Staff Report — Simi Valley City Council, February 24, 2025

CITY OF SIMI VALLEY

MEMORANDUM

February 24, 2025

TO: City Council

FROM: Office of the City Manager

SUBJECT: RECIPROCAL ACCESS EASEMENT AGREEMENT ON CITY- OWNED

PROPERTY LOCATED ON LOS ANGELES AVENUE, APPROXIMATELY
800 FEET WEST OF QUIMSA DRIVE (APN 500 -0-291-215 AND 500- 0- 370-145)

STAFF RECOMMENDATION

It is recommended the City Council approve a Reciprocal Access Easement Agreement on City-owned property located on Los Angeles Avenue, approximately 800 feet west of Quimsa Drive (APN 500-0-291-215 and 500-0-370-145).

BACKGROUND AND OVERVIEW
In 1975, the Simi Valley County Sanitation District ( City) acquired two p arcels that total approximately 256 acres on Los Angeles Avenue (Property), adjacent to the City’s Water Quality Control Plant. Since the acquisition, the Property has remained vacant with no current plans for development. In 2024, SMR Property LLC (SMR) contacted the City and expressed interest in obtaining an easement across a portion of the Property for the neighboring property owners, including SMR and Butler Trust (Butler). The intent is to construct an access roa d in the proposed easement area, including a bridge over the Arroyo Simi to connect Los Angeles Avenue to Tierra Rejada Road.

Securing a Reciprocal Access Easement Agreement (Agreement) from all the property owners would be the first step in developing an access road. Still, the easement alone does not commit the City to approving roadway construction. Before creating any roadway, the applicant must obtain all necessary entitlements and permits from all applicable regulatory agencies, including environmental approvals. SMR would be responsible for the cost of designing, permitting, and constructing the access road on the City-owned property. The Agreement would provide SMR with the necessary assurances to proceed to the planning phase of the access road, given the significant time and cost associated with this project.

Two of the parcels adjacent to the easement area are zoned Light Industrial . They are intended for various light manufacturing, service, technical research, and related business office uses, operating under performance standards that will result in very few outside impacts. Although no project is currently proposed for these properties, constructing an access road will increase the likelihood of future development, benefitting the City and its long-term objectives to attract new businesses, provide high-wage jobs, and expand the City’s economic base. This aligns with several strategic elements of the City’s Economic

AGENDA ITEM NO.

12A

2 Development Strategic Plan that the City Council adopted in March 2024, including Land Use / Placemaking Programs: Physical Changes to Accommodate Quality Growth . This strategic element includes optimiz ing development potential in undeveloped areas and attracting investment in new (speculative) business parks/”tech flex” buildings to accommodate targeted business growth.

The proposed location of the easement (Exhibit D-1 of the Agreement) would not impact the current operations of the neighboring Water Quality Control Plan t. In addition, improving ingress and egress would increase the value of the City -owned Property, unlock open space areas for residents, and allow the City to explore the development of new recreational amenities for residents and visitors.

FINDINGS AND ALTERNATIVES

The Agreement proposes that the City, SMR, and Butler grant each other reciprocal, non- exclusive easements for ingress and egress to facilitate the future development of their respective properties. The 40-foot-wide easement area will allow for the construction of a new access road and bridge. Under the terms of the Agreement, SMR will assume full responsibility for the design and construction costs of the access road and bridge, including engineering, permitting, and any necessary environmental review. Onc e the projects are completed, the City Council will be asked to accept the improvements, as is typical for infrastructure projects that are completed by private developers and dedicated to the City. By placing the financial burden on the private developer, the City will benefit from the improvements at a minimal cost to the taxpayer.

Attachment A shows the proposed location of the easement; however, additional design and engineering will need to be completed before finalizing the easement area. Any significant modification to the location of the proposed easement will need to be mutually agreed upon by all parties. The easement will continue to exist unless SMR fails to complete a bridge on the City -owned property not later than seven years from the Agreement's effective date. This will help ensure that the City does not grant an easement without SMR completing the proposed improvements.

