continuing South 28°40' 19" East, 1110.14 feet; thence South 22°30' 13" East, 2664.53 feet to the TRUE POINT OF BEGINNING; thence continuing South 22°30'13" East, 362.82 feet; thence leaving said Westerly line of Railroad, South 67°33'08" West, 941.91 feet; thence North 22°30'45" West, 324.69 feet; thence South 67°27' 18" West, 343.53 feet to the Westerly line of the 100 foot wide Carlsbad Boulevard; thence along said Westerly line of Carlsbad Boulevard, North 30°02'15" West, 280.66 Feet to the beginning of a curve concave Easterly having a radius of 5316.55 feet; thence Northerly 88.59 feet along said curve through a central angle of 00°57'17"; thence leaving said Westerly line, North 0°43'42" East, 203.71 feet; thence North 71 °53'50" East, 49.05 feet; thence North 88°29'46" East, 149.63 feet; thence North 77°06'32" East, 80.00 feet; thence North 68°28'15" East, 121.97 feet; thence North 63°21'24" East, 220.51 feet; thence North 67°56'35" East, 167.57 feet; thence North 76°27'03" East, 60.33 feet; thence South 77°37'06" East, 172.85 feet; thence South 60°55'41" East, 66.30 feet; thence South 45°30'57" East, 47.42 feet; thence South 82°40'44" East, 84.31 feet; thence South 44°29'52" East, 52.55 feet to the TRUE POINT OF BEGINNING.

Containing 16.3 7 acres more or less
Date
J:\22000 • SDGE Land Survey MSA\86_Land Services\ 1306739 _250 l 7.0388\l 9870\Survey \Legals\1306739-19870 CHlCAGO TlTLE REPORT A.docx
Page l of 1
Cannon Park Land
That portion of Rancho Agua Hedionda, in the City of Carlsbad, County of San Diego, State of California, according to Partition Map thereof No. 823, filed in the Office of the County Recorder of said County, November 16, 1896, defined as Parcel 6 in that certificate of compliance recorded October 20, 2001 as file No. 2001-0789070 of Official Records, described as follows:

The hereinabove describe parcel of land contain 2.40 acres more or less.

Hub Park Land
That portion of Lots "F" and
II
H
11 of Rancho Agua Hedionda, in the City of Carlsbad,
County of San Diego, State of California, according to Partition Map thereof No. 823, filed in the office of the County Recorder of said County, November 16, 1896, described as follows:

Beginning at the comer to Lots "F", "H" and "I" of said Rancho Agua Hedionda; thence along the Northerly line of said Lot "F" South 86° 52'04
11 East (record South 87°23'24
11 East per Record
of Survey No. 7938), 1456.25 feet; thence leaving said line South 22°50'04" West, 1273.28 feet to the beginning of a 949.00 foot radius tangent curve concave Northwesterly; thence Southwesterly along the area of said curve through a central angle or 18°39'20 11 a distance of
309.00 feet; thence non-tangent North 84°52'43
11 West 2517.07 feet; thence North 27°23'43"
West, 392.39 feet; thence North 84°52'43
11 West, 453.19 feet; thence North 07°51'43
11 West,
259.19 feet; thence North 89°26'05" West, 404.67 feet; thence North 16°24'38 11 West, 440 feet
more or less to the mean high tide line of the Agua Hedionda Upper Lagoon; thence Southeasterly, Northeasterly and Northwesterly along said mean high tide line to the Northeasterly line of said Lot "H"; thence along said line South 64°01 '41" East, 275 feet more or less to the POINT OF BEGINNING.

FXI IIHIT ·A.

LFG.\L DESCRIPTJO:--.
·1 hat portion of Block W of Palisades Nurnher Two, in the City of Carlsbad. County vf San Diego, Stat'-! of California. according to \1ap th~r..:of'.'Jn. 1803, filed in the Office of the County Recorder of San Diego County on August 25. I 924, de lined as Pc1rcd I in Certificate of Compliance recorded Octobe;:r 30. 2001. as Document "\."o. 2001-0789065. Official Records of said County. being more particularly described as follows:

COM~tl:]\CI:--:G at a found tack & di:-.c stamped ··LS -B lT marking the \:onhwec;terly terminus of that certain iine laO\!lcd !\umber 29 and design:.tted as .. '"o:-th 64?3 I ·22 .. Wc,;t. 293.59 feet" per Record of Survey '\o. I T,50. filed in the Office of said County Recorder on April 12. 2002, a!, bk ~o. 2002-0308512. said point bears North 23'55'24" \Vest. 2263.38 fcct (calculated r..:cord l\'orth 23 55·29·· West. 2263.26 feet per !>aid Record ofSuncy) from a found Fl inch iron pipe with disc stamped ··r.s 4312"" marking the Northwe!>terly tenninus of that certain line designated a5 "'.'Jorth 30:io:n s·· \vest. 620.96 feet" per said Record of Survey; thence from said point of cl1mmenccmc11t :"-forth 08 '3 3 • 15·· \\'est, 2021. 93 t".!ct to the Souther!) most comer of said Rlock \V, said point being the ·1 Kl'F POINT Of nEGJl\Nll\G; thencc:
~orth 7T2T Ir West, 958.53 feet to a point on the Easterly sideline or Carlsbad Boulevard:
thence along said Easterly sideline '"orth 36° I 7'09'" \\'est. U7.36 kd; thence lea\'ing said Fa5tcrl~ sideline '.':orth 55°59·04·· Last. 120.63 feet: thence :",;orth 34co4 '59" \\'t:st. 20.00 feet:
thence :",;orth 55°59'04" East. 300.10 fet'l to a point on the Westerly siddine;: of Ciariield Street:
thence along said \Vester!) siddinc South 34°00' 56 •• East, 76.50 tcet to the beginning of a tangent ~2:?.61 foot radius curve conca\'C Nonheasterl~; thence continuing along said Wc!>terly sideline Somht!asterly along the arc of said cunt' through a central angle of 48"06 • .1 l •• an arc di.-,tance;: of 186.92 foet to thc beginning of a 450.00 foot radius rc\.crsc curve conca\·c Soulh\~esterly. a radial line to said point bears South 07°52·3r \Vest: thcnc~ continuing along said Westerly sideline Southeasterly along the arc of said curve through a central angle of 44°07' 39" an an: distance of 346.58 feet: thence continuing along said Wc~terly sideline StlUth 37"59.48" l:ast. >08.05 fret to 1hc rRl 11 -: POil\ I OF l.H~Cil'f\l'-!(i_ Containing 5.76 acres more or less.

EXHIBIT "B-3A"

LEGAL DESCRIPTION

INNER LAGOON LAND

THAT PORTION OF RANCHO AGUA HEDIONDA, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO PARTITION MAP THEREOF NO. 823, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, NOVEMBER 18. 1896, DEFINED AS PARCEL 9 IN THE CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 2001 AS FIL£ NO. 2001-0789069 OF OFFICIAL RECORDS, DESCRIBED AS FOLLOWS:

PARCELB-3
BEGINNING AT THE NORTHEAST CORNER OF SAID PARCEL 9 IN THE CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 2001 AS FILE NO. 2001-0789069 OF OFFICIAL RECORDS, HAVING A BEARING AND DISTANCE LABELED AS 'NORTH 33'44'36" WEST 1,290.81 FEIT, MARKED BY CONCRETE FILLED 8' PIPE, WITH PIN, PER RECORD OF SURVEY 17350; THENCE SOUTHEASTERLY ALONG THE EASTERLY LINE OF SAID PARCEL 9, SOUTH 33'44'38" EAST, 1,290.81 FEET; THENCE CONTINUING SOUTHERLY, ALONG THE FOLLOWING 3 (THREE) COURSES AND DISTANCES:

SOUTH 71"40'52" EAST 1,586.90 FEET;
THENCE SOUTH 53'19'03" EAST 893.14 FEET;
THENCE SOUTH 64°01'56" EAST 2,257.42 FEET;
THENCE, LEAVING SAID EASTERLY LINE OF SAID PARCEL 9, SOUTH oa·21•5r EAST 182.60 FEET; THENCE WESTERLY AND NORTHWESTERLY ALONG THE SOUTHERLY LINE AND WESTERLY LINE OF SAID PARCEL 9, THE FOLLOWING 29 (TWENTY-NINE) COURSES AND DISTANCES:

SOUTH 83'25'06" WEST 313.89 FEET;
THENCE SOUTH s2·01·or WEST 160.23 FEET;
THENCE NORTH 78'53'47" WEST 269.28 FEET;
THENCE SOUTH 55°39'38" WEST 381.01 FEET;
THENCE SOUTH 66°59'23" WEST 594.40 FEET;
THENCE SOUTH 87'02'48" WEST 210.53 FEET;
THENCE NORTH 64"43'30" WEST 244.86 FEET;
THENCE NORTH 74'31'19" WEST 188.69 FEET;
THENCE NORTH 17"29'43" WEST 220.18 FEET;
THENCE NORTH 83°34'03" WEST 514.42 FEET;
THENCE NORTH 80'5T43' WEST 209.62 FEET;
THENCE NORTH 72'35'04' WEST 308.66 FEET;
THENCE NORTH 45"1T25" WEST 291.62 FEET;
THENCE NORTH 53"58'34 • WEST 228.98 FEET;
THENCE NORTH 64'1T22' WEST 117.48 FEET;
THENCE NORTH 70'53'29' WEST 346.91 FEET;
THENCE NORTH 48°58'53' WEST 87.04 FEET;
THENCE NORTH 72°33'23" WEST 188.00 FEET;
THENCE NORTH 78'46'23" WEST 238.00 FEET;
THENCE NORTH 68'1T23' WEST 172.00 FEET;
THENCE NORTH 30"00'23" WEST 23.00 FEET;
THENCE NORTH 89'22'23" WEST 24.00 FEET;
THENCE NORTH 57'13'53" WEST 275..40 FEET;
THENCE NORTH 35'2T23' WEST 430.00 FEET;
THENCE NORTH 15°34'23" WEST 252.00 FEET;
THENCE NORTH 27'12'23" WEST 168.99 FEET;
THENCE NORTH 11"13'43" EAST92.85 FEET;
THENCE NORTH 03'09'38' WEST 1,172.51 FEET;
THENCE NORTH 17'49'10" WEST 59.67 FEET TO THE NORTHERLY LINE OF SAID PARCEL 9, THENCE ALONG SAID LINE, NORTH 59'06'16" EAST 531.80 FEET TO THE POINT OF BEGINNING OF THIS DESCRIPTION.

CONTAINING 7,785,579.62 SQUARE FEET OR 178.732 ACRES, MORE OR LESS. 3-7-2025
CASEY R. LYNCH, PLS 8380 DATE
EXHIBIT "B-38"

LEGAL DESCRIPTION

MIDDLE LAGOON LAND

THAT PORTION OF RANCHO AGUA HEDIONDA, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO PARTITION MAP THEREOF NO. 823, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, NOVEMBER 16, 1896, DEFINED AS A PORTION OF PARCEL 3 IN THE CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 2001 AS FILE NO. 2001-0789069 OF OFFICIAL RECORDS, DESCRIBED AS FOLLOWS:

PARCEL 8-3
BEGINNING AT THE NORTHWEST CORNER OF SAID PARCEL 3 IN THE CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 2001 AS FILE NO. 2001-0789069 OF OFFICIAL RECORDS, HAVING A BEARING AND DISTANCE LABELED AS "NORTH 72°58'27" WEST 1,135.74 FEEr, MARKED BY 8"' IRON PIPE, DISC STAMPED L.S. 4312, PER RECORD OF SURVEY 173SO; THENCE SOUTHEAffiRLY ALONG THE NORTHLERY LINE OF SAID PARCEL 9, SOUTH 72"58'27" EAST, 1,135.74 FEET; THENCE SOUTHERLY ALONG THE WESTERLY LINE OF CALFORNIA INTERSTATE HIGHWAY 5, SOUTH 15°10'48" EAST, 193.90 FEET; THENCE SOUTH 00°01'09" EAST, 894.06 FEET; THENCE SOUTH 17°57'05" EAST, 15.21 FEET; THENCE LEAVING SAID WESTELRY RIGHT OF WAY OF CALIFORNIA INTERSTATE HIGHWAY 5, THE FOLLOWING 7 (SEVEN) COURSES AND DISTANCES:

SOUTH 81°53'37" WEST 13.68 FEET;
THENCE SOUTH 88"07'37" WEST 333.14 FEET;
THENCE SOUTH 79"19'37" WEST 285.00 FEET;
THENCE NORTH 69"10'23" WEST 38.00 FEET;
THENCE NORTH 40"47'23" WEST 63.50 FEET;
THENCE SOUTH 30"30'37" WEST 34.90 FEET;
THENCE SOUTH 61"25'37" WEST 14.19 FEET TO THE ARC OF THE EASTERLY RIGHT OF WAY OF THE NORTH COUNTY TRANSIT RAILWAY RIGHT OF WAY; HAVING A RADIUS OF 1,975.00 FEET, CONCAVE WESTERLY, THE CENTER OF WHICH BEARS SOUTH 76"17'17" WEST; THENCE NORTHERLY AND NORTHWESTERLY, ALONG THE ARC OF SAID 1,975.00-FOOT RADIUS CURVE; THROUGH A CENTRAL ANGLE OF 26°23'13"; AN ARC DISTANCE OF 909.56 FEET TO THE BEGINNING OF THIS DESCRIPTION.

CONTAINING 899,078.41 SQUARE FEET, OR 20.64 ACRES, MORE OR LESS. ---,. f
L
3-7-2025
CASEY R. LYNCH, PIS 8380 DATE
Exhibit A-3
Encina Redevelopment Site
EXHIBIT "A-3" ENCINA REDEVELOPMENT LAND
1• POSEIDON WATER LEASEHOLD
~ EAS[MfNT TO SDG&F [LfCTRIC

SUBSTATION
OWNERS
PARCELS 3 ANO 4
DOC. OR 2001 07800e8
q
I
A DCUWARC Lllr//1£D LIABVTY COMPANY
PORTION OF PARCS.. 4
APN 210-010-47,
POR. 881! 11()(j-37~1-PAA ':i CA/1111{l0 POtEII I UC. I 750 8 SlREET, SIJ/f[ 1740 0
:: U112 I~ ;11:.·· .. ,/
PARCELS 5 AND 7 l~ · ,
/
:le
..

DOC. OR 2001-07IIIMI / I I s ,
DOC. OR 2001-<>71B072 ) .., ~ CfR1,r 1rA 1f QP COMPLIAlll~f/ SAN WGO CAS AJlJ ELECTRIC CO. 5 . _ REC, 1(•-JO- 2001 • • A COff'ORA 00N - · / IOI ASH STR![T I DOC Q200t-0789068; 0.R, .. ,, SAN DECO. CA 92112 '-· _ _ _ 1,--_,__.._ • - /,
APPLICANT:

PAACB..5
' NAP.
\ -;-cl
\1m~
PLAT - cm CF CARLSBAD
PREPARED BY: APPROVED BY:
~~ l'INalO I !NOtEIRIIO
Tll_Fa_
-ll)IU-f.A!TUll;J11
--°'-
aN tiiil/tlil
R.C.L
tXP.
/
NA.I'.

I nl
ta
SHEET1OF 1
210-010-45 5c 48
210-010-'19

Page 1 of 3 ends

LEGAL DESCRIPTION
(APN: 210-010-47-00 AND 48)(OLD); (APN: 210-010-48-00, 49 AND 50)(NEW):

THAT PORTION OF LOT "H" OF RANCHO AGUA HEDIONDA, IN THE CITY OF

CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO PARTITION MAP THEREOF NO. 823, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, NOVEMBER 16, 1896, DEFINED AS PARCEL 4 IN THAT CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 2001 AS INSTRUMENT NO. 2001-0789068 OF OFFICIAL RECORDS, DESCRIBED AS FOLLOWS:

COMMENCING AT THE INTERSECTION OF THE EASTERLY LINE OF THE 100.00

A NON-TANGENT CURVE CONCAVE TO THE NORTHWEST HAVING A RADIUS OF 1005.37 FEET, A RADIAL TO SAID BEGINNING BEARS SOUTH 85°54'14" EAST; THENCE NORTHEASTERLY 36.76.FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 02°05'42"; THENCE NON-TANGENT TO SAID CURVE NORTH 22°30'13" WEST, 302.87 FEET; THENCE LEAVING SAID EASTERLY LINE NORTH 61 °25'37" EAST, 14.19 FEET; THENCE NORTH 30°30'37" EAST, 34.90 FEET; THENCE SOUTH 40°47'23" EAST, 63.50 FEET; THENCE SOUTH 69°10'23" EAST, 38.00 FEET; THENCE NORTH 79°19'37" EAST, 285.00 FEET; THENCE NORTH 88°07'37" EAST, 333.14 FEET; THENCE NORTH 81°53'37" EAST, 13.68

FEET TO THE WESTERLY RIGHT-OF-WAY LINE OF CALIFORNIA STATE HIGHWAY XI-SD-2B (1-5); THENCE ALONG SAID RIGHT-OF-WAY LINE SOUTH 17°57'05" EAST, 204.93 FEET; THENCE SOUTH 12°34'11 "EAST, 424. 72 FEET; THENCE SOUTH 22°07'51" EAST, 239.68 FEET; THENCE SOUTH 22°30'37" EAST, 1210.91 FEET; THENCE LEAVING SAID RIGHT-OF-WAY LINE SOUTH 67°37'25" WEST, 492.66 FEET; THENCE SOUTH 62°25'13" WEST, 126.26 FEET TO THE

TRUE POINT OF BEGINNING,
TOGETHER WITH THAT PORTION OF SAID LOTH DESCRIBED AS FOLLOWS:

Page 2 of 3 ends

COMMENCING AT THE NORTHEASTERLY CORNER OF RECORD OF SURVEY NO. 14621, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF

CALIFORNIA, RECORDED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, AUGUST 14, 1994 AS FILE NO. 1994-500086, SAID CORNER

49.55 FEET; THENCE SOUTH 26°45'23" EAST, 232.92 FEET; THENCE SOUTH 17°52'19" EAST, 115.92 FEET; THENCE SOUTH 02°16'37" EAST, 55.06 FEET; THENCE SOUTH 24°00'58" WEST, 44.47 FEET; THENCE SOUTH 40°45'14" WEST, 126.60 FEET; THENCE SOUTH 29°41'50" WEST, 83.42 FEET; THENCE SOUTH 27°27'35" WEST, 90.04 FEET; THENCE SOUTH 35°18'30" WEST, 212.59 FEET; THENCE SOUTH 19°22'01" EAST, 108.34 FEET; THENCE SOUTH 30°56'56" EAST, 304.06 FEET; THENCE SOUTH 14°30'21" WEST, 175.27 FEET; THENCE SOUTH 00°09'57" EAST, 123.11 FEET; THENCE SOUTH 26°53'37" EAST, 119.99 FEET; THENCE SOUTH 34°46'51" WEST, 23.60 FEET; THENCE NORTH 61°27'21" WEST, 142.77 FEET; THENCE NORTH 22°47'32" WEST, 47.01 FEET; THENCE SOUTH 67°12'28" WEST, 16.03 FEET; THENCE SOUTH 22°47'32" EAST, 22.23 FEET; THENCE SOUTH 58°37'31"WEST, 97.99 FEET; THENCE SOUTH 41°35'28" WEST, 110.44 FEET; THENCE NORTH 74°44'52" WEST, 164.81 FEET; THENCE NORTH 05°57'51" WEST, 202.95 FEET; THENCE NORTH 30°14'20" WEST, 64.23 FEET; THENCE NORTH 64°31'22" WEST, 293.59 FEET TO THE EASTERLY LINE OF THE 100.00 FOOT WIDE CARLSBAD BOULEVARD; THENCE ALONG SAID EASTERLY LINE OF CARLSBAD BOULEVARD SOUTH 24°07'36" EAST, 913.18 FEET TO THE

BEGINNING OF A CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 4050.00 FEET; THENCE SOUTHEASTERLY 348.89 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 04°56'09"; THENCE SOUTH 19° 11 '27" EAST,

15.63 FEET TO THE BEGINNING OF A CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 5216.55 FEET; THENCE SOUTHEASTERLY 900.29 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 09°53'18"; THENCE LEAVING SAID EASTERLY LINE OF CARLSBAD BOULEVARD NORTH 60°43'42" EAST,-103.71 FEET; THENCE NORTH 71°53'50" EAST, 49.05 FEET; THENCE NORTH 88°29'46" EAST, 149.63 FEET; THENCE NORTH 77°06'32" EAST, 80.00 FEET; THENCE NORTH 68°28'15" EAST, 121.97 FEET; THENCE NORTH 63°21 '24" EAST, 220.51 FEET; THENCE NORTH 67°56'35" EAST, 167.57 FEET; THENCE NORTH 76°27'03" EAST, 60.33 FEET; THENCE SOUTH 77°37'06" EAST, 172.85 FEET; THENCE SOUTH 60°55'24" EAST, 66.30 FEET; THENCE SOUTH 45°30'57" EAST, 47.42 FEET; THENCE SOUTH 82°40'44" EAST, 84.31 FEET; THENCE SOUTH 44°29'52" EAST, 52.55 FEET TO SAID WESTERLY RIGHT-OF-WAY LINE OF SAID

Page 3 of 3 ends

ATCHISON TOPEKA AND SANTA FE RAILROAD; THENCE ALONG SAID WESTERLY LINE NORTH 22°30'13" WEST, 2664.53 FEET; THENCE NORTH 28°40'19" WEST, 835.14 FEET TO THE TRUE POINT OF BEGINNING.

STUART PEACE, RCE 27232

HOWESIWEILERILANDY
197.01/M/P&UPCL4.doc
EXHIBIT "A"

LEGAL DESCRIPTION OF THE LEASED PREMISES
THAT PORTION OF PARCEL 4 PER CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 200 I AS DOCUMENT NO.2001-0789068, AND AS SHOWN ON RECORD OF SURVEY NO. 17350, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, MORE PARTICULARLY DESCRIBED AS FOLLOWS:

COMMENCING AT THE MOST SOUTHEASTERLY CORNER OF THAT PORTION OF SAID PARCEL 4 LYING WESTERLY OF THE 100.00 FOOT WIDE RIGHT-OF-WAY OF

THE ATCHISON TOPEKA AND SANTA FE RAILROAD, ALSO BEING A POINT ON THE WESTERLY LINE OF SAID 100.00 FOOT WIDE RIGHT-OF-WAY OF THE ATCHISON TOPEKA AND SANTA FE RAILROAD; THENCE ALONG SAID WESTERLY LINE, NORTH 22°30'13" WEST, 1173.18 FEET; THENCE LEAVING SAID WESTERLY LINE, NORTH 67°29'47" EAST, 100.00 FEET TO THE EAST LINE OF SAID ATCHISON TOPEKA

AND SANTA FE RAILROAD RIGHT-OF-WAY, SAID POINT ALSO BEING THE TRUE POINT OF BEGINNING; THENCE ALONG SAID EASTERLY RIGHT-OF-WAY NORTH 22°29'49" WEST 1697.30 FEET; THENCE LEAVING SAID EASTERLY RIGHT-OF-WAY NORTH 67°30' 11" EAST 35.25 FEET; THENCE NORTH 03°20'27" WEST 128.24 FEET; THENCE NORTH 23° 11 '48" EAST 273.84 FEET; THENCE NORTH 29°59'33" WEST I 70. I 7 FEET; THENCE NORTH 65°13'12" EAST 5.12 FEET; THENCE NORTH 68°56'57" EAST

38.24 FEET; THENCE NORTH 70°45' I 7" EAST 50.45 FEET; THENCE NORTH 73°29'58" EAST 17.89 FEET; THENCE NORTH 80°48'39" EAST 33.85 FEET; THENCE NORTH 86°35'38" EAST 14.92 FEET; THENCE SOUTH 84°42' I 7" EAST 14.47 FEET; THENCE SOUTH 80°47'49'" EAST I 9.58 FEET; THENCE SOUTH 76°56' 15" EAST 13.02 FEET; THENCE SOUTH 72°06'01" EAST 10.30 FEET; THENCE SOUTH 66°35'57" EAST 7.64 FEET; THENCE SOUTH 57°32'35" EAST 27.34 FEET; THENCE SOUTH 52°07'27" EAST

22.72 FEET; THENCE SOUTH 51 °06'00" EAST I 0. I 3 FEET; THENCE SOUTH 66°57'55" EAST 9.35 FEET; THENCE SOUTH 71 ° I 6'05" EAST I 0.32 FEET; THENCE SOUTH 82°28'35" EAST 98.55 FEET; THENCE SOUTH 85°47'58" EAST I 1.00 FEET; THENCE NORTH 84°03'23" EAST 11.69 FEET; THENCE NORTH 70°09' 18" EAST 9.27 FEET; THENCE NORTH 62°30'03" EAST 78.69 FEET TO THE EASTERLY LINE OF SAID PARCEL 4, SAID EASTERLY LINE ALSO BEING THE WESTERLY RIGHT-OF-WAY OF INTERSTATE 5; THENCE ALONG SAID EASTERLY LINE SOUTH 17°57'22" EAST 129.33 FEET; THENCE SOUTH 12°34'27" EAST 424.79 FEET; THENCE SOUTH 22°07' 15" EAST 239.43 FEET; THENCE SOUTH 22°30'42" EAST 1210.88 FEET TO THE MOST EASTERLY CORNER OF SAID PARCEL 4; THENCE LEAVING SAID EASTERLY LINE AND ALONG THE SOUTHERLY LINE OF SAID PARCEL 4 SOUTH 67°37'08" WEST 492.53 FEET; THENCE SOUTH 62°24'55'' WEST 126.22 FEET TO THE TRUE POINT OF BEGINNING.

SAID PARCEL OF LAND CONTAINS 28.899 ACRES, MORE OR LESS EXHIBIT "A''
EXHIBIT 'A*'

LEGAL DESCRIPTION
FOR

THE LEASED PREMISES
THAT PORTION OF PARCEL 4 PER CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 2001 AS DOCUMENT NO. 2001-0789068, AND AS SHOWN ON RECORD OF SURVEY NO. 17350, IN THE CITY OF CARLSBAD, COUNTY OF SAN

DIEGO, STATE OF CALIFORNIA, MORE PARTICULARLY DESCRIBED AS FOLLOWS:

COMMENCING AT THE MOST SOUTHEASTERLY CORNER OF THAT PORTION OF SAID PARCEL 4 LYING WESTERLY OF THE 100.00 FOOT WIDE RIGHT-OF-WAY

OF THE ATCHISON TOPEKA AND SANTA FE RAILROAD, ALSO BEING A POINT ON THE WESTERLY LINE OF SAID 100.00 FOOT WIDE RIGHT-OF-WAY OF THE

ATCHISON TOPEKA AND SANTA FE RAILROAD; THENCE ALONG SAID WESTERLY LINE, NORTH 22°30'13" WEST, 1319.08 FEET; THENCE LEAVING SAID WESTERLY LINE, SOUTH 67°29'47" WEST, 58.72 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 67°31'21" WEST, 229.72 FEET; THENCE NORTH 40°03'53" WEST, 199.13 FEET; THENCE SOUTH 66°28'49" WEST,

45.93 FEET; THENCE NORTH 22°28'46" WEST, 587.13 FEET; THENCE NORTH 67°31'14" EAST, 338.82 FEET; THENCE SOUTH 22°37'35" EAST, 536.65 FEET; THENCE SOUTH 20°08' 20" EAST, 115. 20 FEET; THENCE SOUTH 22°37'35" EAST, 124.38 FEET TO THE TRUE POINT OF BEGINNING.

ATTACHED HERETO IS A PLAT LABELED EXHIBIT 'A-1 *' AND BY THIS REFERENCE MADE A PART THEREOF. ALL DISTANCES SHOWN HEREON ARE GRID DISTANCES. TO COMPUTE GROUND DISTANCES, DIVIDE GRID DISTANCES BY O. 999963440. ALL BEARINGS SHOWN HEREON ARE GRID, BASED UPON CALIFORNIA COORDINATE SYSTEM ZONE 6, NAD-83, AND EPOCH 1991.35.

SAID PARCEL OF LAND CONTAINS 5.703 ACRES, MORE OR LESS
~~ DATE
L.S. 7019
EXPIRATION DATE 6/30/2010
T:\SUR VEY\2398 12009-07-13 - Plats\Lcgals\Exhibit A-1-reconfig-Pennanent Lease /\rea-revised2.doc Exhibit D-1
Termination of Original Settlement Agreement

SETTLEMENT AGREEMENT TERMINATION AGREEMENT
This Settlement Agreement Termination Agreement (this "Agreement") dated as of April _, 2025 ("Effective Date") is by and among the City of Carlsbad, a charter city, located in San Diego County (the "City"), Cabrillo Power I LLC, a Delaware limited liability company ("Cab I"), San Diego Gas & Electric Company, a California corporation ("SDG&E'), Carlsbad Energy Center LLC, a Delaware limited liability company ("CEC'), and Carlsbad Municipal Water District, a public agency organized under the Municipal Water Act of 1911, and a subsidiary district of the City of Carlsbad, California ("CMWD"). The City, Cab I, SDG&E, CEC and CMWD are sometimes referred to in this Agreement collectively as the "Parties" and each individually as a "Party".

RECITALS
A. The Parties entered into that certain Settlement Agreement, dated January 14, 2014 (the "Original Settlement Agreement"), pursuant to which the Parties settled certain long-standing disputes between the Parties and which provided for certain other transactions specified therein, which Original Settlement Agreement encumbered the real property located in the City • of Carlsbad, County of San Diego, State of California which is described on Exhibit A attached hereto. Any capitalized term used herein and not otherwise defined herein shall have the meaning ascribed to it in the Original Settlement Agreement.

B. The City, Cab I and SDG&E are simultaneously herewith entering into that certain Seaside Transaction Agreement and Settlement Agreement, dated as of the Effective Date.

C. In connection therewith, the Parties have agreed to terminate the Original Settlement Agreement on the terms and conditions set forth herein.

NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which are acknowledged, each Party agrees as follows:

1. Termination of Original Settlement. It is the intent of the Parties that the Term of the Original Settlement Agreement shall expire on the Effective Date in the same manner and with the same effect as if such date were the date set forth in the Original Settlement Agreement for the expiration of the Term thereof and the Parties agree that any and all obligations that would survive the termination of the Original Settlement Agreement pursuant to its terms, including those set forth in Section 12.19(i) of the Original Settlement Agreement, shall not survive the Effective Date and shall be terminated. This Agreement shall be deemed to be a written agreement of termination in accordance with Section 2.1, and the other terms and conditions, of the Original Settlement Agreement. The Parties agree to terminate the Original Settlement Agreement and all obligations of each of them under the Original Settlement Agreement effective as of the Effective Date, including any restriction on conveying, transferring or granting the real property described US-DOCS\149621923.21
on Exhibit A attached hereto and any associated Notice of Restriction on Sale or Conveyance of Real Property.

2. Representations and Warranties of the Parties. Each Party represents and warrants that: (a) such Party has made no assignment, sublease, transfer, or other disposition of the Original Settlement Agreement, any interest in the Original Settlement Agreement, or any demand, obligation, liability, or cause of action arising out of the Original Settlement Agreement; (b) such Party has the full right, legal power and actual authority to enter into this Agreement and to terminate the Original Settlement Agreement without the consent of any person, firm or entity; and ( c) no past, present or future employee of such Party has any claim against any other Party for any reason.

3. Reserved.

4. Governing Law. This Agreement is governed and construed in accordance with California law. The Parties agree that the venue for any dispute arising from this Agreement shall be San Diego County, California.

5. Preparation of Agreement. No inference, assumption, or presumption shall be drawn from the fact that a Party or its attorney prepared and/or drafted this Agreement. It shall be conclusively presumed that all Parties participated equally in the preparation and/or drafting of this Agreement.

6. Voluntary Execution. The Parties acknowledge that their execution hereof is voluntary, that they have been advised by their respective legal counsel (or had an opportunity to do so and elected not to) of all of the provisions hereof, and that, in executing this Agreement, each is not relying on any inducements, promises, and representations made by the other Parties or his, her or its representatives except as may be expressly set forth herein.

7. General Terms. This Agreement contains the entire agreement between the Parties regarding the matters covered in this Agreement. This Agreement may not be altered, amended, modified, or otherwise changed in any respect, except by a writing executed by an authorized representative of each Party. This Agreement may be executed in counterparts, each of which shall be deemed an original, and when all taken together, shall constitute one and the same instrument. Counterparts may be delivered via facsimile, electronic mail (including PDF or any electronic signature complying with the U.S. Federal ESIGN Act of 2000, California's Uniform Electronic Transactions Act (Cal. Civil Code §1633.1 et seq.) or other applicable law) or other transmission method, and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes. The section titles in this Agreement are used for the convenience of the Parties and are not to be taken as part of the instrument or used to interpret this Agreement. Time is of the essence in this Agreement. The undersigned, by their signatures, represent and warrant that they are authorized agents of their respective entities and are authorized to execute this Agreement. This Agreement shall bind and inure to the benefit of the parties and their respective heirs, successors, and assigns.

US-DOCS\149621923.21
IN WITNESS WHEREOF, each Party has executed this Agreement on the date shown below.

SDG&E:

CMWD:

Cab I:

City:

US-DOCS\ 149621923.21

SAN DIEGO GAS & ELECTRIC COMPANY
By:

Name: Kevin C. Geraghty
Title: Chief Operating Officer & Chief Safety
Officer

CARLSBAD MUNICIPAL WATER DISTRICT
By:

Name: Geoff Patnoe
Title: Executive Manager
APPROVED AS TO FORM:

By:

Name: Cindie K. McMahon
Title: General Counsel

CABRILLO POWER I LLC
By:

Name: Mark Rohrlick
Title: Vice President of Cabrillo Power I LLC

CITY OF CARLSBAD
By:

Name: Geoff Patnoe
Title: City Manager
APPROVED AS TO FORM:

By:

Name: Cindie K. McMahon
Title: City Attorney
CEC:

US-DOCS\149621923.21

CARLSBAD ENERGY CENTER LLC
By:

Name: ________ _ _____ _
Title: ______________ _

EXHIBIT A TO SETTLEMENT AGREEMENT TERMINATION AGREEMENT

LEGAL DESCRIPTION OF LAND

Page 1 of 3 ends

LEGAL DESCRIPTION
(APN: 210-010-47-00 AND 48)(OLD); (APN: 210-010-48-00, 49 AND 50)(NEW):

THAT PORTION OF LOT "H" OF RANCHO AGUA HEDIONDA, IN THE CITY OF

CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO PARTITION MAP THEREOF NO. 823, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, NOVEMBER 16, 1896, DEFINED AS PARCEL 4 IN THAT CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 2001 AS INSTRUMENT NO. 2001-0789068 OF OFFICIAL RECORDS, DESCRIBED AS FOLLOWS:

COMMENCING AT THE INTERSECTION OF THE EASTERLY LINE OF THE 100.00

A NON-TANGENT CURVE CONCAVE TO THE NORTHWEST HAVING A RADIUS OF 1005.37 FEET, A RADIAL TO SAID BEGINNING BEARS SOUTH 85°54'14" EAST; THENCE NORTHEASTERLY 36.76.FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 02°05'42"; THENCE NON-TANGENT TO SAID CURVE NORTH 22°30'13" WEST, 302.87 FEET; THENCE LEAVING SAID EASTERLY LINE NORTH 61 °25'37" EAST, 14.19 FEET; THENCE NORTH 30°30'37" EAST, 34.90 FEET; THENCE SOUTH 40°47'23" EAST, 63.50 FEET; THENCE SOUTH 69°10'23" EAST, 38.00 FEET; THENCE NORTH 79°19'37" EAST, 285.00 FEET; THENCE NORTH 88°07'37" EAST, 333.14 FEET; THENCE NORTH 81°53'37" EAST, 13.68

TRUE POINT OF BEGINNING,
TOGETHER WITH THAT PORTION OF SAID LOTH DESCRIBED AS FOLLOWS:

Page 2 of 3 ends

COMMENCING AT THE NORTHEASTERLY CORNER OF RECORD OF SURVEY NO. 14621, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF

CALIFORNIA, RECORDED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, AUGUST 14, 1994 AS FILE NO. 1994-500086, SAID CORNER

49.55 FEET; THENCE SOUTH 26°45'23" EAST, 232.92 FEET; THENCE SOUTH 17°52'19" EAST, 115.92 FEET; THENCE SOUTH 02°16'37" EAST, 55.06 FEET; THENCE SOUTH 24°00'58" WEST, 44.47 FEET; THENCE SOUTH 40°45'14" WEST, 126.60 FEET; THENCE SOUTH 29°41'50" WEST, 83.42 FEET; THENCE SOUTH 27°27'35" WEST, 90.04 FEET; THENCE SOUTH 35°18'30" WEST, 212.59 FEET; THENCE SOUTH 19°22'01" EAST, 108.34 FEET; THENCE SOUTH 30°56'56" EAST, 304.06 FEET; THENCE SOUTH 14°30'21" WEST, 175.27 FEET; THENCE SOUTH 00°09'57" EAST, 123.11 FEET; THENCE SOUTH 26°53'37" EAST, 119.99 FEET; THENCE SOUTH 34°46'51" WEST, 23.60 FEET; THENCE NORTH 61°27'21" WEST, 142.77 FEET; THENCE NORTH 22°47'32" WEST, 47.01 FEET; THENCE SOUTH 67°12'28" WEST, 16.03 FEET; THENCE SOUTH 22°47'32" EAST, 22.23 FEET; THENCE SOUTH 58°37'31"WEST, 97.99 FEET; THENCE SOUTH 41°35'28" WEST, 110.44 FEET; THENCE NORTH 74°44'52" WEST, 164.81 FEET; THENCE NORTH 05°57'51" WEST, 202.95 FEET; THENCE NORTH 30°14'20" WEST, 64.23 FEET; THENCE NORTH 64°31 '22" WEST, 293.59 FEET TO THE EASTERLY LINE OF THE 100.00 FOOT WIDE CARLSBAD BOULEVARD; THENCE ALONG SAID EASTERLY LINE OF CARLSBAD BOULEVARD SOUTH 24°07'36" EAST, 913.18 FEET TO THE

BEGINNING OF A CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 4050.00 FEET; THENCE SOUTHEASTERLY 348.89 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 04°56'09"; THENCE SOUTH 19° 11 '27" EAST,

15.63 FEET TO THE BEGINNING OF A CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 5216.55 FEET; THENCE SOUTHEASTERLY 900.29 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 09°53'18"; THENCE LEAVING SAID EASTERLY LINE OF CARLSBAD BOULEVARD NORTH 60°43'42" EAST,-103.71 FEET; THENCE NORTH 71°53'50" EAST, 49.05 FEET; THENCE NORTH 88°29'46" EAST, 149.63 FEET; THENCE NORTH 77°06'32" EAST, 80.00 FEET; THENCE NORTH 68°28'15" EAST, 121.97 FEET; THENCE NORTH 63°21 '24" EAST, 220.51 FEET; THENCE NORTH 67°56'35" EAST, 167.57 FEET; THENCE NORTH 76°27'03" EAST, 60.33 FEET; THENCE SOUTH 77°37'06" EAST, 172.85 FEET; THENCE SOUTH 60°55'24" EAST, 66.30 FEET; THENCE SOUTH 45°30'57" EAST, 47.42 FEET; THENCE SOUTH 82°40'44" EAST, 84.31 FEET; THENCE SOUTH 44°29'52" EAST, 52.55 FEET TO SAID WESTERLY RIGHT-OF-WAY LINE OF SAID

Page 3 of 3 ends

ATCHISON TOPEKA AND SANTA FE RAILROAD; THENCE ALONG SAID WESTERLY LINE NORTH 22°30'13" WEST, 2664.53 FEET; THENCE NORTH 28°40'19" WEST, 835.14 FEET TO THE TRUE POINT OF BEGINNING.

STUART PEACE, RCE 27232

HOWESIWEILERILANDY
197.01/M/P&UPCL4.doc
Exhibit D-2
Memorandum of Settlement Agreement Termination Agreement Recording requested by the City of
Carlsbad, California pursuant to
Government Code Section 27383
and when recorded mail to:

Latham & Watkins LLP
12670 High Bluff Drive
San Diego, CA 92130
Attention: James Mann, Esq.

The space above this line reserved for County Recorder's use.

Assessor's Parcel Number: 210-010-48,
210-010-49 and 210-010-50

MEMORANDUM OF SETTLEMENT AGREEMENT TERMINATION AGREEMENT

THIS MEMORANDUM OF SETTLEMENT AGREEMENT TERMINATION
AGREEMENT (this "Memorandum") is made and entered into as of April _, 2025 (the "Effective Date"), by and between the City of Carlsbad, a charter city located in San Diego County (the "City"), Cabrillo Power I LLC, a Delaware limited liability company ("Cab I"), San Diego Gas & Electric Company, a California corporation ("SDG&E"), Carlsbad Energy Center LLC, a Delaware limited liability company ("CEC'), and Carlsbad Municipal Water District, a public agency organized under the Municipal Water Act of 1911, and a subsidiary district of the City of Carlsbad, California ("CMWD"). The City, Cab I, SDG&E, CEC and CMWD are sometimes referred to in this Agreement collectively as the "Parties" and each individually as a "Party".

RECITALS
This Memorandum is based on the following recitals:

WHEREAS, the Parties are parties to that certain Settlement Agreement (the "Agreement"), dated as of January 14, 2014, pursuant to which the Parties settled certain long standing disputes between the Parties and which provided for certain other transactions specified therein, which Agreement encumbered the real property located in the City of Carlsbad, County of San Diego, State of California which is described on Exhibit A attached hereto; WHEREAS, concurrently herewith, the Parties have executed that certain Settlement Agreement Termination Agreement (the "Termination Agreemenf'), dated as of the Effective Date, pursuant to which the Parties agreed to terminate the Agreement, including any restriction US-IX>CS\149621923.21
on conveying, transferring or granting the real property described on Exhibit A attached hereto and any associated Notice of Restriction on Sale or Conveyance of Real Property; WHEREAS, the Parties desire to execute and record this Memorandum to provide evidence and notice of the Termination Agreement and the Parties' rights thereunder.

NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Parties hereby agree and confirm as follows:

1. Capitalized terms used in this Memorandum that are not defined in this Memorandum shall have the meanings given to them in the Termination Agreement.

The recitals set forth above are true and accurate and form a material part of this Memorandum.

2. The term of the Termination Agreement commences on the date hereof.

Any Notice of Restriction on Sale or Conveyance of Real Property executed or recorded with respect to the real property described on Exhibit A hereto is hereby terminated and of no further force or effect.

3. This Memorandum is not intended to, and shall not, amend or modify the Termination Agreement in any way, but rather, this Memorandum shall only be used for recording purposes and to provide notice to all of the existence of the Termination Agreement and Parties' rights thereunder. The Termination Agreement contains other terms and provisions, and any reviewer of title is hereby put on notice to make inquiry of all terms and provisions of the Termination Agreement. In the event of any conflict or inconsistency between the terms and provisions of the Termination Agreement and the terms and provisions of this Memorandum, the terms and provisions of the Termination Agreement shall govern and control.

SDG&E: SAN DIEGO GAS & ELECTRIC COMPANY
By:

Name: Kevin C. Geraghty
Title: Chief Operating Officer & Chief Safety
Officer

State of California
County of ______ _
On ______ before me, ___________ _, a notary public, personally appeared (Here insen name and title of officer)
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 is true and correct.

Witness my hand and official seal.

Signature _____________ (Seal)
[SIGNATURES CONTINUED ON THE FOLLOWING PAGE]
US-DOCS\149621923.21
Cab I: CABRILLO POWER I LLC
By:

Name: Mark Rohrlick
Title: Vice President of Cabrillo Power I LLC

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing is true and correct.

Witness my hand and official seal.

Signature ______________ (Seal)
[SIGNATURES CONTINUED ON THE FOLLOWING PAGE]
US-DOCS\ I 4962 I 923.21
City: CITY OF CARLSBAD
By:

Name: Geoff Patnoe
Title: City Manager
APPROVED AS TO FORM:

By:

Name: Cindie K. McMahon
Title: City Attorney

State of California
County of ______ _
On _______ before me, _____________ , a notary public, personally appeared (Here insert name and title of officer)
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 is true and correct.

Witness my hand and official seal.

Signature _____________ (Seal)
US-DOCS\149621923.21
CEC: CARLSBAD ENERGY CENTER LLC
By:

Name:

Title:

State of California
County of ______ _
On _______ before me, ___________ _, a notary public, personally appeared <Here insert name anc1 tit1e or officer>
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 is true and correct.

Witness my hand and official seal.

Signature _____________ (Seal)
US-DOCS\149621923.21
CWMD: CARLSBAD MUNICIPAL WATER DISTRICT
By:

Name: Geoff Patnoe
Title: Executive Manager
APPROVED AS TO FORM:

By:

Name: Cindie K. McMahon
Title: General Counsel

State of California
County of ______ _
On _______ before me, ___________ _, a notary public, personally appeared (Herc insen name and title of officer)
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 PENAL TY OF PERJURY under the laws of the State of California that the foregoing is true and correct.

Witness my hand and official seal.

Signature ____ _________ (Seal)
US-DOCS\149621923.21

EXHIBIT A TO MEMORANDUM OF SETTLEMENT AGREEMENT

TERMINATION AGREEMENT

LEGAL DESCRIPTION OF LAND

Page 1 of 3 ends

LEGAL DESCRIPTION
(APN: 210-010-47-00 AND 48){OLD); (APN: 210-010-48-00, 49 AND 50)(NEW):

THAT PORTION OF LOT "H" OF RANCHO AGUA HEDIONDA, IN THE CITY OF

CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO PARTITION MAP THEREOF NO. 823, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, NOVEMBER 16, 1896, DEFINED AS PARCEL 4 IN THAT CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 2001 AS INSTRUMENT NO. 2001-0789068 OF OFFICIAL RECORDS, DESCRIBED AS FOLLOWS:

COMMENCING AT THE INTERSECTION OF THE EASTERLY LINE OF THE 100.00

FEET TO THE WESTERLY RIGHT-OF-WAY LINE OF CALIFORNIA STATE HIGHWAY XI-SD-2B (1-5); THENCE ALONG SAID RIGHT-OF-WAY LINE SOUTH 17°57'05" EAST, 204.93 FEET; THENCE SOUTH 12°34'11 "EAST, 424.72 FEET; THENCE SOUTH 22°07'51" EAST, 239.68 FEET; THENCE SOUTH 22°30'37" EAST, 1210.91 FEET; THENCE LEAVING SAID RIGHT-OF-WAY LINE SOUTH 67°37'25" WEST, 492.66 FEET; THENCE SOUTH 62°25'13" WEST, 126.26 FEET TO THE

TRUE POINT OF BEGINNING,
TOGETHER WITH THAT PORTION OF SAID LOTH DESCRIBED AS FOLLOWS:

Page 2 of 3 ends

COMMENCING AT THE NORTHEASTERLY CORNER OF RECORD OF SURVEY NO. 14621, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF

CALIFORNIA, RECORDED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, AUGUST 14, 1994 AS FILE NO. 1994-500086, SAID CORNER

49.55 FEET; THENCE SOUTH 26°45'23" EAST, 232.92 FEET; THENCE SOUTH 17°52'19" EAST, 115.92 FEET; THENCE SOUTH 02°16'37" EAST, 55.06 FEET; THENCE SOUTH 24°00'58" WEST, 44.47 FEET; THENCE SOUTH 40°45'14" WEST, 126.60 FEET; THENCE SOUTH 29°41 '50" WEST, 83.42 FEET; THENCE SOUTH 27°27'35" WEST, 90.04 FEET; THENCE SOUTH 35°18'30" WEST, 212.59 FEET; THENCE SOUTH 19°22'01" EAST, 108.34 FEET; THENCE SOUTH 30°56'56" EAST, 304.06 FEET; THENCE SOUTH 14°30'21" WEST, 175.27 FEET; THENCE SOUTH 00°09'57" EAST, 123.11 FEET; THENCE SOUTH 26°53'37" EAST, 119.99 FEET; THENCE SOUTH 34°46'51" WEST, 23.60 FEET; THENCE NORTH 61°27'21" WEST, 142.77 FEET; THENCE NORTH 22°47'32" WEST, 47.01 FEET; THENCE SOUTH 67°12'28" WEST, 16.03 FEET; THENCE SOUTH 22°47'32" EAST, 22.23 FEET; THENCE SOUTH 58°37'31"WEST , 97.99 FEET; THENCE SOUTH 41°35'28" WEST, 110.44 FEET; THENCE NORTH 74°44'52" WEST, 164.81 FEET; THENCE NORTH 05°57'51" WEST, 202.95 FEET; THENCE NORTH 30°14'20" WEST, 64.23 FEET; THENCE NORTH 64°31'22" WEST, 293.59 FEET TO THE EASTERLY LINE OF THE 100.00 FOOT WIDE CARLSBAD BOULEVARD; THENCE ALONG SAID EASTERLY LINE OF CARLSBAD BOULEVARD SOUTH 24°07'36" EAST, 913.18 FEET TO THE

BEGINNING OF A CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 4050.00 FEET; THENCE SOUTHEASTERLY 348.89 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 04°56'09"; THENCE SOUTH 19° 11 '27" EAST,

15.63 FEET TO THE BEGINNING OF A CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 5216.55 FEET; THENCE SOUTHEASTERLY 900.29 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 09°53'18"; THENCE LEAVING SAID EASTERLY LINE OF CARLSBAD BOULEVARD NORTH 60°43'42" EAST,-103.71 FEET; THENCE NORTH 71°53'50" EAST, 49.05 FEET; THENCE NORTH 88°29'46" EAST, 149.63 FEET; THENCE NORTH 77°06'32" EAST, 80.00 FEET; THENCE NORTH 68°28'15" EAST, 121.97 FEET; THENCE NORTH 63°21'24" EAST, 220.51 FEET; THENCE NORTH 67°56'35"' EAST, 167.57 FEET; THENCE NORTH 76°27'03" EAST, 60.33 FEET; THENCE SOUTH 77°37'06" EAST, 172.85 FEET; THENCE SOUTH 60°55'24" EAST, 66.30 FEET; THENCE SOUTH 45°30'57" EAST, 47.42 FEET; THENCE SOUTH 82°40'44" EAST, 84.31 FEET; THENCE SOUTH 44°29'52" EAST, 52.55 FEET TO SAID WESTERLY RIGHT-OF-WAY LINE OF SAID

Page 3 of 3 ends

ATCHISON TOPEKA AND SANTA FE RAILROAD; THENCE ALONG SAID WESTERLY LINE NORTH 22°30'13" WEST, 2664.53 FEET; THENCE NORTH 28°40'19" WEST, 835.14 FEET TO THE TRUE POINT OF BEGINNING.