Furthermore, SMR has agreed to include the City Property in its Conceptual Plans for development, ensuring that the City’s property is integrated into the overall development's planning and future economic benefits. This will save the City significant cost and time if the City chooses to pursue development on its properties

The following alternatives are available to the City Council:

1. Approve a Reciprocal Access Easement Agreement on City -owned property located on Los Angeles Avenue, approximately 800 feet west of Quimsa Drive (APN 500-0-291-215 and 500-0-370-145);

2. Authorize the City Manager, or her designee , to execute t he Agreement , including minimal and non-substantial changes;

3. Provide further direction to staff.

3 Staff recommends Alternative Nos. 1 and 2

SUGGESTED CITY COUNCIL MOTION

I move to approve a Reciprocal Access Easement Agreement between the City of Simi Valley, SMR Property Owner LLC, and the Butler Trust and authorize the City Manager , or her designee, to execute the Agreement and all related documents to facilitate the easement's establishment.

SUMMARY

SMR and Butler have expressed interest in executing a Reciprocal Access Easement Agreement that includes two City -owned properties on Los Angeles Avenue approximately 800 feet west of Quimsa Drive (APN 500- 0-291-215 and 500-0-370-145).

SMR, at its sole cost, proposes constructing a new access road and bridge, creating a new connection from Los Angeles Avenue to Tierra Rejada Road. Although no project is currently proposed for this area, constructing an access road will increase the likelihood of future development, benefitting the City and its long- term objectives to attract new businesses, provide high-wage jobs, and expand its economic base. Staff recommends that the City Council approve a resolution to execute a Reciprocal Access Easement Agreement with SMR and Butler.

____________________________________
Samantha C. Argabrite
City Manager

Prepared by: Luis Garibay, Assistant City Manager

INDEX Page

Attachment A - Easement Map ........................................................ 4 Attachment B - Reciprocal Access Easement Agreement ................ 5

BUTLER RANCH

CONCEPTUAL

ACCESS EASEMENT
City Properties
APN: 500-0-291-215 &
500-0-370-145
Proposed Easement
Simi Masson Ranch
(SMR)
Butler Trust
(Butler)
Easement Map ATTACHMENT A
4 SMR Butler Agreement 1

RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
[______________]
[______________]
Attention:

SPACE ABOVE THIS LINE FOR RECORDER’S USE

RECIPROCAL ACCESS EASEMENT AGREEMENT
THIS RECIPROCAL ACCESS EASEMENT AGREEMENT (this “Agreement”) is made as of [_______ ], 20 24 (the “Effective Date”), by and among Nicolette Jo Roth, solely as Trustee of the NONEXEMPT MARITAL TRUST OF THE BUTLER TRUST, dated May 1, 2018, and Nicolette Jo Roth, solely as Trustee of the SURVIVOR’S TRUST OF THE BUTLER TRUST, dated May 1, 2018 (together, “Butler”), SMR PROPERTY OWNER LLC, a California limited liability company (“SMR”), and the CITY OF SIMI VALLEY, a California general law city and municipal corporation (“City”). The Parties agree as follows:

1. Recitals. This Agreement is entered into with reference to the following:

A. Butler is the current fee owner of that certain unimproved real property located in the County of Ventura, State of California, commonly known as [insert address or APN], and more particularly described on Exhibit A attached hereto and incorporated herein by this reference (the “Butler Property”).

B. SMR is the current fee owner of that certain unimproved real property located in the County of Ventura, State of California, commonly known as [insert address or APN], and more particularly described on Exhibit B attached hereto and incorporated herein by this reference (the “SMR Property”).

C. City is the current fee owner of that certain unimproved real property located in the City of Simi Valley, County of Ventura, State of California, commonly known as [insert address or APN], and more particularly described on Exhibit C attached hereto and incorporated herein by this reference (the “City Property”).