STUART PEACE, RCE 27232

HOWESIWEILERILANDY
197 01/MIP&UPCL4.doc
Recording requested by [add for
conveyances to the City: the City of
Carlsbad, California pursuant to
Government Code Section 27383]
and when recorded mail to:
[Insert Transferee Address]
Mail tax statements to:
[Insert Transferee Address]
Exhibit E-1
Form of Deed
The space above this line reserved for County Recorder's use.

Assessor's Parcel Number:

GRANT DEED
THE UNDERSIGNED GRANTOR(s) DECLARE(s)
DOCUMENTARY TRANSFER TAX is $ ____ CITY TAX$ ____ _
D Computed on full value of property conveyed, or
D Computed on full value less value of liens or encumbrances remaining at time of sale, D Unincorporated area D City of ______________ _. and

FOR GOOD AND VALUABLE CONSIDERATION, RECEIPT AND SUFFICIENCY OF WHICH ARE HEREBY ACKNOWLEDGED, [Insert Applicable Transferor] ("Grantor"), hereby grants to [Insert Applicable Transferee] ("Grantee"), that certain real property located in San Diego County, California, as more particularly described in Exhibit A attached hereto and incorporated by this reference ("Land''), together with all of the following to the extent owned by Grantor: (a) all buildings, structures (surface and sub-surface) and other improvements located on or affixed to the Land and all fixtures on the Land which constitute real property under applicable law, and (b) all rights, benefits, privileges, tenements and hereditaments in any way appertaining thereto (including all mineral rights, development rights, air and water rights), and all strips and gores and any land lying in the bed of any street, road or alley, open or proposed, adjoining the Land, except, in each case, as set forth in Exhibit A hereto.

Subject to the following: (a) all covenants, conditions, restrictions, licenses, reservations, rights, rights-of-way, encumbrances, liens, easements, encroachments and other matters of record or apparent by visual inspections or surveys, (b) non-delinquent general, special and supplemental real property taxes and assessments and ( c) any rights of tenants under existing leases, as tenants only with no options to purchase or rights of first refusal.

US-DOCS\149621923.21
This Grant Deed shall be governed by and construed in accordance with the laws of the State of California without giving effect to its choice of law provisions.

US-DOCS\149621923 .21
WHEREFORE, Grantor has executed this Grant Deed as of _______ _, 202_.

GRANTOR
By:

Name: _______________ _
Its:

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing is true and correct.

Witness my hand and official seal.

Signature ______________ (Seal)
US-DOCS\ 149621923 .21
[To be included in all Grant Deeds that Convey an Acquired Asset to the City:]

CERTIFICATION OF ACCEPTANCE AND CONSENT TO RECORDATION OF

GRANT DEED
This is to certify that the interest in real property conveyed by the Grant Deed, dated -------~ from ________ to the City of Carlsbad, California, a charter city and government agency, for ____________ is hereby accepted by the undersigned agent on behalf of the City Council of the City of Carlsbad pursuant to authority conferred by Ordinance No. NS- 422, adopted by the City Council of the City of Carlsbad on September 16, 1997, and the grantee consents to the recordation of the Grant Deed by its duly authorized officer.

DATED:

Deputy City Clerk
(SEAL)
US-DOCS\149621923.21
US-IX>CS\149621923 .21

EXHIBIT A TO GRANT DEED

LEGAL DESCRIPTION OF THE PROPERTY
Exhibit E-2
Form of Irre vocable Offer of Dedication

RECORDING REQUESTED BY
the City of Carlsbad, California
pursuant to Government Code
Section 27383
RETURNTO:

City Clerk

CITY OF CARLSBAD
1200 Carlsbad Village Dr.

Carlsbad, CA 92008

SPAC E ABOVE THIS LINE FOR RECORDER'S USE
The undersigned grantor(s) declare(s):

Documentary transfer tax is $ 0.00
( ) computed on full value of property conveyed, or
( ) computed on full value less value of liens and
encumbrances remaining at time of sale.
( ) Unincorporated area: (x) City of Carlsbad, and
Assessor's Parcel No.

Project ID:

Project Name:

Related Project ID:

Related Project ID

IRREVOCABLE OFFER TO DEDICATE FEE INTEREST
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, [PROPERTY OWNER] ("Grantor''), as owner of the real property described in this instrument ("Real Property") makes this Irrevocable Offer to Dedicate Fee Interest (this "Offer of Dedication") in the Real Property to the City of Carlsbad, a charter city ("Grantee"), or its successors and assigns, for the following purpose:

ANY LAWFUL PUBLIC PURPOSE
The Real Property is situated in the City of Carlsbad, County of San Diego, State of California and is described in the attached Exhibit "A" and depicted for clarity only in the attached Exhibit "B." [The Grantor, for itself and its successors and assigns, waives any claim for damages to Grantor's remaining property contiguous to the Real Property by reason of the Real Property's conveyance.}t This Offer of Dedication is made under California Government Code Section 7050 and may be accepted at any time by Grantee. Upon acceptance, Grantee shall assume ownership and control, 1 NTD: To be deleted in SDG&E IOD since there is no contiguous real property. City accepts this deletion for SDG&E IOD.

US-DOCS\149621923 .21
including the obligation to operate and maintain the Real Property, and any liability arising therefrom, except that Grantee shall not assume any such liability first occurring or arising prior to acceptance (without limiting Grantee's responsibility set forth below as to damage or injury arising from access to the Real Property prior to acceptance of this Offer of Dedication), and Grantor shall retain all costs and liabilities associated with the exercise of any reservation of rights described below.
[This Off er of Dedication is subject to the right specifically reserved by Grantor, for itself, and its heirs, assigns and successors-in-interest, as set forth in the separate Seaside Transaction Agreement and Settlement Agreement (the "Settlement Agreement") on file in the Office of the City of Carlsbad City Clerk, to continue use of a portion of the Real Property for existing utility purposes and any related operations and maintenance activities, together with the right of ingress and egress in connection therewith.Ji
Prior to acceptance of this Offer of Dedication and upon thirty (30) days written request from Grantee, Grantor will complete an ASTM user questionnaire and provide Grantee with any prior Phase 1 and Phase 2 environmental assessments of the Real Property. Subject to the limitations and conditions on inspections as set forth in Section 5.l(b) of the Settlement Agreement (which are repeated below for clarity and convenience), and upon reasonable notice of not less than five (5) business days, Grantor will also allow Grantee access to the Real Property as necessary to complete current Phase 1 and Phase 2 environmental assessments and land surveys; provided, however, that Grantor shall have approved any invasive assessments or surveys before they occur; and provided, further, that Grantee shall not cause or permit damage or injury to the Real Property ( ordinary wear and tear excepted), and Grantee shall promptly repair any such damage or injury and return the Real Property to substantially the condition existing prior to any assessments or surveys. In accordance with this paragraph, Grantee may conduct the assessments and surveys with its officers, employees, contractors, consultants, agents or representatives ("Grantee Inspectors"); provided, however, that Grantee shall cause its Grantee Inspectors to comply with the terms of this paragraph and applicable law. In exercising its right of access hereunder, Grantee will use, and will cause the Grantee Inspectors to use, commercially reasonable efforts not to interfere with the activities of persons occupying or providing services at the Real Property. Grantee will give reasonable advance prior written notice (which may be by any means of electronic communication) to Grantor of its intention to conduct any assessments or surveys and the nature of such assessments or surveys. Grantor expressly reserves the right to have a representative present during any assessment or survey and agrees to cooperate with any reasonable request Grantee makes in connection with the timing or conduct of any assessment or survey. Grantee and each Grantee Inspector shall maintain insurance as set forth on Exhibit P to the Settlement Agreement and each Grantee will provide to Grantor written evidence, reasonably satisfactory Grantor, of such insurance.

This Off er of Dedication may be terminated and the right to accept the off er may be abandoned in 2 NTD: To be added in SDG&E IOD to reflect the existing utilities.

US-OCX:S\149621923.21
accordance with the summary vacation procedures in California Streets and Highways Code Section 8300 et seq. The termination and abandonment may be made by the City Council of the City of Carlsbad.

If Grantee has not accepted this Offer of Dedication within [_] years after its execution, Grantor may at any time after [_] years petition the City of Carlsbad to vacate this Offer of Dedication ([_]-Year Petition). If the City of Carlsbad denies the [_]-Year Petition and does not accept this Offer of Dedication within five (5) years of the denial, the right to accept this Offer of Dedication will be deemed abandoned (5-Year Abandonment). Nothing in this paragraph is intended to prevent the Grantor from petitioning for vacation of this Offer of Dedication sooner than [_] (L]) years after its execution; however, the 5-Year Abandonment applies only to the denial of the [_]-Year Petition.3
This Offer of Dedication shall be irrevocable and shall be binding on the Grantor and its successors and assigns.
3 NTD: The blanks in this Section shall be filled in with 20 for the Cab I !ODs and shall be filled in with 10 for the SDG&E IOD.

US-DOCS\149621923.21
IN WITNESS WHEREOF, Grantor has caused this Offer of Dedication to be executed this __ day of _________ , 20 __ _
(Grantor)
By
(Signature)
Name:
(Type or Print)
By
(Signature)
Name:
(Type or Print)
(Notarial acknowledgement of execution of PROPERTY OWNER must be attached.) (Chairman of the Board, President, or any Vice-President and secretary, any assistant secretary, the Chief Financial Officer, or any assistant treasurer must sign for corporations. If only one officer signs, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering that officer to bind the corporation.) (If signed by an individual partner, the partnership must attach a statement of partnership authorizing the partner to execute this instrument.)
US-DOCS\149621923.21

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
,...,n••nn rm a-:ensnnnw,.an C
State of California
County of _· _____________ _ }
On ___ ...,,...,...... ___ before me,
Dia . A.ii '-1 Niiiiie inclfii oliii di&
personally appeared----..,......---------.=....,,,..,,,,=----------Aiini<•> af ii,ii(ij who proved to me on the basis of satisfactory evidence to be the person(s) whose narne(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 para.graph is true and correct. •
WITNESS my hand and official seal.

Place Notary Seal Abo,a Slgnature _____ ......... =----o1 .... ,..=, ... iiiiiic=----- -----------OPTIONAL-------------
Though the Information below is not requi/"fld t,y law, It may prove valuable to persons relying on the document . and could prevent fraudulflnt removal and reattachment of this form to another document.

Deacrlptlon of Attached Document
Trtle or Type of Document: ______ __, ______________________ _ Document Oate: __________________ Number of Pages: ________ _ Slgner(s) Other Than Named Above:

Capaclty(lee) Claimed by Slgner(s)
Signer's Name: _ ___________ _
D Individual
D Corporate Officer~ Title(s):
□ Partner - □ Limited D General
D Attorney in Fact •
D Trustee • :

D Guardian or Conservator
D Other: ________ _
Signer Is Representing: ___ _
Hl(~Hl 'lllH.lUr1wn
()- c;1GrJLn
Top of thumb here
Signer's Name: ____ ..;.__ ____ ____ _
0 Individual
· D Corporate Office_r - Title(s): _______ _
D Partner - D Limited D General
D Attorney In Fact
□ Trustee
D Guardian or Conservator
D Other, _______ _
Signer Is Representing: ____ _
111<,II "H .'.111F'f11rJI
nr- -...1c.rni,
Top of thumb hE:9'e
, .. ·.

WWWG&JWWW_,_..,.,.lildu Mlbl &QliOUUli ....... WU:& •=•sa .. 1111:1111 MMN 02007 Nidlanal Nalary Aaeocialion•9350 0. Solo lwa ., P.O.Bcol 24Q2•0ia--. ,CA 91313-2402•- .Neaoo~~ Olll llemf5807 RlloRllr.CIIIToU'ta1~ . .

US-DOCS\14962I923.2I

EXHIBIT A TO IRREVOCABLE OFFER TO DEDICATE FEE INTEREST

LEGAL DESCRIPTION OF THE REAL PROPERTY
US-IX>CS\ 149621923.21

EXHIBIT B TO IRREVOCABLE OFFER TO DEDICATE FEE INTEREST

DEPICTION OF THE REAL PROPERTY
US-DOCS\149621923.21
Exhibit F
Form of Bill of Sale

BILL OF SALE
For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, [Insert Applicable Transferor] ("Grantor"), does hereby GRANT, SELL, CONVEY, TRANSFER AND DELIVER to [Insert Applicable Transferee] ("Grantee"), without any warranty of any kind, any and all of Grantor's rights, title and interests in and to all of the equipment, machinery, furniture, furnishings, supplies and other tangible personal property, if any, owned by the Grantor and now or hereafter located on and used exclusively in the operation, ownership or maintenance of that certain real property located in San Diego County, California, as more particularly described in Exhibit A attached hereto and incorporated by this reference (collectively, the "Personal Property"); provided, however, such transfer, assignment and sale shall not include (i) any rights or claims arising prior to the date hereof which Grantor may have against any person with respect to such Personal Property, and (ii) any and all of Grantor's rights, title and interests in and to all of the items set forth on Exhibit B.

This Bill of Sale is delivered pursuant to that certain Seaside Transaction Agreement and Settlement Agreement, made and entered into as of [ ]. 2025 (the "Settlement Agreement").

From and after the date of this Bill of Sale, it is intended by the parties that Grantee and its successors and assigns shall have the right to use, have, hold and own the Personal Property forever.

Grantee hereby acknowledges, covenants, represents and warrants that Grantor has made absolutely no warranties or representations of any kind or nature regarding title to the Personal Property or the condition of the Personal Property.

Grantee on behalf of itself and its officers, directors, employees, partners, agents, representatives, successors and assigns hereby agrees that in no event or circumstance shall Grantor or its partners, members, trustees, employees, representatives, officers, related or affiliated entities, successors or assigns have any personal liability under this Bill of Sale, or to any of Grantee's creditors, or to any other party in connection with the Personal Property.

This Bill of Sale shall be governed by, interpreted under, and construed and enforceable in accordance with, the laws of the State of California. This Bill of Sale may be executed in any number of identical counterparts, all of which shall constitute one and the same document.

Executed counterparts delivered by facsimile or email/PDF shall have the same force and effect as wet-signed original counterparts.
[SIGNATURES APPEAR ON FOLLOWING PAGES]
US-DOCS\149621923.21
IN WITNESS WHEREOF, this Bill of Sale has been executed as of this _ day of ____ ,202_.

GRANTOR:
[INSERT APPLICABLE TRANSFEROR]
By:

Name: ___________ _
Title: ------------
[SIGNATURES CONTINUE ON FOLLOWING PAGE]
US-DOCS\149621923.21
GRANTEE:
[INSERT APPLICABLE TRANSFEREE]
By:

Name: ___________ _
Title: ____________ _
US-DOCS\149621923.21
US-DOCS\149621923.21

EXHIBIT A TO BILL OF SALE
LAND
[To be attached.]
US-DOCS\149621923.21

EXHIBIT B TO BILL OF SALE

EXCLUDED PROPERTY
[To be attached.]
Exhibit G
Form of Assignment and Assumption Agreement

ASSIGNMENT AND ASSUMPTION AGREEMENT
This Assignment and Assumption Agreement (this "Agreement") is dated as of ___ _. 202_ (the "Effective Date") by and among [Insert Applicable Transferor] (the "Assignor"), and [Insert Applicable Transferee] ("Assignee" and, together with the Assignor, the "Parties"), with reference to the following facts:

RECITALS
A. WHEREAS, Assignor and Assignee are parties to that certain Seaside Transaction Agreement and Settlement Agreement, dated as of [ ]. 2025 (the "Settlement Agreement"; capitalized terms used, but not defined herein, having the meanings given in the Settlement Agreement).

B. WHEREAS, pursuant to the Settlement Agreement, the Assignor is transferring to the Assignee that certain real property located in San Diego County, California, as more particularly described in Exhibit A attached hereto and incorporated by this reference (the "land'').

C. WHEREAS, the Assignor desires to assign to the Assignee, and the Assignee desires to accept from the Assignor, the assignment of the Leases related to the Land and described on Exhibit Band all intangible personal property related to the Land, if any, owned by Assignor and related solely to the Land, the Improvements on the Land or the Tangible Personal Property related solely to the Land, including, without limitation: any plans and specifications and other architectural and engineering drawings for the Improvements on the Land; any warranties and guaranties relating solely to the Land; and any Permits relating solely to the Land (the "Intangible Personal Property").

NOW, THEREFORE, in consideration of the foregoing, of the mutual promises of the Parties, and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the Parties mutually agree as follows:

AGREEMENT

1. Assignment by Assignor. The Assignor hereby assigns and delegates to the Assignee, and the Assignee accepts from the Assignor, all of the rights, titles and interests of the Assignor in, and obligations under, the Intangible Personal Property, accruing from and after the Effective Date.

2. Acceptance of Assignment. The Assignee accepts the above assignments and assumes, agrees, and undertakes to perform all of the obligations, covenants, and agreements of the Assignor pursuant to the Intangible Personal Property, accruing from and after the Effective US-IX>CS\149621923.21
Date. Any reference to the Assignor in the Intangible Personal Property described above is deemed a reference to the Assignee.

3. Release of Assignor. The Assignee releases the Assignor from all obligations imposed under the Intangible Personal Property accruing from and after the Effective Date and the Parties agree that this Agreement does not release Assignor from all obligations imposed under the Intangible Personal Property accruing prior to the Effective Date.

4. Effective Date. The assignments set forth in this Agreement are effective as of the Effective Date.

5. Severability. If any term of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions will continue in full force and effect to the extent permitted by law.

6. Ap_plicable Law. This Agreement and the legal relations between the Parties is governed by and construed and enforced in accordance with the laws of the State of California, without regard to its principles of conflicts of law, and the venue for any dispute under this Agreement will be in the County of San Diego.

7. Title of Parts and Sections. Any titles of the sections of this Agreement are inserted for convenience of reference only and are to be disregarded in interpreting any part of the Agreement's provisions.

8. Multiple Originals: Counter:part. This Agreement may be executed in multiple originals, each of which is deemed to be an original, and may be signed in counterparts. Electronic signatures will be valid forms of execution.
[SIGNATURE PAGE FOLLOWS]
US-DOCS\149621923.2 I
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.

ASSIGNOR:
[Insert Applicable Transferor]
By:

Name:

Title:

ASSIGNEE:
[Insert Applicable Transferee]
By:

Name:

Title:

US-DOCS\149621923.21

EXHIBIT A TO ASSIGNMENT AND ASSUMPTION AGREEMENT
LAND
[To be attached.]
US-IX>CS\149621923.21

EXHIBIT B TO ASSIGNMENT AND ASSUMPTION AGREEMENT
LEASES
[To be attached.]
US-DOCS\149621923 .21
US-DOCS\149621923.21
ExhibitH
Reserved
US-DOCS\149621923.21
Exhibit I
Reserved
Exhibit J
Form of Closing Certificate

CLOSING CERTIFICATE
[ ), 202[_)
This Closing Certificate (this "Certificate") is furnished pursuant to Section 4.6[_] 4 of that certain Seaside Transaction Agreement and Settlement Agreement, dated as of [ ), 2025 (the "Settlement Agreement"), by and among the City of Carlsbad, a charter city, located in San Diego County (the "City")[, Cabrillo Power I LLC, a Delaware limited liability company ("Cab I"),] 5 and San Diego Gas & Electric Company, a California corporation ("SDG&E"). All capitalized terms not defined herein shall have the same meaning as defined in the Settlement Agreement.

I, the undersigned, being an authorized officer or signatory of [ ] (the "Representing Party"), do hereby certify, solely in my capacity as an officer of the Representing Party and not in my individual capacity, on behalf of the Representing Party, that:

1. Each of the Fundamental Representations made by the Representing Party shall be true and correct at and as of the date of the Settlement Agreement and at and as of the [Closing Date or Second Closing Date] as if made at and as of the [Closing Date or Second Closing Date] (other than such representations and warranties that expressly address matters only as of another specified date, which need only be true and correct as of such date); and

2. Each of the other representations and warranties of the Representing Party in the Settlement Agreement, without giving effect to materiality or other similar qualifications, shall be true and correct in all material respects at and as of the date of the Settlement Agreement and at and as of the [Closing Date or Second Closing Date], as if made at and as of the [Closing Date or Second Closing Date] ( other than such representations and warranties that expressly address matters only as of another specified date, which need only be true and correct as of such date). [Signature page follows]
4 NTD: Insert the appropriate cross reference to Section 4.6 for the Closing Certificate for the City, Cab I or SDG&E and fill in the appropriate Representing Party below. 5 Eliminate for Second Closing.

US-IX>CS\149621923.21
[Representing Party]
By: ________ _
Name:

Title:

US-DOCS\149621923.21
US-DOCS\149621923 .21
Exhibit K
Reserved
Exhibit L
Form of Hub Park Lease Amendment
Recording requested by the City of
Carlsbad, California pursuant to
Government Code Section 27383 and
when recorded mail to:

Latham & Watkins LLP
12670 High Bluff Drive
San Diego, CA 92130
Attention: James Mann, Esq.

APN/Parcel ID(s): SPACE ABOVE THIS LINE FOR RECORDER'S USE

FIRST AMENDMENT TO LEASE AND EASEMENT AGREEMENT

THIS FIRST AMENDMENT TO LEASE AND EASEMENT AGREEMENT
(hereinafter, this "Amendment") is dated as of _____ , 202_ (the "Effective Date"), and is by and between SAN DIEGO GAS & ELECTRIC COMPANY, a California corporation ("Lessor"), and the CITY OF CARLSBAD, CALIFORNIA, a a charter city located in San Diego County ("Lessee" and, together with the Lessor, the "Parties").

RECITALS
A. Lessor and Lessee are parties to that certain Lease, dated as of November 10, 1975 (the "Lease"), pursuant to which Lessor leases to Lessee the leased premises as more particularly described in the Lease;
B. Lessor and Lessee, together with other parties thereto, entered into that certain Seaside Transaction Agreement and Settlement Agreement, dated as of _____ , 2025, pursuant to which, in connection with the closing thereunder, Lessor and Lessee agreed to amend the Lease in accordance with the terms and conditions set forth herein (the "Settlement Agreement");
C. Lessor and Lessee desire to amend the Lease, pursuant to the terms and conditions set forth herein, in order to facilitate Lessee's development of its trail system; and D. Capitalized terms used and not otherwise defined in this Amendment have the meanings ascribed to them in the Lease.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are acknowledged hereby, the Parties hereto, intending to be legally bound, agree to US-DOCS\149621923.21
incorporate the foregoing recitals as if the same were more particularly set forth in the body of this Amendment and further agree as follows:

1. Leased Premises.
(a) Section 1 of the Lease is hereby amended and restated in its entirety as follows:
"1. Leased Premises. Lessor does hereby lease to Lessee those certain premises located in the City of Carlsbad, State of California. as generally shown on the map marked Exhibit "A" attached hereto and made a part hereof, which premises is legally described as Exhibit "B" and made a part hereof, and which premises shall be deemed the "originally leased premises" herein. Lessor does hereby grant an easement to Lessee over those certain premises located in the City of Carlsbad, State of California, as generally shown on the map marked Exhibit "C" attached hereto and made a part hereof, which premises is legally described as Exhibit "D" and made a part hereof, and which premises shall be deemed the "easement premises" herein and the originally leased premises and the easement premises shall be deemed the "leasehold premises" herein". (b) The Lease is hereby amended by attaching as Exhibit C to the Lease Exhibit A attached to this Amendment.
(c) The Lease is hereby amended by attaching as Exhibit D to the Lease Exhibit B attached to this Amendment.
(a) Section 2 of the Lease is hereby amended by adding the following to the end US-OOC:S\149621923.21
of Section 2:
"In addition, subject to Section 7 of the Lease and the attainment by the Lessee of all required governmental approvals for such construction and operation and compliance with all Environmental Laws, including without limitation the California Environmental Quality Act ("CEQA"), California Public Resources Code § 21000 et seq., the Lessee may construct and operate a trail system on the leasehold premises, including access to Cannon Road, access to two Cannon Road undercrossings, and the development of a parking lot, in each case, as conceptually depicted on Exhibit "E" attached hereto and made a part hereof (the "Hub Park Trail System"), with any changes to the locations described on the Exhibit "E" to be determined prior to construction as provided for below, which changes to locations shall be acceptable to Lessor in its sole, but reasonable, discretion, and the easement premises shall be utilized for no other purpose.

Prior to undertaking any construction of the Hub Park Trail System, Lessee shall submit all plans and specifications, technical plans, landscape plans and other schematics to Lessor for Lessor's review and approval, which Lessor shall not unreasonably withhold, condition or delay. Without limiting the generality of the foregoing, Lessee may not alter or modify the Hub Park Trail System without the prior written approval of the Lessor, which approval (i) with respect to the locations of the Hub Park Trail System, may be granted or withheld by Lessor in its sole, but reasonable, discretion, and (ii) with respect to all other alterations or modifications of the Hub Park Trail System, Lessor shall not unreasonably withhold, condition or delay. Upon completion of construction of the Hub Park Trail System, Lessee shall provide an as built survey of the Hub Park Trail System to Lessor.

Upon termination of this lease Lessee shall remove the Hub Park Trail System within nine (9) months at Lessee's expense and shall return the leased premises to substantially the same condition as it was prior to the construction of the Hub Park Trail System, complete all obligations required by Section 21 of this lease and complete all habitat restoration required by any governmental authority. The last sentence of this clause (a) shall survive the expiration or earlier termination of this Lease.

As part of the Settlement Agreement, Lessor is providing a $1 million contribution, the Hub Park Contribution, to support the Lessee's development efforts for the Hub Park Trail System. Lessor shall use commercially reasonably efforts to collaborate with the City for the development of the Hub Park Trail System. For all purposes under this lease, where Lessor has reserved discretion, unless otherwise stated, Lessor shall exercise such discretion in its sole, but reasonable, discretion, provided, it shall be reasonable for Lessor to disapprove any such plans or specifications, technical plans, landscape plans, or other schematics, including with respect to any proposed trail location, any portion of the proposed trail or any proposed trail component, that Lessor determines, in its sole discretion, would (i) physically conflict with, interfere with or endanger any existing Lessor facilities, (ii) use or materially impair Lessor's operations in any manner or (iii) otherwise cause Lessor to be non compliant with applicable legal or regulatory requirements. If Lessor determines in the exercise of its discretion that it must disapprove trail plans, locations or components, Lessor will use commercially reasonable efforts to collaborate with Lessee to identify proposed alternatives acceptable to Lessor that will allow for development of the Hub Park Trail System to occur.
(b) The Lease is hereby amended by attaching as Exhibit E to the Lease Exhibit C to this Amendment.
(c) Notwithstanding anything to the contrary in the Lease or the Settlement Agreement, all costs and expenses of constructing and operating the Hub Park Trail System shall be borne by the Lessee; provided, that the Lessor US-DOCS\149621923.21
and Lessee recognize that Lessor has contributed the Hub Park Contribution to Lessee under the Settlement Agreement, which contribution has been and shall be set aside by Lessee for improvements for the Hub Park Trail System.
(d) The parties acknowledge and agree that (i) this lease is not intended and shall not be construed as a grant of any discretionary approvals related to the Hub Park Trail System, and (ii) the Hub Park Trail System is a future project that is presently only conceptual in nature, and remains expressly subject to the preparation, review and approval of a specific development plan, an entitlements application, and appropriate environmental review as may be required by CEQA. Nothing contained herein is intended or shall be construed to result in or constitute any governmental commitment, vested rights, entitlements, development approvals or permits with respect to the Hub Park Trail System.

3. Renewal. Lessor agrees that it shall not unreasonably withhold, condition or delay its agreement to any renewal described in Section 4 of the Lease.

4. Advance Notice. Section 19 of the Lease is hereby amended by deleting the last sentence of such Section. Lessor hereby agrees that, on or prior to the Effective Date of the First Amendment, the agricultural license shall be amended, if necessary, to remove any conflicts with the Hub Park Trail System.

5. Additional Provisions. The Lease is hereby amended by adding the following provisions after Section 19 of the Lease:

20. Insurance.
(a) At all times after the Effective Date and during the term of the Lease, the Lessee shall maintain in effect the following insurance coverages in amounts not less than the following minimum limits, as may be reasonably be amended by Lessor from time to time:

US-DOCS\149621923.21
i. Workers' Compensation and Employer's Liability insurance in accordance with statutory requirements and limits. Lessee shall also maintain Employer's Liability coverage in the amount of not less than $1,000,000 per accident and per employee for disease. In lieu of such insurance, Lessee may maintain a self-insurance program meeting the requirements of the state(s) in which the services shall be performed along with the required Employer's Liability insurance.
ii. Commercial General Liability insurance with limits of not less than $2,000,000.00 per occurrence and $4,000,000.00 in the
aggregate. Such insurance shall insure against liability arising from bodily injury, property damage, personal and advertising injury, and contractual liability covering all operations of the Lessee under the Lease. Such insurance shall provide coverage for sudden and accidental pollution and shall have no wildfire. explosion. collapse or underground exclusions (provided. that collapse and underground exclusions may be permitted in any policy in excess of the first $1,000,000 of Commercial General Liability insurance coverage). iii. Automobile Liability insurance insuring against liability for damages for bodily injury, death, or damage to property (including loss of use thereoO, and occurring in any way related to the use by or on behalf of the Lessee. Such coverage shall be in an amount of not less than $1,000,000.00 combined single limit.
iv. The above insurance requirements may be satisfied through self insurance or a risk pool.
(b) On or prior to the Effective Date and at any time during the term of the Lease, upon the Lessor's request, the Lessee shall provide the Lessor with insurance policies or current certificates including applicable endorsements, and renewal certificates thereafter, executed by a duly authorized representative of each insurer, or by the insurance agent or broker authorized to do so, evidencing the insurance coverages required to be maintained by Lessee under Section 3(a) above. Such policies shall:
i. name Lessor and its parent company, and its subsidiaries, affiliates and its respective officers, directors, employees, agents, representatives, successors and assigns as an additional insured for all required polices under Section 3(a) above except workers' compensation insurance,
ii. contain a waiver of subrogation in favor of Lessor for all policies in Section 3(a),
iii. state that such insurance coverage is primary for all purposes, and iv. state that no insurance policy may be canceled, materially revised, or subject to non-renewal without at least thirty (30) calendar days prior written notice being given to Lessor, ten (10) days for non payment of premium.
(c) All required policies of insurance shall be written by companies having an A. M. Best rating of "A-, Vlf' or better, or equivalent and authorized to transact business in the State of California by the Insurance Commission of California.
(d) Lessee shall be solely responsible for any deductible or self-insured retention on insurance required in Section 20(a).

US-DOCS\149621923.21
( e) The obligation to maintain the insurance coverages set forth in Section 20, as may be reasonably amended from time to time by Lessor, shall not in any way limit or diminish any of Lessee's other obligations, responsibilities or liabilities under the Lease.

21. Environmental Compliance.
(a) The term "Environmental Law" shall mean any law pertaining to worker or workplace safety (relating to exposure to Hazardous Materials), environmental conditions or environmental quality or policy, the regulations promulgated pursuant thereto, and the conditions of any permits, judgments, agreements, or authorizations issued pursuant thereto, including but not limited to (i) the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (CERCLA), 43 U.S.C. § 9601 et seq., (ii) the Resource Conservation and Recovery Act of 1976 (RCRA), 42 U.S.C. § 6901 et seq., (iii) the Toxic Substances Control Act of 1976 (TSCA), 15 U.S.C. § 2601 et seq., (iv) the Hazardous Materials Transportation Act, 49 U.S.C. § 1801 et seq., (v) the Clean Water Act (CWA), 33 U.S.C. § 1251, et seq., (vi) the Porter Cologne Water Quality Act, California Water Code§ 13000 et seq., (vii) the Safe Drinking Water and Toxic Enforcement Act of 1986, California Health and Safety Code§ 25249.5 et seq., (viii) the Carpenter-Presley-Tanner Hazardous Substance Account Act, California Health and Safety Code § 25300 et seq., (ix) the California Hazardous Waste Control Law, California Health and Safety Code § 15200 et seq., (x) the Occupational Safety and Health Act, 29 U.S.C. § 651 et seq., (xi) the California Occupational Safety and Health Act, California Labor Code § 6300 et seq; (xii) the National Environmental Policy Act, 42 U.S.C. §§ 4321-4370h, (xiii) the California Environmental Quality Act, California Public Resources Code § 21000 et seq., (xiv) the Endangered Species Act, 16 U.S.C. §§ 1531-1544, (xv) The Migratory Bird Treaty Act, 16 U.S.C. §§ 703-712, (xvi) the Bald and Golden Eagle Protection Act, 16 U.S.C. § 668-668d, (xvii) the California Endangered Species Act, California Fish and Game Code § 2050, et seq., and (xviii) the Native Plant Protection Act, California Fish and Game Code, Section 1900 et seq.
(b) The term "Hazardous Material" as used in this lease shall mean any product, substance, chemical, material, or waste whose presence, nature, quantity and/or intensity of existence, use, manufacture, disposal, transportation, spill, release, or effect, either by itself or in combination with other materials expected to be on the leasehold premises, is either; (i) potentially injurious to the public health, safety, or welfare, the environment, or the leasehold premises, (ii) regulated or monitored by any governmental authority, or (iii) a basis for liability of Lessor to any governmental agency or third party under any applicable statute or common law theory. Hazardous Material shall include, but not be limited to, hydrocarbons, petroleum, gasoline, crude oil, or any products, by-products, or fractions thereof.

US-IX>CS\149621923.21
( c) The term "Environmental Activity" shall mean the use, generation, treatment, storage, handling, release, or threatened release of any Hazardous Material in, on, under, or about the leasehold premises or the underlying ground water or the transportation or migration of any Hazardous Material to or from the leasehold premises.
(d) At all times during the term of this lease, Lessee shall comply, at Lessee's sole cost and expense, with all Environmental Laws, now in effect or which may hereafter come into effect. Lessee may not conduct an Environmental Activity on, under, or about the leasehold premises at any time, except that the City may use integrated pest management practices in compliance with its approved Integrated Pest Management Plan as part of its trail maintenance activities so long as such use is at all times in compliance with all Environmental Laws.
(e) Lessee shall deliver written notice to Lessor within twenty-four (24) hours of receiving actual notice of any of the following:

US-DOCS\149621923.21
(i) Any proceeding or inquiry by any governmental authority with respect to (A) the presence of any Hazardous Material on, under, or about the leasehold premises, (B) the migration of any Hazardous Material to or from the leasehold premises, or (C) any
Environmental Activity.
(ii) Any threatened or actual claim by any third party against any of Lessor, Lessee, or the leasehold premises relating to or resulting from (A) the presence of any Hazardous Material on, under, or about the leasehold premises, (B) the migration of any Hazardous Material to or from the leasehold premises, or (C) any Environmental Activity.
(iii) The discovery of any occurrence or condition on or near the leasehold premises that has caused or could cause the leasehold premises to be contaminated with a Hazardous Material or subject to any ownership, occupancy, transferability, or use restrictions under any Environmental Law.

Lessee shall also immediately give Lessor a copy of any statement, report, notice, registration, application, permit, business plan, license, claim, action, or proceeding given to, or received from, any governmental authority or private party, or persons entering or occupying the leasehold premises, concerning the presence, spill, release, discharge of, or exposure to, any Hazardous Material or contamination in, on, or about the leasehold premises.
(0 Lessee and its successors and assigns shall be liable and responsible for any Hazardous Material brought on or released on, in, under, or within the leasehold premises by Lessee, or any persons or entity under Lessee's control during the term of this Lease. Lessee and its successors and assigns shall indemnify, protect, defend, reimburse, and hold Lessor harmless from and against any and all claims, including the cost of remediation (which includes, but is not limited to, any remediation required by a governmental authority), arising out of or in connection with the introduction of any Hazardous Material onto the leasehold premises by or for Lessee, or any persons or entity under Lessee's control. Lessee's obligations (including, but not limited to paying for the cost and expense) under this Section 21 shall include, but not be limited to: (i) removal from the leasehold premises of any such Hazardous Material; (ii) removal from any area outside the leasehold premises, including but not limited to surface and ground water, of any such Hazardous Material generated as part of the operations on the leasehold premises; (iii) damages to persons, property, and the leasehold premises; (iv) all claims resulting from those damages; (v) fines or penalties imposed by any government agency, and (vi) any other liability as provided by applicable laws. No termination, cancellation or release agreement entered into by Lessor and Lessee shall release Lessee from its obligations under this Lease with respect to any Hazardous Material, unless specifically so agreed by Lessor in writing at the time of such agreement. All mitigation and remediation work shall be performed by licensed contractors.

Notwithstanding the foregoing, except to the extent that Lessee exacerbates, impacts or worsens such conditions, Lessee is not responsible for (1) any preexisting Hazardous Material on, in, or under the leasehold premises, (2) any Hazardous Material brought onto the leasehold premises during the term of the lease by Lessor, its contractors, licensees, agents or others related to or controlled by Lessor, or (3) underground migration of Hazardous Material from a neighboring property or the leasehold premises. (g) Lessor shall have the right to enter the leasehold premises at any time for any reason, including, without limitation, for the purpose of inspecting and/or assessing the condition of the leasehold premises and for verifying compliance by Lessee or any persons or entities under Lessee's control with this Lease, and all applicable laws. The costs and expenses of any such inspections and/or assessments on the leasehold premises shall be paid by Lessor, unless a violation of applicable laws or a contamination caused by Lessee, or any persons or entities under Lessee's control requiring investigation, removal, remediation, or restoration under applicable laws is discovered, or unless such inspection is required by a governmental authority. If such a violation or contamination occurs, Lessee shall, within sixty (60) days of_ Lessor's written request,_ reimburse Les~or for all reasonable costs and expenses arising out of such inspections.

US-DOCS\149621923.21
(h) Upon termination of this Lease, prior to surrendering possession of the leasehold premises, Lessee shall remove any personal property, equipment, appurtenances, fixtures, facilities, and/or storage devices or vessels that are contaminated by or contain Hazardous Material or are used in connection with any Environmental Activity.
(i) If Lessee fails to comply with or defaults under any obligation set forth in this Section 21, after a reasonable opportunity to cure, but not more than ninety (90) days, then Lessor may (but shall not be obligated to) cure such failure at Lessee's sole expense, and Lessee shall, upon demand, pay to Lessor all costs incurred by Lessor in curing such failure. (j) Notwithstanding any other requirement in this Lease, Lessee shall not suggest or promise the use of or use the leasehold premises for implementation of any mitigation measure or to satisfy any mitigation obligation arising under the California Environmental Quality Act (CEQA), California Public Resources Code § 21000 et seq., or any other applicable Environmental Law; provided, that upon Lessee's request to Lessor to utilize the leasehold premises for implementation of any mitigation measure, Lessor may provide or withhold its consent, in Lessor 's sole, but reasonable, discretion, provided, that Lessor will not unreasonably withhold, condition or delay its consent if the mitigation measure is located in the Habitat Management Plan area or if such mitigation measure does not expand the footprint of the Hub Park Trail System and such mitigation measure would not be required to remain in place if the leasehold property was no longer used for the Hub Park Trail System.
(k) The obligations set forth in this Section 21 are independent of any other obligations contained in this Lease and shall survive the expiration or earlier termination of this Lease.

22. Liens. Lessee shall pay, when due, all claims for labor or materials furnished or alleged to have been furnished to or for Lessee at or for use on the leased premises, whether or not such claims are or may be secured by any mechanics' or materialmen's lien against the leased premises or any interest therein. Lessee shall give Lessor not less than ten (10) days' notice prior to the commencement of any work in, on or about the leased premises, and Lessor shall have the right to post notices of non-responsibility in or on the leased premises as provided by law; provided, that in the event of an emergency threatening life or property, Lessee may commence work without providing such prior notice, so long as notice is provided to Lessor within twelve (12) hours of the commencement of such work. If Lessee shall, in good faith, contest the validity of any such lien, claim or demand, then Lessee shall, at its sole expense defend and protect itself, Lessor and the leased premises against the same, shall pay and satisfy any such adverse judgment that may be rendered thereon before the enforcement thereof against the Lessor or the leased premises. Prior to the commencement of US-DOCS\ 14962 I 923.21
any work, Lessee shall cause its contractors undertaking such work to add Lessor as a dual obligee to each bond it provides to Lessee and Lessee shall provide a copy of all such bonds to Lessor. In addition, Lessor may require Lessee to pay Lessor's reasonable attorneys' fees and costs in participating in such action if Lessor shall decide it is to its best interest to do so.

23. Maintenance; Repairs; Access Roads; Revegetation
(a) Subject to clause (b) of this Section 23, Lessee shall, at Lessee's sole cost and expense and at all times, keep the Hub Park Trail System and every part thereof in good order, condition and repair (which, for the avoidance of doubt, does not include habitat preserve areas adjacent to the Hub Park Trail System unless Lessee causes damage to such habitat preserve areas) and otherwise maintained in accordance with Lessee's trail maintenance standards. Lessee, in keeping the Premises in good order, condition and repair, shall exercise and perform good maintenance practices in accordance with Lessee's trail maintenance standards. Lessee's obligations shall include restorations, replacements or renewals when necessary to keep the leased premises and Hub Park Trail System thereon or a part thereof in good order, condition and state of repair and maintained in accordance with Lessee's trail maintenance standards, excepting ordinary wear and tear.

Notwithstanding the foregoing, in no instance shall Lessee's obligations under this clause (a) permit or require Lessee to repair, maintain or modify any of Lessor's improvements or access roads on the leased premises. (b) Except as provided for in this Lease, Lessor shall have no obligation to repair and maintain the Hub Park Trail System, whether structural or non structural. It is the intention of the Parties that the terms of this Lease govern the respective obligations of the Parties as to maintenance and repair of the Hub Park Trail System.
(c) Lessee acknowledges that Lessor has constructed access roads, and may construct additional access roads, on the leased premises. Except as depicted in Exhibit C or in design plans approved by Lessor, Lessee may not use, modify or otherwise access such access roads. Lessee shall at no times block such access roads and Lessor shall have access to such access roads twenty four hours a day, seven days a week. If necessary for Lessee's construction of the Hub Park Trail System, Lessee may provide Lessor with a written request for temporary construction use of Lessor's access roads at least sixty (60) days prior to construction of the Hub Park Trail System, which request shall include sufficient details for Lessor's consideration.

Lessor shall reasonably cooperate with Lessee's request pursuant to terms which shall be set forth in a temporary construction easement or similar agreement to be mutually agreed by the parties, such agreement not to be unreasonably withheld, conditioned or delayed; provided, that it shall not be unreasonable for Lessor to require that Lessee and its employees, US-DOCS\149621923 .21
contractors, agents, representatives and invitees not impede or interfere with Lessor's access to its facilities.
(d) Lessee shall provide to Lessor a "Revegetation/Erosion Control Plan" (which has a weed control component) ("Plan") prior to the commencement of any ground-disturbing work on the leased premises or construction of the Hub Park Trail System. Other than the Hub Park Trail System permitted hereunder, Lessee agrees not to undertake any ground-disturbing work on the leased premises or commence construction of the Hub Park Trail System unless and until Lessor consents to the Plan. Lessor shall have the right to review and suggest revisions to such Plan and may not unreasonably withhold, condition or delay its consent. Lessee shall only use licensed contractors to undertake the work under the Plan. Lessee shall be responsible for maintaining the vegetation and addressing any erosion over this portion of the leased premises directly or indirectly caused by Lessee's work, including rights of ingress and egress as necessary under the Plan. (e) After completion of any work by Lessee, Lessee shall promptly revegetate, restore and repair the surface of the leased premises ( other than the Hub Park Trail System located on the surface of the leased premises) to substantially the same physical condition it was in immediately prior to the commencement of such work, complete all obligations required by Section 21 of this lease and complete all habitat restoration required by any governmental authority.

24. Casualty and Condemnation
(a) Subject to paragraph (b) below, if the Hub Park Trail System (which for avoidance of doubt does not include the adjacent habitat preserve areas unless Lessee causes such fire or casualty on such adjacent habitat preserve areas) is damaged by fire or other casualty, the Lessee shall repair with reasonable diligence, subject to any delays caused by events beyond Lessee's control by and at the expense of Lessee to the condition existing on the date of casualty. All such repairs shall be conducted in a manner as to minimize the disruption to Lessor's use and enjoyment of the remainder of the leased premises. Lessee acknowledges notice: (i) that Lessor shall not obtain insurance of any kind on Lessee's improvements and additions; (ii) that it is Lessee's obligation to obtain such insurance at Lessee's sole cost and expense; and (iii) that Lessor shall not be obligated to repair any damage thereto or replace the same.
(b) If the Lessee shall determine that the Hub Park Trail System is damaged by said fire or other casualty; and such casualty cannot, in Lessee's reasonable estimation, be repaired or reconstructed with insurance proceeds or otherwise, Lessee shall have the right, to be exercised by written notice to Lessor within sixty (60) days from and after said occurrence, to terminate this lease and, in such event, this lease and the tenancy hereby created shall US-DOCS\149621923 .21
cease as of the date of said occurrence, and Lessee shall within nine (9) months return the leased premises to substantially the same condition as it was prior to the construction of the Hub Park Trail System, complete all obligations required by Section 21 of this lease and complete all habitat restoration required by any governmental authority. This clause (b) shall survive the expiration or earlier termination of this Lease. ( c) If the leased premises or any portion thereof are taken under the power of eminent domain or sold under the threat of the exercise of said power (all of which are herein called "Condemnation"), this lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever first occurs. If more than twenty percent (20%) of the leased premises is taken by Condemnation, the Lessee may, at the Lessee's option, to be exercised in writing within sixty (60) days after the Lessor shall have given the Lessee written notice of such taking terminate this lease as of the date the condemning authority take such possession, in which case Lessee shall within nine (9) months return the leased premises to substantially the same condition as it was prior to the construction of the Hub Park Trail System, complete all obligations required by Section 21 of this lease and complete all habitat restoration required by any governmental authority. If the Lessee does not terminate this lease in accordance with the foregoing, this lease shall remain in full force and effect as to the portion of the leased premises remaining. Any award for the taking of all or any part of the leased premises under the power of eminent domain or any payment made under threat of the exercise of such power shall be the property of the Lessor, whether such award shall be made as compensation for diminution of value of the leasehold or for the taking of the fee, or as severance damages; provided, however, that the Lessee shall be entitled to any compensation, separately awarded to the Lessee paid by the condemnor for the Lessee's improvements without regard to whether or not this lease is terminated pursuant to the provisions of this Section 24(c). In the event that this lease is not terminated by reason of such Condemnation, Lessee shall repair any damage to the Hub Park Trail System caused by such Condemnation, at Lessee's sole cost and expense. This clause (c) shall survive the expiration or earlier termination of this Lease.

25. No Right To Holdover. The Lessee has no right to retain possession of the leased premises or any part thereof beyond the expiration or earlier termination of this lease (other than the right to access the leased premises to remove the Hub Park Trail System, as required by this lease). In the event that the Lessee holds over in violation of this Paragraph 25 then the rent payable from and after the time of the expiration or earlier termination of this lease shall be increased to one hundred fifty percent (150%) of the rent payable for the previous year, per year. Nothing contained herein shall be construed as consent by the Lessor to any holding over by the Lessee. This Section 25 shall survive termination of this lease.

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26. Replacement Lease. Two years prior to the termination of this lease, upon written request from the Lessee to the Lessor, the parties agree to cooperate to discuss a potential new replacement lease. Notwithstanding the foregoing, in no event shall the foregoing provision require either party to negotiate or execute such a replacement lease or be deemed a commitment to do so, such sentence only requiring the parties to each consider the potential of a replacement lease during that period.