D. Butler or any subsequent owner of the Butler Property is hereafter referred to as the “Butler Owner,” SMR or any subsequent owner of the SMR Property is hereafter referred to as the “SMR Owner,” and City or any subsequent owner of the City Property is hereafter referred to as the “City Owner.” The Butler Owner, SMR Owner, and City Owner are sometimes individually referred to in this Agreement as an “Owner” and collectively as the “Owners.” The Butler Property, SMR Property, and City Property are sometimes individually referred to in this Agreement as a “Property” and collectively as the “Properties.” E. Each of the Owners contemplates undertaking, or causing to be undertaken, certain improvements on the Property of such Owner. In connection with such future improvement or development of the Properties, the local governmental authorities may require that an easement for ingress and egress be

ATTACHMENT B
5 2
SMR Butler Agreement
granted by the other Owners for the benefit of the developing Owner on, over, and across that certain limited portion of the Properties as depicted on the site plan attached hereto as Exhibit D-1 and more particularly described on Exhibit D-2. The foregoing easement is referred to in this Agreement as the “Access Easement” and such limited portion of the Properties as the “Access Easement Area.” F. Each Owner desires to grant the other Owners a non-exclusive, appurtenant, reciprocal access easement over the Access Easement Area on such grantor Owner’s Property for the Easement Uses (as defined below), upon the terms and conditions set forth below.

2. Grant of Access Easement.

Each Owner grants to the other Owners, and such grantee Owner’s successors and assigns, a non- exclusive easement on, over, and across that portion of the grantor Owner’s Property shown on the site plan attached as Exhibit D-1 and more particularly described in the legal description attached as Exhibit D-2, which are incorporated by reference, solely for the purposes of vehicular ingress to and egress from the grantee Owner’s Property. The purposes and uses described in this Section are collectively referred to as the Easement Uses.” Notwithstanding anything to the contrary, the Easement Uses do not include the use as a public road or thoroughfare, and the Access Easement Area is and remains a private access road for the sole purpose of allowing each Owner and its respective Representatives (as defined below) access to such Owner’s Property, until, and unless, (i) the Easement Uses are incorporated into an easement for public use in the sole and absolute discretion of each Owner with respect to such Owner’s Property and (ii) the SMR Bridge is accepted by the City’s City Council. Each grantee may use the Access Easement in such a manner as not to (a) unreasonably interfere with, obstruct, or delay the operations of the Owner of that Property or its permittees, (b) unreasonably impact or overburden the Property, or (c) cause such Owner to incur any material cost or expense. Each of the grantor Owners may use and enjoy that portion of their respective Property within the Access Easement Area for any purpose or use which does not unreasonably interfere with the other Owners’ abilities to use the Access Easement Area for their respective Easement Uses, including, without limitation, the granting of other easements, licenses, and use rights . Each Owner may grant a revocable license to its respective members, managers, partners, shareholders, employees, agents, representatives, contractors (of any tier), tenants, subtenants, licensees, and invitees (collectively, “Representatives”) to use the Access Easement Area for the Easement Uses applicable thereto. Additionally, each Owner may grant a revocable license to fire and other emergency responders to use the Access Easement Area for the Easement Uses. No fences, gates, curbing, barriers, walls, or other structures which would prohibit or limit the free flow of ingress and egress to an d through the Access Easement Area can be erected, constructed , or installed by an Owner or a licensee; provided, however, upon the written request of Butler Owner, SMR Owner, at its sole cost and expense, shall install a customary and commercially reasonable key-coded, controlled access point of good quality at the boundary between the Butler Property and Tierra Rejada Road (which work is subject to the indemnification provision of Section ________, and the plans for which are reasonably approved in writing, in advance by Butler Owner; provided, further, notwithstanding the foregoing, at all times, SMR shall have 24/7 access through the Butler Property.