6. . Termination. The easement granted over the easement premises shall terminate concurrently with the termination of the Lease. Notwithstanding anything in Section 3 or 4 of the Lease to the contrary, in the event that the Lessee changes the land use designation applicable to the Service Center Land (as defined in the Settlement Agreement) or the New SDG&E Land (as defined in the Settlement Agreement) such that the operation of the Service Center (as defined in the Settlement Agreement) and/or the Administration Building (as defined in the Settlement Agreement) by Lessor would be a non-conforming use, Lessor may elect, with sixty (60) days written notice to Lessee, to terminate the easement grant over the easement premises set forth in Section 1 of this Amendment. This right of termination shall only apply to land use designation changes voluntarily initiated by Lessee and shall not apply to land use designation changes required by federal or state law or by federal or state regulatory bodies, including the California Coastal Commission. Upon termination of the easement grant, Lessee shall remove the Hub Park Trail System promptly and without any additional notice between the Parties from the leased premises. Upon the request of Lessor following any termination of the easement premises under this Section 6, Lessee shall execute a recordable acknowledgement of such termination, or an amendment to the Lease reflecting such termination, in form and substance reasonably requested by Lessor.

7. Notices. The notice provisions of the Lease for the Lessor are hereby updated as follows:

If to Lessor, to:

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San Diego Gas & Electric Company
8335 Century Park Court
San Diego, California 92123
Attention: Jennifer F. Jett, Vice President, Operations Support Email: jjett@sdg&e.com
and
San Diego Gas & Electric Company
8335 Century Park Court
San Diego, California 92123
Attention: Erbin Keith, SDG&E General Counsel
Email: [email protected]
and
Email: [email protected]
with a mandatory copy (which shall not constitute notice) to:

Latham & Watkins LLP
12670 High Bluff Drive
San Diego, California 92130
Attention: James Mann
Email: [email protected]
Attention: Sony Ben-Moshe
Email: [email protected]
If to Lessee, to:

City of Carlsbad
1200 Carlsbad Village Drive
Carlsbad, CA 92008
Attention: City Manager
Email: [email protected]
with mandatory copy (which shall not constitute notice) to:

City of Carlsbad
1200 Carlsbad Village Drive
Carlsbad, CA 92008
Attention: City Attorney
Email: [email protected]

8. Ratification of Lease. Except as modified by this Amendment, the Lease shall continue in full force and effect. In all other respects Lessor and Lessee fully confirm and ratify the Lease as amended by the Amendment. Nothing contained in this Amendment shall be construed as ( a) a novation of any obligation of Lessee under the Lease or (b) a release or waiver of all or any right of Lessor under the Lase.

9. Severability. In case any provision of this Amendment shall be invalid, illegal, or unenforceable, such provision shall be deemed to have been modified to the extent necessary to make it valid, legal, and enforceable. The validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.

10. Governing Law. This Amendment, and the Lease, shall be governed by, and construed in accordance with, the laws of the State of California without regard to the conflicts of laws principals thereof. The venue for any dispute arising from this Amendment shall be San Diego County, California.

11. Headings and Captions. The headings and captions of the paragraphs of this Amendment are for convenience of reference only and shall not affect the meaning or interpretation of this Amendment or any provision hereof.

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12. Counterparts. This Amendment may be executed and delivered (including by Portable Document Format (pelf) transmission or "docusign") in counterparts, all of which executed counterparts shall together constitute a single document. Signature pages may be detached from the counterparts and attached to a single copy of this document to physically form one document. Any such documents and signatures shall have the same force and effect as manually-signed originals and shall be binding on the parties hereto. [Signature pages follow J
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IN WITNESS WHEREOF, the Parties hereto have executed this Amendment on the day and year first above written.

LESSOR:

SAN DIEGO GAS & ELECTRIC

COMPANY
By:

Name: __________ _
Title:

ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracv. or validitv of that document.

State of California
County of ________ _
)
)
On ______________ before me, _________ (insert name and title of the officer), 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) (Affix Seal)
US-OOCS\149621923 .21
LESSEE:

CITY OF CARLSBAD
By:

Name: Geoff Patnoe
Title: City Manager
APPROVED AS TO FORM:

Cindie K. McMahon
City Attorney

State of California
County of _______ _
)
)
On _____________ before me, _________ (insert name
and title of the officer), 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) -
Delete below
US-IX>CS\149621923.21
(Affix Seal)
US-DOCS\149621923.21

EXHIBIT A TO FIRST AMENDMENT TO LEASE

AND EASEMENT AGREEMENT
Map of Hub Park Leased Premises

EXHIBIT B TO FIRST AMENDMENT TO LEASE

AND EASEMENT AGREEMENT
Legal Description of Hub Park Leased Premises
That portion of Lots "F' and
11 H
11 of Rancho Agua Hedionda, in the City of Carlsbad,
County of San Diego, State of California, according to Partition Map thereof No. 823, filed in the office of the County Recorder of said County, November 16, 1896, described as follows:

Beginning at the comer to Lots "F', "H" and "I" of said Rancho Agua Hedionda; thence along the Northerly line of said Lot "F' South 86° 52'04
11 East (record South 87°23'24
11 East per Record
of Survey No. 7938), 1456.25 feet; thence leaving said line South 22°50'04 11 West, 1273.28 feet
to the beginning of a 949.00 foot radius tangent curve concave Northwesterly; thence Southwesterly along the area of said curve through a central angle or 18°39'20 11 a distance of
309.00 feet; thence non-tangent North 84°52'43
11 West 2517.07 feet; thence North 27°23'43"
West, 392.39 feet; thence North 84°52'43
11 West, 453.19 feet; thence North 07°51'43
11 West,
259.19 feet; thence North 89°26'05"West, 404.67 feet; thence North 16°24'38 11 West, 440 feet
more or less to the mean high tide line of the Agua Hedionda Upper Lagoon; thence Southeasterly, Northeasterly and Northwesterly along said mean high tide line to the Northeasterly line of said Lot "H"; thence along said line South 64°01'41" East, 275 feet more or less to the POINT OF BEGINNING.

EASEMENT AGREEMENT
US-DOCS\149621923 .15
US-DOCS\149621923 .21

EXHIBIT C TO FIRST AMENDMENT TO LEASE

AND EASEMENT AGREEMENT
Conceptual Hub Park Trail System Components
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>UDEK • ---

EASEMENT AGREEMENT
US-DOCS\149621923.15
US-DOCS\I49621923.2I
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-: SDG&EUllltyConidot
.... HadtaMa-lDQE In H• ,_._ HIIIP Had ... "'-w
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Exhibit M
Cannon Road Access Easement Agreement
RECORDED AT THE REQUEST OF:

WHEN RECORDED MAIL TO:

Attn:

SPACE ABOVE FOR RECORDER'S USE ONLY

EASEMENT AGREEMENT
THIS EASEMENT AGREEMENT (this "Agreement'') is made as of ______ , 20_ (the "Effective Date"), by and between SAN DIEGO GAS & ELECTRIC COMPANY, a California corporation ('SDG&E"), and CABRILLO POWER I LLC, a Delaware limited liability company ("Cab I", and together with its successors and assigns, "Grantee"), with reference to the facts set forth below.

All defined terms under this Agreement shall have the meanings set forth below.

RECITALS
A. SDG&E is the owner of that certain real property located in the City of Carlsbad, County of San Diego, State of California, more particularly described on Exhibit "A" attached hereto and incorporated herein (the "Grantor Property'').

B. Grantee is the owner of that certain real property located in the City of Carlsbad, County of San Diego, State of California, more particularly described on Exhibit "B" attached hereto and incorporated herein (the "Grantee Property").

C. Pursuant to that certain Seaside Transaction Agreement and Settlement Agreement ("Settlement Agreement''), dated as of[_], 2025, among SDG&E, Cab I and the City of Carlsbad (the "City"), following the recording of this Agreement, SDG&E shall transfer the Granter Property to the City (the period from the Effective Date until the date the Granter Property is required to be transferred to the City by such Settlement Agreement, the "SDG&E Use Period").

D. SDG&E is the owner of that certain real property located in the City of Carlsbad, County of San Diego, State of California, more particularly described on Exhibit "C" attached hereto and incorporated herein (the "Service Center Property'').

E. To provide access to the Grantee Property from Cannon Road, Grantee desires from Granter, and Granter has agreed to grant to Grantee, an access easement across the Granter Property, upon which Grantee may construct an Access Road (as hereinafter defined).

F. For good and valuable consideration, Granter and Grantee have agreed to enter into this Agreement on the terms and conditions set forth herein.

EASEMENT AGREEMENT
US-DOCS\149621923. 15
US-DOCS\149621923.21
ARTICLE 1

DEFINITIONS

1.1 Access Road. The term "Access Road" means an access road for pedestrian, bicycle and vehicular ingress and egress, approximately thirty six (36) feet in curb-to-curb width within a fifty six (56) foot overall width to be constructed over and within the Access Easement in the Access Easement Area in a manner consistent with standards and regulations adopted by the City of Carlsbad, as any such standards and regulations may be amended or waived by the City of Carlsbad, together with any and all required utility lines, storm water systems, and other similar improvements required in connection with an access road.

1.2 Access Easement. The term "Access Easement'' is defined in Section 2.1 .

1.3 Access Easement Area. The term "Access Easement Area" refers to that certain portion of the Grantor Property, as more fully designated on Exhibit "D" attached hereto and incorporated herein.

1.4 Agreement. The term "Agreement" means this _Easement Agreement as it may be amended from time to time.

1.5 Grantor. The term "Grantor" means (i) SDG&E, but only until SDG&E has transferred the Grantor Property to the City, in which case SDG&E shall be released from any and all obligations as Grantor hereunder and shall not be deemed a Grantor for any purpose hereunder thereafter, (ii) from and after the transfer of the Granter Property to the City, the City, and (iii) all successors and assigns of the City.

1.6 Laws. The term "Laws" means any law, regulation, rule, order, statute or ordinance of any governmental entity in effect on or after the Effective Date and applicable to the Grantor Property.

2.2. 1.7 Limitations. The term "Limitations" shall have the same meaning as defined in Section ARTICLE 2

ACCESS EASEMENT

2.1 Access Easement. Grantor hereby grants for the benefit of the Grantee a perpetual non- exclusive easement on, over, under, through and across the Access Easement Area for the purpose of constructing, reconstructing, erecting, installing, improving, replacing, relocating and removing from time to time, and maintaining, repairing, using and operating an Access Road including a perpetual right of entry, ingress and egress over and across the Grantor Property for the purposes of accessing the Access Easement Area and exercising the rights of Grantee hereunder (the "Access Easement''). Grantee shall have the right in its sole and absolute discretion (and at Grantee's sole cost, expense and liability) to remove or cause the removal or relocation of any existing improvements (including private utilities) in the Access Easement Area to the extent Grantee deems such removal necessary or desirable as long as such removal will not cause unreasonable interference to Grantor's use of the Grantor Property. The Access Easement is for the benefit of the Grantee Property and such easement rights shall be appurtenant to the Grantee Property. Except for the rights of Grantee with respect to the Access Easement, Grantor shall retain all uses and rights with regard to the Grantor Property that are not inconsistent or otherwise interfere with the Access Easement and this Agreement, including, but not limited to, the right to grant other easements in the Access Easement Area, that are not inconsistent with the Access Easement. Notwithstanding the foregoing, during the period that SDG&E is the Granter, SDG&E shall not grant, make or issue any encumbrances on the Grantor Property other than the encumbrances set forth in this Agreement. Grantee hereby grants to SDG&E, and SDG&E reserves, notwithstanding the transfer of the Grantor Property to the City, a right of access to the Access Easement and the Access Road for access to the Service Center Property; provided, however, that SDG&E shall release such right of access within thirty (30) days after it receives a certificate of occupancy for its remodeled service center.

US-DOCS\14962 I 923.21

2.2 Limitations. The grant of the Access Easement, and the use of the Access Easement, and the exercise of any and all of the Grantee's rights under or pursuant to this Agreement, shall be subject to all Laws, and to all liens, encumbrances and other restrictions or rights of any kind that are of record as of the Effective Date (hereinafter collectively, the "Limitations"), except for such Limitations that are or become expressly subordinated to this Agreement. In entering into this Agreement, Granter makes no representations, warranties or promises of any kind with respect to the existence or non-existence, now or hereafter, of any Limitation.

2.3 SDG&E Use Period. Notwithstanding anything to the contrary contained in this Agreement, Grantee shall have no rights or obligations under Article 2 or Article 3 of this Agreement during the SDG&E Use Period and SDG&E shall have the right to utilize the Access Easement Area for any and all purposes during the SDG&E Use Period.

ARTICLE3

CONSTRUCTION AND MAINTENANCE

3.1 Construction of Access Road. Without limiting the generality of Section 2.1, and subject to obtaining any required government approvals and permits from all applicable agencies, including the City of Carlsbad, and satisfying any associated environmental review requirements, including under the California Environmental Quality Act, the Grantee shall have the right, but not the obligation, to construct the Access Road at its sole cost, expense, and liability, provided that Grantee acknowledges that conditions of approval associated with any development of the Grantee Property may specify the construction of a road as a component of an approval of such development. In the event that Grantee exercises its right to construct the Access Road in accordance with the foregoing sentence, then the following conditions shall apply:

3.1.1 Grantee and the City of Carlsbad shall enter into an agreement for the Access Road Improvements that will include a one (1) year warranty period for Access Road construction work.

3.1.2 Grantee shall process grading and improvement plans with the City of Carlsbad for the construction of the Access Road, together with all required sewer, water storm drain, and dry utilities, intersections, appurtenances to intersections and all other similar improvements required in connection with the construction of the Access Road. The submitted grading and improvement plans must be reviewed and approved by the City of Carlsbad prior to construction of the Access Road.

3.1 .3 Grantee shall design and construct the Access Road to City of Carlsbad public road standards, as they may be amended or waived by the City of Carlsbad.

3.1.4 Upon completion of the Access Road construction by Grantee and the expiration of the one (1) year warranty period for the construction work, Grantee shall quitclaim or otherwise release Grantee's Access Easement and transfer the Access Road improvements to the City of Carlsbad, and the City of Carlsbad, through City Council action, shall concurrently accept the Access Road improvements and the obligations hereunder.

Granter and Grantee acknowledge and agree that (a) this Agreement is not intended and shall not be construed as a grant of any discretionary approvals by the City of Carlsbad, (b) the Access Road is a future project that is presently only conceptual in nature, and remains expressly subject to the preparation, review and approval of a specific development plan, an entitlements application, and appropriate environmental review as may be required by the California Environmental Quality Act ("CEQA"), (c) the City of Carlsbad retains full discretion to independently determine compliance with any CEQA requirements the City of Carlsbad deems applicable with respect to the potential Access Road when it is proposed, and (d) the City of Carlsbad, pursuant to CEQA, has the absolute discretion to impose mitigation measures, require modifications, and consider alternatives as part of the CEQA process, and to ultimately approve or disapprove any discretionary approvals related to the potential Access Road or any proposed or required alternatives thereto. Furthermore, Granter and Grantee acknowledge that a Coastal Development Permit (approved and issued by the California Coastal Commission) may be required for the potential Access US-DOCS\149621923.21
Road in addition to any CEQA requirements and discretionary approvals deemed applicable or required by the City of Carlsbad with respect to the potential Access Road. Nothing contained herein is intended or shall be construed as any commitment, vested rights, entitlements, development approvals or permits with respect to the potential Access Road.

3.2 Temporary Construction Easement. In the event that Grantee exercises its right to construct the Access Road in accordance with Section 3.1, Grantor and Grantee shall promptly enter into a temporary construction easement, upon reasonable terms and conditions specified by Grantor, authorizing Grantee to use existing roads and lands of Grantor within and adjoining the Access Easement Area as shall be reasonably necessary in connection with the construction of the Access Road.

3.3 Maintenance of Access Easement Area. The Grantee shall maintain the Access Easement Area in good condition and repair in accordance with applicable Laws, provided that this obligation shall terminate in the event (i) Grantee constructs the Access Road and quitclaims or otherwise releases the Access Easement and transfers the Access Road improvements to the City of Carlsbad and the City of Carlsbad, through City Council action, concurrently accepts the Access Road improvements and the obligations hereunder, or (ii) the City of Carlsbad exercises the Option to build the Access Road in accordance with Section 3.5.

3.4 Damage and Destruction. In the event the Access Easement Area is damaged or destroyed, the Grantee shall use commercially reasonable efforts to restore the Access Easement Area to a safe condition in a prompt and efficient manner, provided that this obligation shall terminate in the event (i) Grantee constructs the Access Road and quitclaims or otherwise releases the Access Easement and transfers the Access Road improvements to the City of Carlsbad and the City of Carlsbad, through City Council action, concurrently accepts the Access Road improvements and the obligations hereunder, or (ii) the City of Carlsbad exercises the Option to build the Access Road in accordance with Section 3.5.

3.5 City's Right to Build the Access Road. The City of Carlsbad is hereby granted an option (the "Option") to build, at its sole cost, expense and liability, after the termination of the SDG&E Use Period, the Access Road subject to the following terms and conditions:

3.5.1 The City of Carlsbad shall have the right, but not the obligation, to exercise the Option by delivering written notice (the "Exercise Notice") to Grantee containing an express acknowledgment of the City of Carlsbad's intent to build the Access Road and generally describing the plans with respect to the Access Road improvements, including, without limitation, the location of the proposed Access Road and the anticipated timing for completing the Access Road.

3.5.2 Grantee shall provide written notice to the City of Carlsbad within ninety (90) days after receipt of the Exercise Notice, with an express acknowledgment whether Grantee will build the Access Road. If Grantee fails to respond as aforesaid or fails to submit an application to the City of Carlsbad for permits required to commence construction of the Access Road within sixty (60) days after providing said response, the City of Carlsbad may elect to build the Access Road in accordance with the terms and conditions set forth herein.

3.5.3 In the event the City of Carlsbad elects to build the Access Road as aforesaid, the City of Carlsbad shall provide written notice (the "Election Notice") to Grantee and Grantee shall cooperate in executing any documents reasonably necessary for the City of Carlsbad to obtain permits or other approvals for building the Access Road. Within thirty (30) days after the City of Carlsbad provides the Election Notice, Grantee and the City of Carlsbad shall meet and confer to discuss the location and configuration of the Access Road; provided, however, notwithstanding that the City of Carlsbad has agreed to build the Access Road, (i) the Access Road shall be located on the Grantor Property, (ii) the Access Road shall accommodate a future intersection in a location consistent with City of Carlsbad standards and reasonably acceptable to Grantee such that Grantee shall have the ability to build and connect a road for vehicular and pedestrian access to and from the Grantee Property and the Access Road, and (iv) upon completion, the Access Road shall be a public road, available for public use, including by Grantee. Once the City commences on-site construction of the Access Road, Grantee shall execute and record a US-DOCS\1496 21923.21
termination of its rights and obligations under this Agreement; and pursuant to such termination, Grantee shall be released from any and all obligations and liabilities first occurring or arising under this Agreement from and after the date such termination is recorded, including, without limitation, any obligations and liabilities pursuant to Article 4 hereof.

ARTICLE 4

INDEMNITY

4.1 Indemnity. Grantee covenants and agrees to defend, protect, indemnify and hold harmless Grantor (and, if no longer a Grantor, SDG&E) from and against all claims, including any action or proceedings brought thereon, and all costs, losses, expenses and liability (including reasonable attorneys' fees actually incurred and cost of suit) arising from or as a result of the injury to or death of any person, or damage to the personal property of any person on or with respect to the Access Easement Area; provided that this indemnity shall terminate in the event (i) Grantee constructs the Access Road and quitclaims or otherwise releases the Access Easement and transfers the Access Road improvements to the City of Carlsbad and the City of Carlsbad, through City Council action, concurrently accepts the Access Road improvements and the obligations hereunder, and/or (ii) the City of Carlsbad exercises the Option to build the Access Road in accordance with Section 3.5. Grantee covenants and agrees to keep or cause to be kept the Access Easement Area, and the improvements thereon, free and clear of and from any and all mechanics', materialmen's and other similar liens arising out of or in connection with its operations thereon or other activities of Grantee or any other person claiming under Grantee, and to pay when due (or cause to be bonded) and discharge of record any and all lawful claims upon which any such lien may or could be based, and to defend, protect, indemnify and hold harmless Grantor (and, if no longer a Grantor, SDG&E) from any and all such liens and any and all claims of liens and suits or other proceedings pertaining thereto.

ARTICLES

GENERAL PROVISIONS

5.1 Notices. Any notice, payment, demand, offer, or communication required or permitted to be given by any provision of this Agreement shall be deemed to have been sufficiently given or served for all purposes if sent by registered or certified mail (return receipt requested), postage and charges prepaid, or by Federal Express or other reputable overnight delivery service requiring a signature upon receipt, addressed to the parties as follows:

If to SDG&E:

With a copy to:

US-DOCS\ 149621923.21
San Diego Gas & Electric Company
8335 Century Park Court
San Diego, California 92123
Attention: Jennifer F. Jett, Vice President, Operations Support Email: jjett@sdg&e.com
and
San Diego Gas & Electric Company
8335 Century Park Court
San Diego, California 92123
Attention: Erbin Keith, SDG&E General Counsel
Email: ekeith@sdge .com
and
Email: sdgecommerc iallaw @sdge.com
Latham & Watkins LLP
12670 High Bluff Drive
San Diego, California 92130
If to the City:

With a copy to:

If to Grantee:
with a copy to:

Attention: James Mann
Email: [email protected]
Attention: Sony Ben-Moshe
Email: [email protected]
City of Carlsbad
1200 Carlsbad Village Drive
Carlsbad, CA 92008
Attention: City Manager
Email: [email protected]
City of Carlsbad
1200 Carlsbad Village Drive
Carlsbad, CA 92008
Attention: City Attorney
Email: attorney@carlsbadca .gov
Cabrillo Power I LLC
910 Louisiana Street
Houston, TX 77002
Attention: Mark Rohrlick
Email: [email protected]
Sheppard Mullin Richter & Hampton LLP
12275 El Camino Real, Suite 100
San Diego, CA 92130-4092
Attention: Tony Taranto, Esq.

Email: [email protected]
Any such notice shall be deemed to be given on the date on which it is received or receipt thereof is refused.

The Grantor or the Grantee may require notices to be delivered to a different address by delivering a notice, in writing, notifying the other party of such addresses in accordance herewith.

5.2 Covenants Running with the Land. This Agreement and all of the limitations, covenants, conditions, easements , and restrictions contained herein shall attach to and run with the Grantor Property and the Grantee Property, and shall benefit or be binding upon the successors and assigns of the Grantor and the Grantee. Upon any transfer of the Grantor Property by any Grantor, such Grantor shall be released from any and all obligations of a Grantor hereunder . This Agreement and all the terms, covenants and conditions herein contained shall be enforceable as equitable servitudes in favor of the Grantor Property and the Grantee Property and any portion thereof. Every person who now or in the future owns or acquires any right, and title or interest in or to the Grantor Property or the Grantee Property shall be conclusively deemed to have consented to and agreed to every covenant, restriction, provision, condition and right contained in this Agreement, whether or not the instrument conveying such interest refers to this Agreement. This Agreement is made with the intent of satisfying the requirements of California Civil Code Section 1468.

5.3 Partial Invalidity. If any term or provision of this Agreement or the application of it to any person or circumstance shall to any extent be invalid or unenforceable, the remainder of this Agreement or the application of such term or provision to persons or circumstances , other than those as to which it is invalid or unenforceable, shall not be affected thereby, and each term and provision of this Agreement shall be valid and shall be enforced to the extent permitted by law.

5.4 Governing Law and Venue. This Agreement and the obligations of the Grantor and Grantee hereunder shall be interpreted, construed, and enforced in accordance with the laws of the State of California, without regard to conflict of law rules. Each Grantor and Grantee (A) irrevocably submits itself US-DOCS\149621923.21
to the personal jurisdiction and sole venue of the state or federal courts sitting in San Diego County, California, as well as to the jurisdiction of all courts to which an appeal may be taken from such courts, in any legal proceeding arising out of or relating to this Agreement or any of the transactions contemplated herein, (B) agrees that every such legal proceeding shall be brought, heard and determined exclusively in the courts of the State of California, (C) agrees that it shall not attempt to deny or defeat such personal jurisdiction by motion or other request for leave from such courts, (D) agrees not to bring any legal proceeding arising out of or relating to this Agreement or any of the transactions contemplated herein in any other courts and (E) waives any defense of inconvenient forum to the maintenance of any legal proceeding so brought.