3. Additional Consideration for City Owner.

As additional consideration for City Owner’s grant of an Access Easement in accordance with this Agreement, SMR agrees to include that portion of the City Property identified as Assessor Parcel Nos. 500-0- 291-215 and 500-0-370-145 when drafting proposed land use and development plans (collectively, “Conceptual Plans”). The costs to draft the Conceptual Plans proposed by the SMR Owner and any related environmental review required by applicable law must be borne by SMR. Nothing in this Agreement constitutes consideration or approval by City Owner for the Conceptual Plans or a relinquishment of City Owner’s municipal powers (or obligatio ns) under applicable law , including, without limitation, the California Constitution.
6 3
SMR Butler Agreement

4. Term: Termination of City Property Easement.
a. Unless provided otherwise, the term of the Access Easement will begin when this Agreement is fully executed by the Parties.

b. The Access Easement will continue in effect unless SMR Owner fails to complete a bridge on the City Property as depicted in Exhibit D-1 (“SMR Bridge”) not later than seven years from the effective date of this Agreement.

c. Should SMR Owner fail to timely meet the Condition Precedent, then the Access Easement for the City Property (and SMR’s obligation to bear costs pursuant to Section 3 above) will automatically terminate upon the City of Simi Valley City Council adopting a resolution making such findings. Nothing in this Agreement is intended to limit City’s ability to extend the time for the Condition Precedent upon written direction by City’s City Council.

d. Additionally, should SMR Owner fail to timely meet the Condition Precedent, then the Access Easement over the Butler Property will automatically terminate upon Butler Owner’s notice of such termination to the other Owners, upon which the other Owners must promptly execute and acknowledge such documentation as Butler Owner may reasonably request to effectuate the termination and abandonment of Access Easement and Butler Owner will have no further obligations hereunder.

e. Should SMR Owner discontinue construction of or pursuit of construction of the SMR Bridge, or otherwise, then this Agreement and the Acess Easement will automatically terminate upon City’s City Council adopting a resolution making such findings, or upon Butler Owner’s delivery of written notice to the other Owners of such termination.

5. Term. Except as otherwise provided, the Access Easement and the covenants and obligations set forth in this Agreement related thereto continue in full force and effect until such time as the Access Easement is no longer used and needed to be used by the Owner of the Property benefitted by such easement. The Parties agree that, except as otherwise provided, in no event may this Access Easement be terminated without the prior written consent from each of the SMR Owner and the City Owner. Subject to the foregoing, each Property may hereafter be held, transferred, sold, leased, conveyed, and occupied subject to the easement, covenants, and obligations set forth herein, all of which run with the land.

6. Relocation of Access Easement Area. Each Owner may relocate the Access Easement Area on its respective Property (provided the SMR Bridge may not be relocated) , at its sole cost and expense (including reconstruction of the SMR Bridge) , in connection with the development of its Property, to an alternative location on its Property which provides comparable use to the benefitted owners of the Access Easement Area and if such relocating Owner provides continuous access, ingress, and egress to each of the benefitted Owner’s respective Property . Upon the relocating Owner's written request, the other Owners must promptly execute and acknowledge such documentation as the relocating Owner may reasonably request to effectuate the termination and abandonment of the easement granted hereunder within the Access Easement Area (including, without limitation, a recordable revision of this Agreement evidencing the relocation of the Access Easement Area).

7. Maintenance of Access Easement. Subject to Section ______ (Damage to Easement Area) below, all expenses and costs relating to the improvement, maintenance, repair, reconstruction or replacement of the surface of the Access Easement Area must be borne solely by the Owner on whose Property such Access Easement Area is located, and such Owner will cause the Access Easement Area loc ated on its Property to 7 4
SMR Butler Agreement
comply with all applicable law including, without limitation, all applicable regulatory, environmental and safety requirements at such Owner’s sole cost and expense ; provided, however, with respect to the Butler Property such maintenance , repair (including, without limitation, brush removal), repair, reconstruction, replacement of the surface, and compliance, as well as any damage to the Butler Property arising therefrom must be undertaken by SMR Owner at SMR Owner’s sole cost and expense, or, subject to compliance with Section _______ below, at Butler Owner’s election, undertaken by Butler Owner and reimbursed by SMR Owner within 10 days of written demand and delivery of reasonable documentation of costs. All work performed by SMR Owner must be reasonably approved in writing by Butler Owner in advance; and, provided, further, after the initial construction of the SMR Bridge and acceptance of same by the City’s City Council, the City may consider, but is not obligated to, maintain , reconstruct or replace the SMR Bridge in its sole discretion. All real property taxes and assessments for a Property (including, without limitation, the Access Easement Area) must be paid solely by the burdened Owner, and such burdened Owner must pay promptly all such taxes and assessments when due.

8. Damage to Easement Area . If any Owner (or its respective Representatives) (here, an “Injuring Party”) should damage or destroy any portion of another Owner’s Property, including the Access Easement Area, then the Injuring Party must, at the election of the Owner whose Property was so damaged or destroyed, either (a) repair, reconstruct or replace such damaged or destroyed portion of the Access Easement Area (at the Injuring Party's sole cost and expense) or (b) reimburse such Owner upon demand for all reasonable costs and expenses actually incurred by such Owner in repairing, reconstructing or replacing such damaged portion of the Access Easement Area.

9. Hazardous Waste.
a. Each Owner represents to the other that it has not, nor, to the Owner’s knowledge, has any third party used, generated, stored, or disposed of, or permitted the use, generation, storage, or disposal of, any Hazardous Material (as defined below) on, under, or within the respective Owner’s Property in violation of any law or regulation, except as has been remediated. b. No Owner or its Representatives (which Owner is responsible for hereunder) may release or suffer the release of oil, petroleum products, or other Hazardous Material on or in another Owner’s Property. In addition to any other requirements in this Agreement, an Owner breaching this covenant and/or releasing Hazardous Material assumes all responsibility for the investigation and cleanup of any such release and the restoration of the Property damaged by any release by Owner. Such Owner agrees to defend, indemnify, and hold all other Owners harmless against any and all damage, damages, losses, liabilities, claims, judgments, settlements, injuries, death, costs, or expenses (including reasonable attorneys’ fees) arising from such release, except to the extent caused solely by another Owner’s gross negligence or intentional misconduct. This indemnity will survive termination of the Agreement. Any and all work performed by or on behalf of the indemnitor in connection with the Hazardous Materials, including remediation, selection of contractors, and communications with governmental or quasi-governmental authorities, and other matters related to or arising therefrom, must be reasonably approved in advance by the indemnitee. The indemnitee may also elect to perform all such work, in which case the indemnitor must pay for or reimburse, at indemnitee’s election and from time to time, all reasonably documented costs of same within 10 days of written demand.

As used in this Agreement, "Hazardous Material" means any substance, chemical, or waste that is identified or subject to regulation as hazardous, toxic, or dangerous or as a pollutant or contaminant in or pursuant to any applicable federal, state, or local law or regulation (including, without limitation, oil, petroleum products, and asbestos). The foregoing indemnity is intended to operate as an agreement pursuant to 42 USC § 9607(e) (the Comprehensive Environmental Response, Compensation, and Liability Act; "CERCLA") and Health & Safety Code § 25364 to defend, protect, hold harmless, and indemnify nonpolluting Owners from all forms of liability under CERCLA, or other applicable law, for any and all matters addressed in this Agreement. 8 5
SMR Butler Agreement

10. Possessory Interest Taxes. City informs all other Owners pursuant to Revenue & Taxation Code § 107.6 that their property interest in City’s Property may be subject to property taxation if created and that private Owners may be subject to the payment of property taxes levied on their interest. City is not liable for such cost. To the extent that Butler Owner is liable for any such tax, SMR Owner must pay same prior to its due date.

11. Condemnation. If the Access Easement Area or any portion thereof is acquired via eminent domain or similar authority of law or purchase in lieu thereof (a “Taking”), the award for the value of the Access Easement Area and the improvements thereon must be used first to restore the taken Property and the Access Easement in a new location, and the remainder belongs to Owner whose Property or portion thereof was taken. If all or part of Access Easements across City Property is acquired by a Taking, Owners acknowledge that they will have no claim to any compensation awarded for the taking of the Access Easement or any portion thereof or for loss of or damage to Owner’s improvements, if any. Each Owner represents to the other Owners that to the best of its knowledge, there is no Taking proceeding pending or threatened against all or any portion of its Property.