5.5 Duration. This Agreement and each term, easement, covenant, restriction and undertaking of this Agreement will remain in effect in perpetuity. Notwithstanding the foregoing or anything set forth in this Agreement to the contrary, if (i) Grantee constructs the Access Road and quitclaims or otherwise releases the Access Easement and transfers the Access Road improvements to the City of Carlsbad and the City of Carlsbad, through City Council action, concurrently accepts the Access Road improvements and the obligations hereunder, or (ii) the City of Carlsbad exercises the Option to build the Access Road in accordance with Section 3.5, Grantee shall execute and record a termination of its rights and obligations under this Agreement; and pursuant to such termination, Grantee shall be released from any and all obligations and liabilities first occurring or arising under this Agreement from and after the date such termination is recorded, including, without limitation, any obligations and liabilities pursuant to Article 4 hereof.

5.6 Defaults and Remedies. Grantor and Grantee shall have all rights or remedies provided at law or equity, in the event the other fails or refuses to perform or comply with any of the terms, conditions, covenants, easements, or obligations of this Agreement. No breach, whether or not material, of the provisions of this Agreement shall entitle any party to cancel, rescind or otherwise terminate this Agreement, but such limitation shall not affect, in any manner, any other rights or remedies which any party may have hereunder by reason of any breach of the provisions of this Agreement.

5.7 Exhibits. The exhibits attached hereto are incorporated herein by this reference.

5.8 Counterparts. This Agreement may be executed in several counterparts, each of which shall be deemed to be an original, but all of which shall constitute one and the same Agreement.

5.9 Estoppel Certificates. Grantor and Grantee shall deliver to the other, without charge, within fifteen (15) days after request therefor, a written statement setting forth that, to the best of such party's knowledge, the requesting party is not in default of any of its obligations under this Agreement (or, if in default, setting forth the nature of such default). [REMAINDER OF PAGE INTENTIONALLY BLANK]
US-DOCS\149621923.21
IN WITNESS WHEREOF this Agreement has been executed as of the Effective Date.

GRANTEE:

CABRILLO POWER I LLC,
a Delaware limited liability company
By:

Name:

Its:

GRANTOR:

SAN DIEGO GAS & ELECTRIC COMPANY,
a California corporation
By:

Name: _____________ _
Its:

US-DOCS\149621923.21

ACKNOWLEDGMENT

STATE OF CALIFORNIA
COUNTY OF ________ _,
On ________ , before me, __________________ '""', N~o=t=a""'ry'-'P'-u=b=l=ic, 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 PENAL TY 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 (Seal)
US-DOCS\149621923 .21

STATE OF CALIFORNIA
COUNTY OF ________ _,
On ________ , before me, __________________ -, N~ot=a __ ry~P=ub=l=ic, 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 PENAL TY 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 (Seal)
US-DOCS\149621923 .21

LIST OF EXHIBITS
Exhibit A ............................................................................................. Legal Description for Grantor Property Exhibit B ............................................................................................ Legal Description for Grantee Property Exhibit C ................................................................................. Legal Description for Service Center Property Exhibit D .................................................................................................................... Access Easement Area US-DOCS\149621923.21

EASEMENT AGREEMENT
US-DOCS\149621923 .21

EXHIBIT A TO EASEMENT AGREEMENT

LEGAL DESCRIPTION FOR GRANTOR PROPERTY
[See attached]

EXHIBIT A TO EASEMENT AGREEMENT
I
Exhibit B-4
New City Land
That portion of Lot H of Rancho Agua Hedionda, in the City of Carlsbad, County of San Diego, State of California, according to Partition Map thereof No. 823, filed in the Office of the County Recorder of San Diego County on November 16, 1896, being a portion of that land defined as Parcel 5 in the Certificate of Compliance recorded October 30, 200 I, as Document No. 2001- 0789069, Official Records of said County, and a portion of that land defined as Parcel 6 in the Certificate of Compliance recorded October 30, 2001, as Document No. 2001-0789070, Official Records of said County, being more particularly described as follows:

COMMENCING at a found 3/4 inch iron pipe with disc stamped "LS 4312" marking the Northwesterly terminus of that certain line designated as "North 30°02'15" West, 620.96 feet'' per Record of Survey No. 17350, filed in the Office of said County Recorder on April 12, 2002, as File No. 2002-0308512, said point bears South 23°55'24" East, 2263.38 feet (calculated record North 23°55'29" West, 2263.26 feet per said Record of Survey) from a found tack and disc stamped "LS 4312" marking the Northwesterly terminus of that certain line labeled Number 29 and designated as "North 64°31 '22" West, 293.59 feet" per said Record of Survey; thence from said point of commencement North 64°21 '39" East, 505.60 feet to a point on the Northerly line of the aforementioned Parcel 5, said point being the TRUE POINT OF BEGINNING; thence leaving said Northerly line South 26°44' 27" East, 159.03 feet to the beginning of a tangent 178.00 foot radius curve concave Southwesterly; thence Southeasterly along the arc of said curve through a central angle of 33°36'53" an arc distance of I 04.43 feet to a point designated herein as Point 'A'; thence South 06°52'26" West, 128.00 feet to the beginning of a tangent 392.00 foot radius curve concave Southeasterly; thence Southwesterly along the arc of said curve through a central angle of22°19' 18" an arc distance of 152.72 feet; thence South 21 °12'57" East,

32.53 feet; thence South 22°20'14" East, 12.01 feet to the beginning of a tangent 76.00 foot radius curve concave Northeasterly; thence Southeasterly along the arc of said curve through a central angle of 36°57'43" an arc distance of 49.03 feet to the beginning of a 32.00 foot radius compound curve concave Northeasterly, a radial line to said point bears South 30°42'03" West; thence Southeasterly along the arc of said curve through a central angle of 34°28' 12" an arc distance of 19.25 feet; thence North 86° 13' 50" East, 14.87 feet to the beginning of a tangent

60.00 foot radius curve concave Northwesterly; thence Southeasterly along the arc of said curve through a central angle of 17°46'54" an arc distance of 18.62 feet to a point on the Northerly line that certain easement granted to the City of Carlsbad for road and public utility purposes recorded on November 13, 1972, as File No. 30334 7 Official Records of said County; thence along said Northerly line South 67°33' 13" West, 349.70 feet to the beginning of a tangent 20.00 foot radius curve concave Northeasterly; thence Northwesterly along the arc of said curve through a central angle of 82°24 '3 7" an arc distance of 28. 78 feet to a point on the Easterly line of that certain 100.00 foot wide Right-of-Way granted to the State of California in deed recorded on August 30, 1935, in Book 432, Page 60 Official Records of said County; thence along said Easterly line the following courses North 30°02' 10" West, 583.77 feet to the beginning of a tangent 5216.55 foot radius curve concave Northeasterly; thence Northwesterly along the arc of said curve through a central angle of 00°57'30" an arc distance of 87.25 feet to a point of intersection of said Easterly line and the Northerly line of the aforementioned Parcel 5; thence leaving said Easterly line along said Northerly line North 60°43'47" East, 103.72 feet; thence continuing along said Northerly line the following courses, North 71 °53'55" East, 49.05 feet; thence North 88°29'51" East, 149.63 feet; thence North 77°06'37" East, 80.00 feet; thence North 68°28'20" East 121.97 feet; thence North 63°21 '29" East, 23.19 feet to the TRUE POINT OF BEGINNING.

J:\22000 - SDGE Land Survey MSA\86_Land Services\1306739 _25017.0388\ 19870\Survey\Legals\1306739-l 9870 PAR 4.docx

Page 1 ends

Total area: 6.36 acres more or less
0)-/2·2.S-
Date
J 122000-SDGE Land Survey \'1SA\86_Land Services\ l306739_25017 .0388\ l9870\Survey\Lcgals\l306739-l9870 PAR 4.docx

Page 2 of 2 ends

EXHIBIT B TO EASEMENT AGREEMENT

LEGAL DESCRIPTION FOR GRANTEE PROPERTY

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF CARLSBAD, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

APN: 210-010-45-00
THAT PORTION OF LOT "H" OF RANCHO AGUA HEDIONDA, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO PARTITION MAP THEREOF NO. 823, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, NOVEMBER 16, 1896, DESCRIBED AS FOLLOWS:

COMMENCING AT THE INTERSECTION OF THE EASTERLY LINE OF THE 100.00 FOOT WIDE RIGHT

OF-WAY OF THE ATCHISON TOPEKA AND SANTA FE RAILROAD WITH THE NORTHERLY LINE OF CANNON ROAD (60.00 FEET WIDE); THENCE ALONG SAID EASTERLY LINE NORTH 22°30'13" WEST, 1564.78 FEET; THENCE CONTINUING ALONG SAID EASTERLY LINE NORTH 22°30'13" WEST, 1990.35 FEET TO THE BEGINNING OF A NON-TANGENT CURVE CONCAVE TO THE NORTHWEST HAVING A RADIUS OF 1005.37 FEET, A RADIAL TO SAID BEGINNING BEARS SOUTH 85°54'14" EAST; THENCE NORTHEASTERLY 36.76 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 02°05'42; THENCE NON-TANGENT TO SAID CURVE NORTH 22°30'13" WEST, 302.87 FEET TO THE TRUE POINT OF BEGINNING; THENCE LEAVING SAID EASTERLY LINE NORTH 61°25'37" EAST,

14.19 FEET; THENCE NORTH 30°30'37" EAST, 34.90 FEET; THENCE SOUTH 40°47'23" EAST, 63.50 FEET; THENCE SOUTH 69°10'23" EAST, 38.00 FEET; THENCE NORTH 79°19'37" EAST, 285.00 FEET; THENCE NORTH 88°07'37" EAST, 333.14 FEET; THENCE NORTH 81°53'37" EAST, 13.68 FEET TO THE WESTERLY RIGHT-OF-WAY LINE OF CALIFORNIA STATE HIGHWAY XI-SD-2B (1-5); THENCE ALONG SAID RIGHT-OF-WAY LINE NORTH 17°57'05" WEST, 15.21 FEET; THENCE NORTH 00°01'09" "WEST, 894.06 FEET; THENCE NORTH 15°10'48" WEST, 193.90 FEET TO THE SOUTHERLY LINE OF MAP NO. 11484 RECORDED APRIL 10,1986 AS FILE NO. 86-138666; THENCE ALONG SAID SOUTHERLY LINE SOUTH 72°58'27" WEST, 1135.74 FEET TO A POINT ON THE EASTERLY LINE OF

THE ATCHISON, TOPEKA AND SANTA FE RAILROAD, SAID POINT BEING THE BEGINNING OF A NON-TANGENT CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 1975.00 FEET; THENCE SOUTHEASTERLY 909.57 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 26°23'14" TO THE TRUE POINT OF BEGINNING.

TOGETHER WITH THAT PORTION OF SAID LOTH DESCRIBED AS FOLLOWS:

COMMENCING AT THE NORTHEASTERLY CORNER OF RECORD OF SURVEY NO. 14621, IN THE

CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, RECORDED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, AUGUST 14, 1994 AS FILE NO. 1994-500086,

49.55 FEET; THENCE SOUTH 26°45'23" EAST, 232.92 FEET; THENCE SOUTH 17°52'19" EAST, 115.92 FEET; THENCE SOUTH 02°16'37" EAST, 55.06 FEET; THENCE SOUTH 22°00'58" WEST, 44.47 FEET; THENCE SOUTH 40°45'14" WEST, 126.60 FEET; THENCE SOUTH 29°41'50" WEST, 83.42 FEET; THENCE SOUTH 27°27'35" WEST, 90.04 FEET; THENCE SOUTH 35°18'30" WEST, 212.59 FEET; THENCE SOUTH 19°22'01" EAST, 108.34 FEET; THENCE SOUTH 30°56'56" EAST, 304.06 FEET; THENCE SOUTH 14°30'21" WEST, 175.27 FEET; THENCE SOUTH 00°09'57" EAST, 123.11 FEET; THENCE SOUTH 26°53'37" EAST, 119.99 FEET; THENCE SOUTH 34°46'51" WEST, 23.60 FEET;

EXHIBIT B TO EASEMENT AGREEMENT
US-OOCS\149621923.21
THENCE NORTH 61°27'21" WEST, 142.77 FEET; THENCE NORTH 22°47'32" WEST, 47.01 FEET; THENCE SOUTH 67°12'28" WEST, 16.03 FEET; THENCE SOUTH 22°47'32" EAST, 22.23 FEET; THENCE SOUTH 58°37'31" WEST, 97.99 FEET; THENCE SOUTH 41°35'28" WEST, 110.44 FEET; THENCE NORTH 74°44'52" WEST, 164.81 FEET; THENCE NORTH 05°57'51" WEST, 202.95 FEET; THENCE NORTH 30°14'20" WEST, 64.23 FEET; THENCE NORTH 64°31'22" WEST, 293.59 FEET TO THE EASTERLY LINE OF THE 100.00 FOOT WIDE CARLSBAD BOULEVARD; THENCE NORTH 24 °07'35.53" WEST A DISTANCE OF 862.01 FEET; THENCE ALONG A CURVE TO THE RIGHT HAVING A LENGTH OF 1,071.83 FEET, A RADIUS OF 5,050.000 FEET, A DELTA ANGLE OF 12°16'07", A TANGENT OF 537.94 FEET, A CHORD BEARING OF NORTH 30°12'24.75" WEST, AND A CHORD LENGTH OF 1,069.82 FEET, WITH A COURSE IN OF SOUTH 65°52'24.47" WEST AND A COURSE OUT OF NORTH 53°42'46.03" EAST; THENCE NORTH 36°17'13.97" WEST A DISTANCE OF 622.06 FEET; THENCE SOUTH 77°27'18" EAST A DISTANCE OF 846.047 FEET; THENCE SOUTH 30°11 '52" EAST, 237.60 FEET; THENCE SOUTH 76°09'49" EAST, 931.75 FEET TO THE TRUE POINT OF BEGINNING.

TOGETHER WITH THAT PORTION OF SAID LOTH DESCRIBED AS FOLLOWS:

BEGINNING AT THE NORTHEAST CORNER OF MAP NO. 3052 RECORDED FEBRUARY 4, 1951 AS FILE NO. 14672; THENCE ALONG THE NORTHERLY LINE THEREOF SOUTH 67°44'53" WEST TO THE MEAN HIGH TIDE LINE; THENCE NORTHERLY ALONG SAID MEAN HIGH TIDE LINE TO A LINE THAT BEARS SOUTH 65°52'24" WEST FROM SAID POINT "B"; THENCE NORTH 65°52'24" EAST TO SAID POINT "B"; THENCE SOUTHERLY ALONG SAID WESTERLY LINE OF CARLSBAD BOULEVARD TO THE POINT OF BEGINNING.

TOGETHER WITH THAT PORTION OF SAID LOTH DESCRIBED AS FOLLOWS; BEGINNING AT SAID POINT "C"; THENCE SOUTH 53°42'46" WEST TO THE MEAN HIGH TIDE LINE;

THENCE NORTHERLY ALONG SAID MEAN HIGH TIDE LINE TO A LINE THAT BEARS SOUTH 30°06'00" WEST FROM CORNER NO. 1 OF SAID RANCHO AGUA HEDIONDA; THENCE NORTH 30°06'00" EAST TO SAID CORNER NO. 1; THENCE SOUTH 77°27'18" EAST, 16.27 FEET TO SAID POINT "D"; THENCE SOUTHERLY ALONG SAID WESTERLY LINE OF CARLSBAD BOULEVARD TO THE POINT OF BEGINNING.

APN: 210-010-48-00, 49 AND 50
THAT PORTION OF LOT "H" OF RANCHO AGUA HEDIONDA, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO PARTITION MAP THEREOF NO. 823, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, NOVEMBER 16, 1896, DEFINED AS PARCEL 4 IN THAT CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 30, 2001 AS INSTRUMENT NO. 2001-0789068 OF OFFICIAL RECORDS,
DESCRIBED AS FOLLOWS:

COMMENCING AT THE INTERSECTION OF THE EASTERLY LINE OF THE 100.00 FOOT WIDE RIGHT

OF-WAY OF THE ATCHISON TOPEKA AND SANTA FE RAILROAD WITH THE NORTHERLY LINE OF CANNON ROAD (60.00 FEET WIDE); THENCE ALONG SAID EASTERLY LINE NORTH 22°30'13" WEST, 1564.78 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING ALONG SAID EASTERLY LINE NORTH 22°30'13" WEST, 1990.35 FEET TO THE BEGINNING OF A NON-TANGENT CURVE CONCAVE TO THE NORTHWEST HAVING A RADIUS OF 1005.37 FEET, A RADIAL TO SAID BEGINNING BEARS SOUTH 85°54'14" EAST; THENCE NORTHEASTERLY 36.76.FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 02°05'42"; THENCE NON-TANGENT TO SAID CURVE NORTH 22°30'13" WEST, 302.87 FEET; THENCE LEAVING SAID EASTERLY LINE NORTH 61°25'37" EAST, 14.19 FEET; THENCE NORTH 30°30'37" EAST, 34.90 FEET; THENCE SOUTH 40°47'23" EAST,

63.50 FEET; THENCE SOUTH 69°10'23" EAST, 38.00 FEET; THENCE NORTH 79°19'37" EAST, 285.00 FEET; THENCE NORTH 88°07'37" EAST, 333.14 FEET; THENCE NORTH 81°53'37" EAST, 13.68 FEET TO THE WESTERLY RIGHT-OF-WAY LINE OF CALIFORNIA STATE HIGHWAY XI-SD-2B (1-5); THENCE ALONG SAID RIGHT-OF-WAY LINE SOUTH 17°57'05" EAST, 204,93 FEET; THENCE SOUTH US-DOCS\1496 2 1923.2 1

EXHIBIT B TO EASEMENT AGREEMENT
2 12°34'11"EAST, 424.72 FEET; THENCE SOUTH 22°07'51" EAST, 239.68 FEET; THENCE SOUTH 22°30'37" EAST, 1210.91 FEET; THENCE LEAVING SAID RIGHT-OF-WAY LINE SOUTH 67°37'25" WEST, 492.66 FEET; THENCE SOUTH 62°25'13" WEST, 126.26 FEET TO THE TRUE POINT OF

BEGINNING,
TOGETHER WITH THAT PORTION OF SAID LOTH DESCRIBED AS FOLLOWS:

COMMENCING AT THE NORTHEASTERLY COMER OF RECORD OF SURVEY NO. 14621, IN THE

CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, RECORDED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, AUGUST 14, 1994 AS FILE NO. 1994-500086,

SAID CORNER BEING ON THE WESTERLY LINE OF THE RIGHT-OF-WAY OF THE ATCHISON TOPEKA AND SANTA FE RAILROAD; THENCE ALONG SAID WESTERLY LINE AND EASTERLY LINE OF SAID RECORD OF SURVEY 14621 SOUTH 28°40'19" EAST, 656.70 FEET TO THE MOST SOUTHERLY CORNER OF SAID RECORD OF SURVEY NO. 14621; THENCE CONTINUING SOUTH 28°40'19" EAST, 275.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE LEAVING SAID WESTERLY LINE SOUTH 56°25'30" WEST, 61.30 FEET; THENCE SOUTH 04°59'18" WEST, 27.61 FEET; THENCE SOUTH 39°37'42" EAST, 61.38 FEET; THENCE SOUTH 77°21 '22" EAST, 49.55 FEET; THENCE SOUTH 26°45'23" EAST, 232.92 FEET; THENCE SOUTH 17°52'19" EAST, 115.92 FEET; THENCE SOUTH 02°16'37" EAST, 55.06 FEET; THENCE SOUTH 24°00'58" WEST, 44.47 FEET; THENCE SOUTH 40°45'14" WEST, 126.60 FEET; THENCE SOUTH 29°41'50" WEST, 83.42 FEET; THENCE SOUTH 27°27'35" WEST, 90.04 FEET; THENCE SOUTH 35°18'30" WEST, 212.59 FEET; THENCE SOUTH 19°22T01" EAST, 108.34 FEET; THENCE SOUTH 30°56'56" EAST, 304.06 FEET; THENCE SOUTH 14°30'21" WEST, 175.27 FEET; THENCE SOUTH 00°09'57" EAST, 123.11 FEET; THENCE SOUTH 26°53'37" EAST, 119.99 FEET; THENCE SOUTH 34°46'51" WEST, 23.60 FEET; THENCE NORTH 61°27'21" WEST, 142.77 FEET; THENCE NORTH 22°47'32" WEST, 47.01 FEET; THENCE SOUTH 67°12'28" WEST, 16.03 FEET; THENCE SOUTH 22°47'32" EAST, 22.23 FEET; THENCE SOUTH 58°37'31" WEST, 97.99 FEET; THENCE SOUTH 41 °35'28" WEST, 110.44 FEET; THENCE NORTH 74°44'52" WEST, 164.81 FEET; THENCE NORTH 05°57'51" WEST, 202.95 FEET; THENCE NORTH 30°14'20" WEST, 64.23 FEET; THENCE NORTH 64°31'22" WEST, 293.59 FEET TO THE EASTERLY LINE OF THE 100.00 FOOT WIDE CARLSBAD BOULEVARD; THENCE ALONG SAID EASTERLY LINE OF CARLSBAD BOULEVARD SOUTH 24°07'36" EAST, 913.18 FEET TO TRUE BEGINNING OF A CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 4050.00 FEET; THENCE SOUTHEASTERLY 348.89 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 04°56'09"; THENCE SOUTH 19° 11 '27" EAST, 15.63 FEET TO THE BEGINNING OF A CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 5216.55 FEET; THENCE SOUTHEASTERLY 900.29 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 09°53'18"; THENCE LEAVING SAID EASTERLY LINE OF CARLSBAD BOULEVARD NORTH 60°43'42" EAST,-103.71 FEET; THENCE NORTH 71°53'50" EAST, 49.05 FEET; THENCE NORTH 88°29'46" EAST, 149.63 FEET; THENCE NORTH 77°06'32" EAST, 80.00 FEET; THENCE NORTH 68°28'15" EAST, 121.97 FEET; THENCE NORTH 63°21'24" EAST, 220.51 FEET; THENCE NORTH 67°56'35" EAST, 167.57 FEET; THENCE NORTH 76°27'03" EAST, 60.33 FEET; THENCE SOUTH 77°37'06" EAST, 172.85 FEET; THENCE SOUTH 60°55'24" EAST, 66.30 FEET; THENCE SOUTH 45°30'57" EAST, 47.42 FEET; THENCE SOUTH 82°40'44" EAST, 84.31 FEET; THENCE SOUTH 44°29'52" EAST, 52.55 FEET TO SAID WESTERLY RIGHT-OF-WAY LINE OF SAID ATCHISON TOPEKA AND SANTA FE RAILROAD; THENCE ALONG SAID WESTERLY LINE NORTH 22°30'13"WEST, 2664.53 FEET; THENCE NORTH 28°40'19" WEST, 835.14 FEET TO THE TRUE POINT OF BEGINNING.

APN: 211-010-30-00

THAT PORTION OF RANCHO AGUA HEDIONDA, IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 823 FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, NOVEMBER 16, 1896, MORE PARTICULARLY DESCRIBED AS FOLLOWS:

US-DOCS\149621923.21

EXHIBIT B TO EASEMENT AGREEMENT
3 BEGINNING AT THE MOST NORTHERLY CORNER OF PARCEL A OF A CERTIFICATE OF COMPLIANCE RECORDED NOVEMBER 22, 1995 AS FILE NO. 1995-0532900; THENCE ALONG THE NORTHEASTERLY LINE THEREOF SOUTH 33°44'36" EAST, 1290.81 FEET; THENCE SOUTH 71°40'52" EAST, 1586.90 FEET; THENCE SOUTH 53°19'03" EAST, 893.14 FEET; THENCE SOUTH 64°01'56" EAST, 2257.42 FEET; THENCE LEAVING SAID NORTHEASTERLY LINE SOUTH 08°21'57' EAST, 182.60 FEET; THENCE SOUTH 83°25'06" WEST, 313.69 FEET; THENCE SOUTH 62°01'07" WEST, 160.23 FEET; THENCE NORTH 76°53'47" WEST, 269.28 FEET; THENCE SOUTH 55°39'38" WEST, 381.01 FEET; THENCE SOUTH 66°59'23" WEST, 594.40 FEET; THENCE SOUTH 87°02'46" WEST, 210.53 FEET; THENCE NORTH 64°43'30" WEST, 244.66 FEET; THENCE NORTH 74°31'19" WEST, 186.69 FEET; THENCE NORTH 17°29'03" WEST, 220.16 FEET; THENCE NORTH 83°34'03" WEST, 514.52 FEET; THENCE NORTH 80°57'43" WEST, 209.62 FEET; THENCE NORTH 72°35'04" WEST, 308.66 FEET; THENCE NORTH 45°17'25" WEST, 291.62 FEET; THENCE NORTH 53°58'34" WEST, 226.98 FEET; THENCE NORTH 64°17'22" WEST, 177.48 FEET; THENCE NORTH 70°53'29" WEST, 346.91 FEET; THENCE NORTH 48°58'53" WEST 87.04 FEET TO THE NORTHEASTERLY CORNER OF CERTIFICATE OF COMPLIANCE RECORDED NOVEMBER 1,1985 AS FILE NO. 85- 411922; THENCE ALONG THE NORTHEASTERLY LINE THEREOF NORTH 72°33'23" WEST, 186.00 FEET; THENCE NORTH 78°46'23" WEST, 238.00 FEET; THENCE NORTH 66°17'23" WEST, 172.00 FEET; THENCE NORTH 30°00'23" WEST, 23.00 FEET; THENCE NORTH 89°22'23" WEST, 24.00 FEET; THENCE NORTH 57°13'53" WEST, 275.40 FEET; THENCE NORTH 35°27'23" WEST, 430.00 FEET; THENCE NORTH 15°34'23" WEST, 252.00 FEEL; THENCE NORTH 27°12'23" WEST, 168.99 FEET TO A POINT ON THE EASTERLY RIGHT OF WAY LINE OF CALIFORNIA STATE HIGHWAY XI-SD-2B (1- 5); THENCE ALONG SAID RIGHT OF WAY NORTH 11°13'43" EAST, 92.85 FEET; THENCE NORTH 03°09'38" WEST, 1172.51 FEET; THENCE NORTH 17°49'10" WEST, 59.67 FEET TO THE SOUTHERLY LINE OF TRACT 238 OF MAP NO. 1681 RECORDED DECEMBER 9, 1915; THENCE LEAVING SAID RIGHT OF WAY LINE AND ALONG SAID SOUTHERLY LINE NORTH 64°10'39" EAST, 567.13 FEET TO THE POINT OF BEGINNING.

US-DOCS\149621923.21

EXHIBIT B TO EASEMENT AGREEMENT
4 EXHIBIT C TO EASEMENT AGREEMENT

LEGAL DESCRIPTION FOR SERVICE CENTER PROPERTY
That portion of Rancho Agua Hedionda, in the City of Carlsbad, County of San Diego, State of California, according to Partition Map thereof No. 823, filed in the Office of the County Recorder of said County, November 16, 1896, defined as Parcel 5 in the Certificate of Compliance recorded October 30, 2001 as file No. 2001-0789069 of Official Records, described as follows:

Commencing at the Northeasterly comer of Record of Survey No. 14621, in the City of Carlsbad, County of San Diego, State of California, recorded in the Office of the County Recorder of San Diego County, August 14, 1994 as File No. 1994-500086, said comer being on the Westerly line of the Right-of-Way of the Atchison Topeka and Santa Fe Railroad; thence along said Westerly line and Easterly line of said Record of Survey 14621 South 28°40'19" East, 656.70 feet to the most Southerly comer of said Record of Survey No. 14621; thence continuing South 28°40'19" East, 1110.14 feet; thence South 22°30'13" East, 2664.53 feet TO THE TRUE POINT OF BEGINNING; thence continuing South 22°30'13" East, 362.82 feet to the Southeast comer of Parcel 1 described in Document No. 78-430841, recorded October 10, 1978, Official Records; thence leaving said Westerly line of Railroad and along the Southerly line of said Parcel 1, North 67°33'08" West, 941.91 feet; thence leaving said Southerly line North 22°30'45" West, 324.69 feet; thence South 67°27'18" West, 343.53 feet to the Westerly line of the 100 foot wide Carlsbad Boulevard; thence along said Westerly line of Carlsbad Boulevard North 30°02'15" West, 280.66 feet to the beginning of a curve concave Easterly having a radius of 5316.55 feet; thence Northerly 88.59 feet along said curve through a central angle of 00°57'17"; thence leaving said Westerly line North 60°43'42" East, 203.71 feet; thence North 71°53'50" East, 49.05 feet; thence North 88°29'46" East, 149.63 feet; thence North 77°06'32" East, 80.00 feet; thence North 68°28'15" East, 121.97 feet; thence North 63°21'24" East, 220.51 feet; thence North 67°56'35" East, 167 .57 feet; thence North 76°27'03" East, 60.33 feet; thence South 77°37'06" East, 172.85 feet; thence South 60°55'41" East, 66.30 feet; thence South 45°30'57" East, 47.42 feet; thence South 82°40'44" East, 84.31 feet; thence South 44°29'52" East, 52.55 feet to the TRUE POINT OF BEGINNING.

The hereinabove described parcel of land contains 16.37 acres more or less.

US-DOCS\l 49621923.21
EXHIBIT"B"

EXHIBIT D TO EASEMENT AGREEMENT

ACCESS EASEMENT AREA
[See attached]
2 LEGAL DESCRIPTION
That portion of Lot H of Rancho Agua Hedionda, in the City of Carlsbad, County of San Diego, State of California, according to Partition Map thereof No. 823, filed in the Office of the County Recorder of San Diego County on November 16, 1896, being a portion of that land defined as Parcel 5 in the Certificate of Compliance recorded October 30, 2001, as Document No. 2001- 0789069, Official Records of said County, and a portion of that land defined as Parcel 6 in the Certificate of Compliance recorded October 30, 2001, as Document No. 2001-0789070, Official Records of said County, being more particularly described as follows:

BEGINNING at a found 3/4 inch iron pipe with disc stamped "LS 4312" marking the Northwesterly terminus of that certain line designated as "North 30°02' 15" West, 620.96 feet" per Record of Survey No. 17350, filed in the Office of said County Recorder on April 12, 2002, as File No. 2002-0308512, said point also being on the Easterly line of Carlsbad Boulevard per said Record of Survey, said point bears South 23°55'24" East, 2263.38 feet (calculated record North 23°55'29" West, 2263.26 feet per said Record of Survey) from a found tack and disc stamped "LS 4312" marking the Northwesterly terminus of that certain line labeled Number 29 and designated as ''North 64°31 '22" West, 293.59 feet" per said Record of Survey, said point also being the beginning of a non-tangent 5216.55 foot radius curve concave Northeasterly, a radial line to said point bears South 59°57' 50" West; thence along said Easterly line of Carlsbad Boulevard, Northwesterly along the arc of said curve through a central angle of 00°57'30" an arc distance of 87 .25 feet to a point of intersection of the Easterly line of Carlsbad Boulevard and the Northerly line of the aforementioned Parcel 5; thence leaving said Easterly line North 60°43'4T' East, 103.72 feet along said Northerly line; thence continuing along said Northerly line the following courses, North 71 °53'55" East, 49.05 feet; thence North 88°29'51" East, 149.63 feet; thence North 77°06'37" East, 80.00 feet; thence North 68°28'20" East, 27.63 feet; thence leaving said Northerly line North 86°48'23" East, 11.18 feet to the beginning of a tangent 178.00 foot radius curve concave Southwesterly; thence Southeasterly along the arc of said curve through a central angle of 100°04'04" an arc distance of 310.88 feet; thence South 06°52'26" West, 128.00 feet to the beginning of a tangent 392.00 foot radius curve concave Southeasterly; thence Southwesterly along the arc of said curve through a central angle of22°19'18" an arc distance of 152.72 feet; thence South 21 °12'57" East, 32.53 feet; thence South 22°20'14" East, 12.01 feet to the beginning of a tangent 76.00 foot radius curve concave Northeasterly; thence Southeasterly along the arc of said curve through a central angle of 36°57'43" an arc distance of 49.03 feet to the beginning of a 32.00 foot radius compound curve concave Northeasterly, a radial line to said point bears South 30°42'03" West; thence South easterly along the arc of said curve through a central angle of 34°28' 12" an arc distance of

19.25 feet; thence North 86°13'50" East, 14.87 feet to the beginning of a tangent 60.00 foot radius curve concave Northwesterly; thence Northeasterly along the arc of said curve through a central angle of 17°46'54" an arc distance of 18.62 feet to a point on the Northerly line of that certain easement granted to the City of Carlsbad for road and public utility purposes recorded on November 13, 1972, as File No. 303347 Official Records of said County; thence along said Northerly line South 67°33' 13" West, 182.60 feet to the beginning of a non-tangent 60.00 foot radius curve concave Northwesterly, a radial line to said point bears South 22°26'47" East; thence leaving said Northerly line Northeasterly along the arc of said curve through a central angle of 85°46'59" an arc distance of 89.83 feet; thence North 18°13'46" West, 38.99 feetto the 1:\22000 • SDGE Land Sarwy MSA\86_1.and Scrvice111306739 _2S0l 7.0388\198701Survey\Lcplsl 1306739-19870 NEW CITY LAND ROAD EASEMENT.docx Page I of2
beginning of a tangent 448.00 foot radius curve concave Easterly; thence Northerly along the arc of said curve through a central angle of 25°06' 12" an arc distance of 196.29 feet; thence North 06°52'26" East, 128.00 feet to the beginning of a tangent 122.00 foot radius curve concave Southwesterly; thence Northwesterly along the arc of said curve through a central angle of 100°04'04" an arc distance of213.07 feet; thence South 86°48'23" West, 287.13 feet to the beginning of a tangent 122.00 foot radius curve concave Southeasterly; thence Southwesterly along the arc of said curve through a central angle of 25°49'26" an arc distance of 54.99 feet; thence South 60°58'57" West, 9.90 feet to the beginning of a tangent 45.00 foot radius curve concave Southeasterly; thence Southwesterly along the arc of said curve through a central angle of 48°44'01" an arc distance of 38.28 feet to the beginning of 74.00 foot radius compound curve concave Southeasterly, a radial line to said point bears North 77°45'05" West; thence Southwesterly along the arc of said curve through a central angle 42°17'05" an arc distance of

54.61 feet to the POINT OF BEGINNING.

Total area: 1.25 acres more or less
03 · /3 -2S
Date
J:122000 • SDGE Land Survey MSA\86_Land Servicesl1306739_2S017.0388\19870\Swvey\Lcgalsl 1306739-19870 NEW CITY LAND ROAD EASEMENT.docx

Page 2 ends

ExhibitN
Permitted Exceptions

1. The Permitted Leases;

2. With respect to North Shore Property, a reservation in the Irrevocable Off er of Dedication for the North Shore Property, for the benefit of SDG&E providing SDG&E the right to own, operate and maintain the SDG&E facilities located on the North Shore Property in substantially the locations set forth on Annex 1 to this Exhibit;

3. With respect to the New SDG&E Land, an easement for the benefit of Cab I running with the land for surface water drainage purposes in, upon, under and along the New SDG&E Land, provided that such drainage shall occur on, over, and through such pipes, drains, gulleys, culverts, ditches, ponds and other facilities as exist on the New SDG&E Land as of the date of the Agreement; provided, that SDG&E shall not alter the foregoing or the New SDG&E Land in any manner that would alter or modify the drainage existing as of the date of the Agreement so as to have an adverse effect on Cab I or its enjoyment of the easements granted herein;

4. With respect to the New SDG&E Land, an easement for the benefit of Cab I running with the land for access purposes, in, upon, under and along the New SDG&E Land, provided that such access shall occur on, over, and through the roads as exist on the New SDG&E Land as of the date of this Agreement and that are currently utilized by Poseidon; and

5. With respect to the New SDG&E Land, notwithstanding anything to the contrary contained herein, during the Due Diligence Period SDG&E and Cab I shall negotiate the form of a covenant agreement, which shall be in form and substance reasonably satisfactory to SDG&E and Cab I, which relates to an existing lease and easement between Cab I and a third party that will encumber the New SDG&E Land.

US-DOCS\149621923.21
Annex 1 to Exhibit N
(See attached)
US-DOCS\149621923.21
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Exhibit 0
Closing Cost Limitations
Title Policy Endorsements - To the extent applicable to the Assigned Asset, available from the Title Company and requested by the City:

1. Street Assessments

2. Commercial Environmental Protection Lien

3. Covenants, Conditions and Restrictions

4. Private Rights

5. Restrictions, Encroachments, Minerals

6. Access and Entry

7. Multiple Tax Parcel/Single Tax Parcel

8. Contiguity (as applicable)

9. First Loss

10. Location

11. Doing Business

12. Same as Survey

13. Subdivision

14. Easement-Damage or Enforced Removal

15. Encroachments-Boundaries and Easements

16. Utility Access

17. Water-Improvements

18. Zoning
US-DOCS\! 4962 I 923.2 I
Exhibit P
Insurance
Section 1. The Transferee shall maintain in effect the following insurance coverages in amounts not less than the following minimum limits, as may be reasonably be amended by Transferor from time to time:
(a) Workers' Compensation and Employer's Liability insurance in accordance with statutory requirements and limits. Transferee shall also maintain Employer's Liability coverage in the amount of not less than $1,000,000 per accident and per employee for disease. In lieu of such insurance, Transferee may maintain a self-insurance program meeting the requirements of the state(s) in which the services shall be performed along with the required Employer's Liability insurance.
(b) Commercial General Liability insurance with limits of not less than $2,000,000.00 per occurrence and $4,000,000.00 in the aggregate. Such insurance shall insure against liability arising from bodily injury, property damage, personal and advertising injury, and contractual liability covering all operations of the Transferee under the Agreement. Such insurance shall provide coverage for sudden and accidental pollution and shall have no wildfire, explosion, collapse or underground exclusions (provided, that collapse and underground exclusions may be permitted in any policy in excess of the first $1,000,000 of Commercial General Liability insurance coverage). Such insurance shall contain a severability of interest or cross-liability clause. (c) Automobile Liability insurance insuring against liability for damages for bodily injury, death, or damage to property (including loss of use thereof), and occurring in any way related to the use by or on behalf of the Transferee. Such coverage shall be in an amount of not less than $1,000,000.00 combined single limit.

Section 2. On or prior to the Effective Date and at any time during the term of the Agreement, upon the Transferor's request, the Transferee shall provide the Transferor with insurance policies or current certificates including applicable endorsements, and renewal certificates thereafter, executed by a duly authorized representative of each insurer, or by the insurance agent or broker authorized to do so, evidencing the insurance coverages required to be maintained by Transferor under Section 1 above. Such policies shall:
(a) name Transferor and its parent company, and its subsidiaries, affiliates and its respective officers, directors, employees, agents, representatives, successors and assigns as an additional insured for all required polices under Section 1 above except workers' compensation insurance,
(b) contain a waiver of subrogation in favor of Transferor for all policies in Section 1,
( c) state that such insurance coverage is primary for all purposes, and US-DOCS\149621923.21
( d) state that no insurance policy may be canceled, materially revised, or subject to non-renewal without at least thirty (30) calendar days prior written notice being given to Transferor, ten (10) days for non-payment of premium.

Section 3. All required policies of insurance shall be written by companies having an A.

M. Best rating of "A-, VII" or better, or equivalent and authorized to transact business in the State of California by the Insurance Commission of California.

Section 4. Transferor shall be solely responsible for any deductible or self-insured retention on insurance required in Section 1.

Section 5. The obligation to maintain the insurance coverages set forth in Section 1, as may be reasonably amended from time to time by Transferor, shall not in any way limit or diminish any of Transferee's other obligations, responsibilities or liabilities under the Agreement.

US-DOCS\149621923.21
Exhibit 0
Environmental Reports

1. New City Property Phase I Report

2. Cannon Park Land Phase I Report
EXHIBIT"B"
13 Exhibit R
Form of Release

RELEASE
This Release (this "Release"), dated as of____ , 2025, is by and among the City of Carlsbad, a charter city located in San Diego County (the "City"), Cabrillo Power I LLC, a Delaware limited liability company ("Cab I"), San Diego Gas & Electric Company, a California corporation ("SDG&E'), Carlsbad Energy Center LLC, a Delaware limited liability company ("CEC'), and Carlsbad Municipal Water District, a public agency organized under the Municipal Water Act of 1911, and a subsidiary district of the City of Carlsbad, California ("CMWD"). The City, Cab I, SDG&E, CEC and CMWD are sometimes referred to in this Release collectively as the "Parties" and each individually as a "Party".

RECITALS
A. WHEREAS, the Parties entered into that certain Settlement Agreement, dated January 14, 2014 (the "Settlement Agreement"), pursuant to which the Parties settled certain long standing disputes between the Parties and to provide for certain other transactions specified therein, which Original Settlement Agreement encumbered the real property located in the City of Carlsbad, County of San Diego, State of California which is described on Exhibit A attached hereto. Any capitalized term used herein and not otherwise defined herein shall have the meaning ascribed to it in the Settlement Agreement.

B. WHEREAS, concurrently herewith, the Parties have executed that certain Settlement Agreement Termination Agreement (the "Termination Agreement"), pursuant to which the Parties agreed to terminate the Settlement Agreement.

C. WHEREAS, the Parties desire, in connection with such Termination Agreement, to release each of the Parties from any claims under the Settlement Agreement, as set forth herein.

NOW THEREFORE, FOR GOOD AND VALUABLE CONSIDERATION, the receipt and adequacy of which are hereby acknowledged, each Party agree as follows:

1. Release.
a. Each Party, for itself and on behalf of each of its Affiliates and its and their respective equity holders, officers, directors, managers, employees, counsel, accountants, advisers, consultants and agents (collectively, "Representatives"), hereby waives, releases and forever discharges each other Party, its Affiliates and its and their Representatives from any and all losses, liabilities, taxes or damages, including the costs and expenses (including reasonable fees and out-of-pocket expenses of counsel, consultants, experts, and other professional fees) associated therewith, whether known or unknown, which such Party has or may have in the future, arising out of or in connection with the Settlement Agreement or the transactions contemplated therein (collectively, the "Settlement Released US-DOCS\149621923.21
Claims"). For avoidance of doubt, each and every guaranty issued in support of obligations set forth in the Settlement Agreement is hereby terminated, any guarantor under the Settlement Agreement shall have no further obligations, duties or liabilities thereunder, and each Party hereby releases, waives and forever discharges any such guarantors from all obligations, duties or liabilities of whatever nature arising under or in connection with the Settlement Agreement. EACH

PARTY, FOR ITSELF AND ON BEHALF OF EACH OF ITS AFFILIATES AND

ITS AND THEIR REPRESENTATIVES, SPECIFICALLY WAIVES THE

PROVISIONS OF ANY LEGAL REQUIREMENT LIMITING THE

GENERALITY OR SCOPE OF THE RELEASES HEREIN, INCLUDING BUT NOT LIMITED TO CALIFORNIA CIVIL CODE SECTION 1542, WHICH READS AS FOLLOWS:
"A GENERAL RELEASE DOES NOT EXTEND TO

CLAIMS THAT THE CREDITOR OR RELEASING

PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN

HIS OR HER FAVOR AT THE TIME OF EXECUTING

THE RELEASE AND THAT, IF KNOWN BY HIM OR

HER, WOULD HA VE MATERIALLY AFFECTED HIS

OR HER SETTLEMENT WITH THE DEBTOR OR
RELEASING PARTY."
b. Each Party, for itself and on behalf of each of its Affiliates and its or their Representatives, acknowledges that it or its attorneys or agents may hereafter discover claims or facts in addition to, or different from, those which it now believes to be true with respect to the subject matter of the Settlement Released Claims, but agrees that (A) it has taken such possibility into account in reaching this Release, (B) the releases given herein shall be and remain in effect notwithstanding the discovery or existence of any such additional or different claims or facts, as to which such Party expressly assumes the risk, and (C) notwithstanding the discovery or existence of any such additional or different claims or facts, it is nonetheless such Party's intention, for itself and on behalf of each of its Affiliates and its and their Representatives, to fully, finally and forever settle and release all disputes and differences, known or unknown, suspected or unsuspected, as to the Settlement Released Claims. Each Party, for itself and on behalf of each of its Affiliates and its and their Representatives, hereby covenants not to file or commence any legal proceedings against any Party or any of such Party's Affiliates or its or their respective Representatives in connection with any matter released hereunder.
c. Each Party, for itself and on behalf of each of its Affiliates and its and their Representatives, acknowledges that it has carefully reviewed this Section 1 and has had the opportunity to discuss it with legal counsel and that this Section 1 is a material part of this Release.
d. This Release shall survive indefinitely.

US-DOCS\149621923.21

2. Representations and Warranties of the Parties. Each Party represents and warrants that: (a) such Party has the full right, legal power and actual authority to enter into this Release without the consent of any person, firm or entity; and (b) no past, present or future employee of such Party has any claim against any other Party for any reason.

3. Reserved.

4. Governing Law. This Agreement is governed and construed in accordance with California law. The Parties agree that the venue for any dispute arising from this Release shall be San Diego County, California.

5. Preparation of Release. No inference, assumption, or presumption shall be drawn from the fact that a Party or its attorney prepared and/or drafted this Release. It shall be conclusively presumed that all Parties participated equally in the preparation and/or drafting of this Release.

6. Voluntary Execution. The Parties acknowledge that their execution hereof is voluntary, that they have been advised by their respective legal counsel (or had an opportunity to do so and elected not to) of all of the provisions hereof, and that, in executing this Release, each is not relying on any inducements, promises, and representations made by the other Parties or his, her or its representatives except as may be expressly set forth herein.

7. General Terms. This Release contains the entire agreement between the Parties regarding the matters covered in this Release. This Release may not be altered, amended, modified, or otherwise changed in any respect, except by a writing executed by an authorized representative of each Party. This Release may be executed in counterparts, each of which shall be deemed an original, and when all taken together, shall constitute one and the same instrument. Counterparts may be delivered via facsimile, electronic mail (including PDF or any electronic signature complying with the U.S. Federal ESIGN Act of 2000, California's Uniform Electronic Transactions Act (Cal. Civil Code §1633.1 et seq. or other applicable law) or other transmission method, and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes. The section titles in this Release are used for the convenience of the Parties and are not to be taken as part of the instrument or used to interpret this Release. Time is of the essence in this Release. The undersigned, by their signatures, represent and warrant that they are authorized agents of their respective entities and are authorized to execute this Release . This Release shall bind and inure to the benefit of the Parties and their respective heirs, successors, and assigns.
[Signatures on Following Page]
US-DOCS\14962 I 923.21
IN WITNESS WHEREOF this Release has been duly executed and delivered by each Party as of the date first above written.

SDG&E:

CMWD:

Cab I:
'City:

CEC:

US-DOCS\149621923.21

SAN DIEGO GAS & ELECTRIC COMPANY
By:

Name: Kevin C. Geraghty
Title: Chief Operating Officer & Chief Safety
Officer

CARLSBAD MUNICIPAL WATER DISTRICT
By:

Name: Geoff Patnoe
Title: Executive Manager
APPROVED AS TO FORM:

By:

Name: Cindie K. McMahon
Title: General Counsel

CABRILLO POWER I LLC
By:

Name: Mark Rohrlick
Title: Vice President of Cabrillo Power I LLC

CITY OF CARLSBAD
By:

Name: Geoff Patnoe
Title: City Manager
APPROVED AS TO FORM:

By:

Name: Cindie K. McMahon
Title: City Attorney

CARLSBAD ENERGY CENTER LLC
By:

Name:. ______________ _
Title: ______________ _
EXH/BtT-S• RESIDUAL CAB I LAND
OWNEfB
CA BRILLO PO W£R I LLC,
A DELAWARE L/MIT[D LIABILITY COMPANY
750 8 STREET, SUITE 2740
SAN DIEGO, CA 92112
@ INDICATES 3/4"

IRON PIPE, DISC
STAMPED LS. 4312

PER RECORD OF
SURVEY 17 350
Exhibit S
Residual Cab I Land
500
!
SCALE: 1 "=500'
OWNEft: CABRl.1.01 l'OWSI LLC
l"0Rl10N OF ~3• 4
APN 2l>-010-47
Pat.&: 1IOIHl7-1 ~ 2

CERTIFICATE OF CO PLIANCE
REC. 10-30-2001
1--H-......:DOC #2001-0789~68, O.R.