12. Relocation Benefits. Owners acknowledge that it was informed that City is a public entity and that City’s Property was previously acquired by City for a public purpose. Owners further acknowledge that any rights acquired under this Agreement arose after the date of acquisition of City’s Property and that said rights are subject to termination when City’s Property is needed by City. Owners acknowledge that at the time of said termination of this Agreement by City, they will not be a "displaced person" entitled to any of the relocation assistance or benefits offered to displaced persons under State or Federal law.

13. Covenants of the Parties.
a. Mechanic's Liens and Removal of Liens. Each Owner shall keep that portion of the Access Easement Area on its Property free and clear of all design professional's, mechanic's or materialmen's liens which may arise out of any installation, improvement, use, inspection, maintenance, repair, reconstruction, or replacement of such Access Easement Area or any other activities or work on such Access Easement Area by such Owner. Further, no Owner may permit any lien on any other Owner’s Property arising from or related to any labor or materials in connection with work of any character performed or claimed to have been performed by, on behalf of, or at the direction of such Owner. To the extent any such liens are recorded, the Owner responsible for the imposition of the lien must cause such lien to be released and removed within 15 days of knowledge or being served notice of such filing and/or recording, either by satisfaction or by the posting of a release bond in the amount required by statute, at its sole cost. Owners understand and agree that City’s Property may not be liened for any reason under applicable law.
b. Insurance. At all times during the term of this Agreement, each Owner must obtain and maintain commercial general liability insurance covering the Access Easement Area on its Property and Easement Uses from a company in form and substance reasonably satisfactory to the other in an amount of not less than $1,000,000 per occurrence and $2,000,000 aggregate. Before commencing work on the SMR Bridge, SMR Owner must provide City Owner with evidence that SMR Owner or its general contractor carries construction risk insurance in an amount covering the construction and installation of the SMR Bridge and all related improvements. Further, SMR Owner must ensure that it and any contractors used by SMR Owner have Commercial General Liability insurance to include products and completed operations coverage and naming the Owner of the Property on which it is performed work as additional insured. SMR Owner and/or its contractors, as applicable, must be required to carry Workers’ Compensation with statutory limits and Employers Liability coverage by accident or disease of $500,000 and endorsed to provide waivers of subrogation in favor of each Owner of the Property on which it is performing work. If Butler Owner incurs any insurance premiums which increase as a result of the Access Easement or which are related to new policies to cover the Butler Property as a result of the Access Easement, SMR Owner is 9 6
SMR Butler Agreement
responsible for same and must reimburse Butler Owner within 10 days of written demand and reasonable documentation of cost; provided, however, in no event will SMR Owner have any obligation to pay for inflationary increases.
c. Indemnification. Each Owner agrees to indemnify, defend and hold the other Owners and their respective officers, directors, shareholders, partners, managers, members, affiliates, Representatives, mortgagees, trustees, successors and assigns (collectively, “Agents”) harmless from and against any and all claims, actions, causes of action, demands, damages, costs, liabilities, losses, judgments, expenses or costs of any kind or nature whatsoever (including, without limitation, reasonable attorneys' fees) arising from or relating to the indemnifying party's (or such indemnifying party’s Representatives’) negligence, willful misconduct, breach of this Agreement, or installation, improvement, use, inspection, maintenance (or failure to maintain), repair (or failure to repair), reconstruction, and replacement of the Access Easement Area or other Property of the indemnitee, except and to the extent that such death, injury, property damage or other harm arises from the negligence or willful misconduct of any other Owner or its Agents.

14. Additional Representations. Each Owner represents to the other Owners as follows: To its knowledge, no claim, litigation, proceeding, or investigation is pending or threatened against it or its respective Property that could affect the use of the Access Easement Area as contemplated herein; it has not filed any voluntary petition in bankruptcy or suffered the filing of an involuntary petition by its creditors or suffered the appointment of a receiver to take possession of substantially all of its assets.

15. Notices. Any notice, consent, approval, or request for consent required or permitted to be given under this Agreement shall be given in writing and shall be effective (i) if personally delivered, upon delivery or refusal to accept such delivery; or (ii) if mailed, three (3) days after mailing, by United States registered or certified mail, postage prepaid, return receipt requested, to the applicable address set forth below:

If to Butler: ____________________
____________________
____________________
If to SMR: ____________________
____________________
____________________
If to City: ____________________
____________________
____________________
The foregoing addresses and addressees may be changed by giving notice of such change in the manner provided for in this Section.