BAalCl'EMNCII
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P'MCB.11
CAN«lN ROAD
APPLICANT:

US-DOCS\149621923.21
PLAT - art OF CAfL8BAD
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CERTIFICATE OF COMPLIANCE
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PREPARED BY:
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CERTIFICATE OF COMPLIANCE
2001-0789067
I

ENCINA REDEVELOPMENT SITE
AREA= 42.293 ACRES
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EXHIBIT -s• RESIDUAL CAB I LAND SI-EET40F4

LINE TABLE
NO. BEARING LENGTH NO. BEARING LENGTH N
L1 N24°07'36"W 9U.18' U6 N20'08'20"W 115.20'
*
L2 N64°31'22"W 293.59' L37 N22°37'35"W 536.65'
L3 N30·14•2o·w 64.23' L38 N6T31'14"E 338.82'
L4 Nos·s7•s1·w 202.95' L39 N22·2s•45 ·w 587.13'
LS N74°44°52"W 164.81' L40 N66°28'49' E 45.93'
L6 N41°35'28"E 110.44' L41 N40°03'53"W 104.82'
L7 Nss·37•31"E 97.99' L42 N6T35'26"E 65.86'
LS N22"47'32'W 22.23' L43 N22"30'08"W 29.70'
L9 N6T12'28"E 16.03' L44 N6T31'00"W 45.26'
L10 N22"47 32"W 47.01' L45 N6T37 '02"E 254.80
L11 N61 '27'21 "W 142.77' L46 N22°38'56"W 71.32'
L12 N34°46'51 "E 23.60' L47 N68·os·s4"E 18.80' z L13 N26'53'37' W 119.99' L48 N22·31 oo·w 220.90' (") L14 N00'09'57"W 123.11' L49 N6T29 '00' E 30.15'
I
;-◄
L15 N14°30'21 "E 175.27' LSD N22°05'37"W 40.90' 0 I
L16 N30'56'56"W 304.06' L51 N22°54'23"E 7.66' :;o
N19°22'01"W N6T54'23"E 39.97' > L17 108.34 L52 r=
L18 N3s·1 s•3o"E 212.59' L53 N22'54'23"E 9.50' ~
L19 N2T27'35' E 90.04' L54 N22°05'37"W 81.59' -<
L20 N29°41'50"E 83.42' L55 N6T24'16'E 40.35' -
~f.~.-'l9,
...,
L21 N40'45'14"E 126.60' L56 N 22·35' 44 'W 36.57' i
L22 N24·oo's8"E 44.47' L57 N6T47'31"E 5.94' ~ ...,. ,;. ,.., L23 No2·15•37•w 55.06' L58 N22°12°29"W 243.34' C") --l :;o r
L24 N1T5219"W 115.92' L59 N6T46'46"E 41.80 ~ <"ild' -<
L25 N26°45'23"W 232.92' L60 N22°23'17' W 53.05' "ti >
CC"> .....

L26 N77°21'22"W 49.55' L61 N6T59'06"W 24.42'
~~"ti ~
L27 N39°37'42"W 61.38' L62 N6T31'33"E 284_38 C") :::I > ·~ 1/1 L28 N04°59'18"E 27.61' L63 N22·3o•os"w 340.65' ,.., :::!! :;o UI ..., L29 NS6°25' 30"E 61.30' L64 N6T56'35"E 138.74'
N C") C") :;o 0)1,fTl
N2s·40•19"w 835.13' N63"21'24"E 220.51' gMr :;o
L30 L65 -L31 N22°30'13' W 1500.80' L66 N6s·2s·1 s"E 121.97' I e,, 00 E
1/
L32 N73"34'37'E 248.98' L67 N7T06 '32"E 80.00' -.J"Tl
00 L33 N40°03'53' W 135.39' L68 N8a·29•4s"E 149.63' ID
L34 N6T31'21"E 229.72' L69 N 71 '53'50"E 49.05 al rt;/ -.J L35 N22°37' 35"W 124.38' L70 N60'43' 42"E 103. 71' ...,, ARC TABLE \.~
NO. DELTA RADIUS LENGTH 1,'C
I V
C1 t.=oo·s 7' 30• 5216.55' 87.25' ,<?J ENCINA
'\, E.OEVELOPMENT S11E1 C2 6=09°53°18' 5216.55' 900.29' C3 t.=04°56'09" 4050.00' 348.89' 200 100 0 200
~ I
' PLAT - arr OF CNUBAD I SCALE: 1·-200·
APPLICANT: PREPARED BY: APJ>ROV'[D BY: A.P.N.:
~
210-010-47
EIN EN@NEER
HOWES !WEIi.ERi LANDY R.C.E.
~ I ENGN!ENNG
,.._,.._ --~ D!'.9. -Ulila ""91iii-illli ·ffl
~QI-·
US-DOCS\149621923.21
US-DOCS\149621923.21
Exhibit T
Residual SDG&E Land
[See attached]

EXHIBIT 'A'

LEGAL DESCRIPTION
That portion of Lot H of Rancho Agua Hedionda, in the City of Carlsbad, County of San Diego, State of California, according to Partition Map thereof No. 823, filed in the Office of the County Recorder of San Diego County on November 16, 1896, being a portion of that land defined as Parcel 5 in Certificate of Compliance recorded October 30, 2001, as Document No. 2001- 0789069, Official Records of said County, being more particularly described as follows:

COMMENCING at a found 3/4 inch iron pipe with disc stamped "LS 4312" marking the Northwesterly terminus of that certain line designated as ''North 30°02'15" West, 620.96 feet" per Record of Survey No. 17350, filed in the Office of said County Recorder on April 12, 2002, as File No. 2002-0308512, said point bears South 23°55'24" East, 2263.38 feet (calculated record North 23 °55 '29" West, 2263 .26 feet per said Record of Survey) from a found tack and disc stamped "LS 4312" marking the Northwesterly terminus of that certain line labeled Number 29 and designated as ''North 64°31 '22" West, 293.59 feet" per said Record of Survey; thence from said point of commencement North 64°21 '39" East, 505.60 feet to a point on the Northerly line of said Parcel 5, said point being the TRUE POINT OF BEGINNING; thence along said Northerly line the following courses, North 63°21 '29" East, 197.32 feet; thence North 67°56'40" East, 167.57 feet; thence North 76°27'08" East, 60.33 feet; thence South 77°37'01" East, 172.85 feet; thence South 60°55'36" East, 66.30 feet; thence South 45°30'52" East, 47.42 feet; thence South 82°40'39" East, 84.31 feet; thence South 44°29'47" East, 52.55 feet to the intersection of said Northerly line of Parcel 5 and the Westerly line of the Right-of-Way of the North San Diego County Transit Development Board Railroad, formerly the Atchison Topeka and Santa Fe Railroad Right-of-Way; thence leaving said Northerly line along said Westerly line South 22°30'08" East, 362.82 feet to a point of intersection of said Westerly line and the Northerly line of Cannon Road; thence leaving said Westerly line along said Northerly line South 67°33'13" West, 347.94 feet to the point of intersection of said Northerly line of Cannon Road and the Northerly line of that certain easement granted to the City of Carlsbad for road and public utility purposes recorded on November 13, 1972, as File No. 30334 7 Official Records of said County, said point being the beginning of a non-tangent 2960.50 foot radius curve concave Northwesterly, a radial line to said point bears South 17°42'01" East; thence leaving said Northerly line of Cannon Road along the Northerly line of said easement Southwesterly along the arc of said curve through a central angle of02°14'05" an arc distance of 115.47 feet to the beginning of a 1039.50 foot radius reverse curve concave Southeasterly, a radial line to said point bears South 15°27' 57" East; thence continuing Southwesterly along the arc of said curve through a central angle of 06°58' 50" an arc distance of 126.65 feet; thence continuing South 67°33'13" West, 188.00 feet to the beginning of a non-tangent 60.00 foot radius curve concave Northwesterly, a radial line to said point bears South 21 °33'04" East; thence leaving the Northerly line of said easement Southwesterly along the arc of said curve through a central angle of 17°46' 54" an arc distance of 18.62 feet; thence South 86°13'50" West, 14.87 feet to the beginning of a non-tangent 32.00 foot radius curve concave Northeasterly, a radial line to said point bears South 03°46'09" East; thence Northwesterly along the arc of said curve through a central angle of 34°28' 12" an arc distance of

19.25 feet to the beginning of a 76.00 foot radius compound curve concave Northeasterly, a radial line to said curve bears South 30°42'03" West; thence Northwesterly along the arc of said curve through a central angle of 36°57'43" an arc distance of 49.03 feet; thence North 22°20'14" West, 12.01 feet; thence North 21 °12'57" West, 32.53 feet to the beginning of a non-tangent 392.00 foot radius curve concave Easterly, a radial line to said point bears South 74 °33 '08" West; thence Northerly along the arc of said curve through a central angle of 22°19'18", an arc distance of 152.72 feet; thence North 06°52'26" East, 128.00 feet to the J:\22000- SDGE Land Survey MSA\86_Land Services\1306739_2S0l7.0388\19870\Survey\Legals\1306739-19870 PAR 3.docx

Page 1 ends

beginning of a tangent 178.00 foot radius curve concave Westerly; thence Northerly along the arc of said curve through a central angle of 33°36'53" an arc distance of 104.43 feet; thence North 26°44'27" West, 159.03 feet to the TRUE POINT OF BEGINNING.

Containing 10.48 acres more or less.

J:\22000- SDGE Land Survey MSA\86_Land Services\1306739_25017.0388\19870\Survey\Legals\1306739-19870 PAR 3.docx

Page 2 ends

EXHIBIT 'B'
\ \

RANCHO AGUA HEDIONDA
)
r I N
I
I
I
' \ /"'-\
------
~ v'.
~,~
,4' J, ta,' tl'.
v' ',.., -~ '.v. '5'.,~
::9 '~ ~\'&>
c> ,-..,!
r: ,~-
(") '~ ~'~ '-iii' iJI
' ~' u''
@ INDICATES PUBLIC SlREET EASEMENT GRANTED
TO TI-IE CITY OF CARLSBAD RECORDED 4/7/1964,
AS FILE NO. 62682 O.R.

ROS 17350
2002-0308512
4-12-2002
Will
~
1 OF 2
s
SH
~
/::.

7. -
~~ ~
.et: \
\
@ INDICATES ROAD & PUBLIC UTILITY EASEMENT

GRANTED TO TI-IE CITY OF CARLSBAD RECORDED
11/13/1972 AS FILE NO. 303347 O.R.
rn 2
0~<c. .

W INDICATES CERTIFlCA TE OF COMPLIANCE
RECORDED 10/30/2001 AS DOCUMENT
NO. 2001-0789069 O.R.
[I] INDICATES CERTIFlCA TE OF COMPLIANCE
RECORDED 10/30/2001 AS DOCUMENT
NO. 2001-0789070 O.R.
6_ INDICATES FOUND 3/4 INCH IRON PIPE Will-I
DISC STAMPED "LS 4312" PER ROS 17350.
• INDICATES FOUND TACK & DISC ST AMPED
"LS 4312" PER ROS 17350.

PARCEL AREA = 10.48 ACRES MORE OR LESS
SHEET 1 OF 3
11-IIS PLAT WAS PREPARED BY ME OR UNDER MY
DIRECTION IN CONFORMANCE Will-I TI-IE LAND
SURVEYOR'S ACT MBER 16, 2024.

ADAM R. L9182
SAN DIEGO GAS & ELECTRIC COMPANY 1-o~R1G_1N~AT~OR~:A-'-. ..C..sM=111-1,;.;___1-o_K_rn_1_Ns_TA_LL_: _ ....... t-------S.;;.;.A.;;...N.....;;..Dl..;;;;.EG.;;..O;;..:.,_Cc...A.;:::L;.;..IFO""'R..;;.N.;.;;.IA..;..._ _____ ---1 SURVEYED BY: R W OK:

TSAC
ENCINA EASEMENTS DRAWN BY: DATE:

SURVEY SUPPORT TSAC/REB
DATE: 09/ 16/ 24 11-IOS. BROS.
5016 CARLSBAD BLVD CARLSBAD SCALE: 1"=500'
NO. SUPPLEMENTS DATE:

TSAC: J: \22000 - SDGE LAND SURVEY MSA\86JAND SERVICES\1306739__25017.0388\19870\CADD\SURVEY\1306739-19870YAR 3.DWG C \
PROJECT NO.

NOTIF. NO.

DRAWING NO.

BY APP'D
,,.,,,..- \
\
\
II] \
\
\
cb
R = 392.00'
fl = 22'19'18"
L = 152.72'

EE DETAIL
ET 3
\

EXHIBIT 'B'
• ' _,,).
,r::iC'l .
i
m
ROS 17350
2002-0308512
4-12-2002
U1fil
~
1 OF 2

CURVE DATA TABLE

CURVE RADIUS DELTA LENGTH
Cl 2960.50' 02'14'05" 115.47'
C2 1039.50' 05·s8'so· 126.65'
'( ¢
"C")
\ -~
\
·a
N t \
I \\ \ ~
~

LINE DA TA TABLE

LINE BEARING DISTANCE
L1 N76'27'08"E 60.33'
L2 S60"55'36"E 66.30'
L3 s4s·3o•s2"E 47.42'
L4 s82·40•39"E 84.31'
LS S44'29'47"E 52.55'
L6 S67°33'13"W 188.00'
SHEET 2 OF 3
SAN DIEGO GAS & ELECTRIC COMPANY ORIGINATOR:A. SMITH OK TO INSTALL: PROJECT NO.

SAN DIEGO, CALIFORNIA 1-,s""'u=RVE-=""YE=D--,B""'Y,--: ---+--R-,-W_OK_: -------t 1----------~------------1 TSAC
EN CINA EASEMENTS 1-=D=RA=\\t-1,-:B,.,.,.Y:-=--'----D-=ATE=-: -----1

SURVEY SUPPORT TSAC/REB
DA TE: / / THOS. BROS.
5016 CARLSBAD BLVD 09 16 24
NOTIF. NO.

DRAWING NO.

CARLSBAD SCALE: 1"=150'
NO. SUPPLEMENTS DATE: BY APP'D
TSAC: J:\22000 - SOGE LAND SURVEY MSA\86_LAND SERVICES\1306739-.25017.0388\19870\CADD\SURVEY\1306739-19870YAR 3.DWG .,,.

LINE DATA TABLE

LINE BEARING DISTANCE
L6 S67'33'13"W 188.00'
L7 S8613'50"W 14.87'
LB N22'20'14"W 12.01'

CURVE DATA TABLE

CURVE RADIUS DEL TA LENGTH
C3 60.00' 17'46'54" 18.62'
C4 32.00' 34'28'12" 19.25'
----
.,,.., .,,..,
SHEET 3 OF 3
R = 76.00'
I,.= 36'57'43"
L = 49.03'

EXHIBIT 'B'
m
ROS 17350
2002-0308512
4-12-2002
Will
~
1 OF 2
.,,.., .,,.., .,,..,
.,,.., .,,.., .,,.., .,,..,
.,,..,
.,,.., .,,..,
SAN DIEGO GAS & ELECTRIC COMPANY ORIGINATOR:A. SMITH OK TO INSTALL:
.,,..,
SAN DIEGO, CALIFORNIA l-,s=u=RVE=YE~D~B~Y=---R~W-O-K:------1 _____ E_N_C_I_N_A___._E_A_S_E_M_E_N_T_S-----:.,D=-RA=WN~BY,..,...: --';~::-"'-:
1 -R-EB--=-DA--=TE=-:-------1
SURVEY SUPPORT DA TE: / / THOS. BROS.
5016 CARLSBAD BLVD ~ 16~
CARLSBAD SCALE: 1"=20'
NO. SUPPLEMENTS DATE:

TSAC: J:\22000 - SOGE LAND SUR'IEY MSA\86J.AND SERVICES\1306739...25017.0388\19870\CADD\SUR'IEY\1306739-19870YAR 3.DWG .,,.., .,,..,
i N
I
.,,.., .,,..,
.,,.., .,,..,
PROJECT NO.

NOTIF. NO.

DRAWING NO.

BY APP'D
Schedules
Schedule 7 .5
SDG&E has received an environmental citizens suit and the receipt of a Notice of Intent/Notice of Violation letter that contains various RCRA and CW A allegations related to the handling/storing of PCP-treated wood poles and crossarms at the Service Center; provided, that as of the Closing Date, this disclosure shall no longer apply.

Schedule 8.4
SDG&E will employ employees at the building commonly known as "Hilda's" on the New City Property until the Second Closing, which employees will then be transferred to the Service Center prior to the Second Closing.

Schedule 8.6
Same as Schedule 7.5.

EXHIBIT "B"
28 ATTACHMENT B
Recording requested by the City of
Carlsbad, California pursuant to
Government Code Section 27383
and when recorded mail to:

Latham & Watkins LLP
12670 High Bluff Drive
San Diego, CA 92130
Attention: James Mann, Esq.

DOC# 2025-0102870
111111111111 lllll 11111111111111111111111111111111111111111111111111111 Apr 21, 2025 04:20 PM

OFFICIAL RECORDS
JORDAN Z. MARKS,

SAN DIEGO COUNTY RECORDER
FEES: $62.00 (SB2 Atkins: $0.00)
PAGES: 17
The space above this line reserved for County Recorder's use.

Assessor's Parcel Numbers: 210-010-28, 210-010-40-00,
210-010-44-00, 210-010-45, 210-010-48, 210-010-49,
210-010-50, 211-010-30, 206-070-16 and 211-010-31

MEMORANDUM OF SEASIDE TRANSACTION AGREEMENT AND SETTLEMENT

AGREEMENT

THIS MEMORANDUM OF SEASIDE TRANSACTION AGREEMENT AND
SETTLEMENT AGREEMENT (this "Memorandum") is made and entered into as of April l.(L, 2025, by and between the City of Carlsbad, a charter city located in San Diego County (the "City"), Cabrillo Power I LLC, a Delaware limited liability company ("Cab r'), and San Diego Gas & Electric Company, a California corporation ("SDG&E'). The City, Cab I, and SDG&E are sometimes referred to in this Memorandum collectively as the "Parties" and each individually as a "Party".

RECITALS
This Memorandum is based on the following recitals:

WHEREAS, the Parties are parties to that ce1iain Seaside Transaction Agreement and Settlement Agreement (the ''Agreement") dated as of April l{fi_, 2025 (the "Effective Date"), pursuant to which the Parties have agreed to settle certain claims relating to that certain real property situated in San Diego County, California, as more particularly described in Exhibit A attached hereto;
WHEREAS, the Parties desire to execute and record this Memorandum to provide evidence and notice of the Agreement and the Party's rights thereunder.

NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Parties hereby agree and confirm as follows:

US-DOCS\ 149621923.21

ATTACHMENT B
IN WITNESS WHEREOF, the Parties have executed this Memorandum effective as of the date first written above.

SDG&E: SAN Dz& ELECTRJC COMPANY
By ~ Name: Kevinc.Gentgh
Title: Chief Operating Officer & Chief Safety
Officer

ACKNOWLEDGEMENT
A notary public or other officer completing this ce1iificate verifies only the identity of the individual who signed the document to which this ce1iificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of California
County of & IJ ~-"fr
On(~,11. >C:if'> before me, Jo\/tt-;;i'-< •-Z. , a notary public, personally appe ~ 7 _ (Here insert name and title of officer)
k'---e v' j '" Gt I' c,c-h h, , who
proved to me on the basis of satisfactor evidence to be the person'21 whose name0~ subscribed to the within instrument and acknowledged to me that ~/sh&tRey executed the same in _!!i§/1)¢/tl;l6r authorized capacity_~, and that by Jili(b.e1'1tb,e1.r signatur,>05 on the instrument the perso~, or the entity upon behalf of which the person0 acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing is true and correct.

Witness my hand and official seal.

Signatur~ (Seal)
[SIGNATURES CONTINUED ON THE FOLLOWING PAGE]
[Signatme Page -Memorandum of Settlement Agreement]

ATTACHMENT B
Cab I:

Title: Vice President

ACKNOWLEDGEMENT
A notary public or other officer completing this certificate verifies only the identity of the individual vvho signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of California
County of·-~ en-\-u r IA
On ()~J 12170' before me,1-\t; , a notary public, personally =are l/ () ~ I A , WOY-_'-~~V , who
proved to me on the basis of satisfactory evidence to be the person(s) whose name(s~re subscribed to the within instrument and acknowledged to me tha18she/they executed th~rne in !~er/their authorized capacity(ies), and that by~er/their s1gnature(s) on the instrument the ~on(s), or the entity upon behalf of which the ~n(s) acted, executed the instrument.

I certify under PENAL TY OF PERJURY under the
foregoing is true and correct.

Witness my hand and official seal.
laws of the State of California that the
) <'> ~. ◊.: HEATHER<'>D11.LEHAY i
()., ·•" y COMM.# 2464386 ::,,
(!)" •• : n1 NOTARY PUBLIC • CALIFORNIA G)
l y " VENTURA COUNTY ()
) V "~C'v-S£!11!·~~~SETJ~2'!37t
Signaturet!:Q) \ le ~ (Seal)
[SIGNATURES CONTINUED ON THE FOLLOWING PAGE]

ATTACHMENT B
City: CITY OF CARLSBAD
By: ~ Q \--
Name: Geoff Patnoe
Title: City Manager
APPROVED AS TO FORM:

By:

Name: Cindie K. McMahon
Title: City Attorney

State of California
County of ca,0 })1'e90
On A-()v'/ Jo I :t>;G before me, Sbei la ½, Cob, an
app;a;ed ' (He're insert name and title of officer)
Geo-f-£ ?;d__no•-.e_
, a notary public, personally
who
proved to me on the basis of satisfactory evidence to be the person(.s) whose name(,s-)@'are-. subscribed to the within instrument and acknowledged to me tha@~y executed the same in@:[~Yoo-rfttreir authorized capacity(i.esr, and that [email protected] signatureE-sJ on the instrument the person(s ), or the entity upon behalf of which the personfs) acted, executed the instrument.

I certify under PENAL TY OF PERJURY under the laws of the State of California that the foregoing is true and correct.

Witness my hand and official seal.

Signature~~~' CaQJt_;~(Seal)
C
US-DOCS\149621923.21
SHEILA R. COBIAN
Notary Public -California
San Diego County !
Commission , 2393059
y Comm, Expires Feb 6, 2026

ATTACHMENT B

EXHIBIT A TO MEMORANDUM OF SEASIDE TRANSACTION AGREEMENT

AND SETTLEMENT AGREEMENT

LEGAL DESCRIPTION OF LAND
[See attached]
US-DOCS\ 149621923 .21

ATTACHMENT B

LEGAL DESCRJPTION
That portion of Lot H of Rancho Hedionda, in the City of Carlsbad, County of San Diego, State of California, according to Partition Map thereof No. 823, filed in the Office of the County Recorder of San Diego County on November 16, 1896, being a portion of land defined as Parcel 5 in the Certificate of Compliance recorded October 30, 2001, as Document No.2001-0789069, Official Record of said County, being more particularly described as follows:

COMMENCING at the Northeasterly comer of Record of Survey No. 14621, recorded in the Office of the County Recorder of San Diego County, August 18, 1994 as File No. 1994-500086, said comer being on the Westerly line of the Right-of-Way of the Atchison Topeka and Santa Fe Railroad; thence along said Westerly line and Easterly line of said Record of Survey No. 14621 South 28°40'19
11 East, 656.70 feet to the most
Southerly comer of said Record of Survey No. 14621; thence continuing South 28°40' 19
11 East, 1110.14 feet; thence South 22°30'13
11 East, 2664.53 feet to the
TRUE POINT OF BEGINNING; thence continuing South 22°30'13 11 East, 362.82 feet;
thence leaving said Westerly line of Railroad, South 67°33'08 11 West, 941.91 feet; thence
North 22°30'45
11 West, 324.69 feet; thence South 67°27'18
11 West, 343.53 feet to the
Westerly line of the 100 foot wide Carlsbad Boulevard; thence along said Westerly line of Carlsbad Boulevard, North 30°02'15
11 West, 280.66 Feet to the beginning of a curve
concave Easterly having a radius of 5316.55 feet; thence Northerly 88.59 feet along said curve through a central angle of 00°57'17"; thence leaving said Westerly line, North 0°43'42
11 East, 203.71 feet; thence North 71 °53'50
11 East, 49.05 feet;
thence North 88°29'46
11 East, 149.63 feet; thence North 77°06'32
11 East, 80.00 feet; thence
North 68°28'15" East, 121.97 feet; thence North 63°21'24 11 East, 220.51 feet; thence
North 67°56'35
11 East, 167.57 feet; thence No1ih 76°27'03
11 East, 60.33 feet; thence
South 77°37'06" East, 172.85 feet; thence South 60°55'41" East, 66.30 feet; thence South 45°30'57
11 East, 47.42 feet; thence South 82°40'44
11 East, 84.31 feet; thence
South 44°29'52
11 East, 52.55 feet to the TRUE POINT OF BEGINNING.

Containing 16.37 acres more or less
/ ~ •
6Adam R. Weirich, PLS, CFedS
{)'I{) 7.Z'!;'
Date
J:\22000 -SDGE Land Survey MSA\86_Land Services\1306739_25017.0388\19870\Survey\Legals\1306739-19870 CHICAGO TITLE REPORT A.docx

Page 1 of 1 ends

Carlsbad City CouncilApril 15, 2025

Carlsbad City Council
April 15, 2025