16. No Dedication. Nothing contained in this Agreement constitutes a gift or dedication of any portion of any Property to the general public or for the general public or for any public purpose whatsoever. It is the intention of the parties that this Agreement is limited to and for the purposes expressed herein.

Notwithstanding such declaration, Owners understand and agree that City’s Property is public property.

Consequently, no prescriptive easement or other equitable right to access City’s Property may be perfected under applicable law by any other Party to this Agreement.

17. Estoppel. Any Owner must, within 21 days after request from another Owner, deliver an estoppel certificate, which may be relied upon by the requesting Owner and any transferee or lender of the 10 7
SMR Butler Agreement
requesting Owner, confirming the continued effectiveness of this Agreement and any other matters reasonably requested by the requesting Owner.

18. Binding Effect. This Agreement and its covenants, terms, and conditions are binding upon and inure to the benefit of the parties hereto and their respective successors, assigns, heirs, executors, administrators, and legal representatives and are intended to bind, benefit, and burden the land described herein as provided in Civil Code Section 1468. If any Property is owned by more than one person or entity, all such persons and entities are collectively deemed to be the Owner of such Property and are jointly and severally liable hereunder.

19. Mortgagee Protection. This Agreement does not affect or impair the liens or security rights of the holder of a Mortgage (as hereafter defined) given in good faith and for value which is now or in the future recorded against the Property which is burdened by the easements granted herein; provided, however, that any such mortgagee is obligated to comply with any nondisturbance, recognition, attornment or similar agreement that it executes. With respect to any Mortgage recorded against such a burdened Property subsequent to the recording of this Agreement, such mortgagee or any purchaser at a foreclosure sale resulting from such mortgage or other party taking title to such property shall take subject to this Agreement and the terms and conditions set forth herein, subject to the provisions set forth in the first sentence of this Section. The term “Mortgage” means any duly recorded mortgage or deed of trust encumbering such burdened Property or portion thereof.

20. Governing Law. This Agreement shall be governed by and be interpreted in accordance with the laws of the State of California. The venue for all matters regarding this Agreement is Ventura County.

21. Counterparts. This Agreement may be executed in any number of counterparts, each of which constitutes an original, but all of which together is one instrument.

22. Authorization. Each Owner represents and warrants to the other Owners that it owns the entire fee simple interest in its Property, this Agreement has been duly authorized such representing Owner, and that the person or persons who has or have executed this Agreement on behalf of such Owner are authorized to execute and deliver this Agreement on behalf of such Owner and to bind such Owner and its respective Property to the covenants and provisions of this Agreement by her, his or their execution. Each such Owner further represents and warrants to the other Owners that no third-party consents or approvals are required as a condition to the effectiveness of this Agreement on such representing Owner (or if any such third-party consents or approvals are so required, the same have been obtained by such Owner).

23. Entire Agreement. This Agreement constitutes the entire agreement between the parties hereto with respect to the easement granted herein and the subject matter of this Agreement, and no agreement, warranty, or representation not expressly contained herein concerning the easement granted herein or the subject matter hereof in any way binds any party. This Agreement supersedes and cancels any and all previous negotiations, arrangements, or understandings, whether written or oral, between the parties with respect to the easement granted herein and the subject matter hereof.

24. Effectiveness. This Agreement, though executed, will only be effective upon its recording in the office of the County Recorder for Ventura County.

25. Enforcement; Self-Help. If any Owner fails to perform any obligation required of it hereunder (including, without limitation, repair and maintenance, or the removal of any lien, claim or encumbrance) within 10 business days after receipt of notice from any Owner describing such failure (provided, if a cure cannot be reasonably completed within 10 business days, such cure period will be extended for an aggregate cure period of 30 days so long as the failing Owner commences such action as is 11 8
SMR Butler Agreement
reasonably required to cure such failure within such initial 10 business day period and diligently and continuously pursues such cure to completion), any Owner may cure such failure to the extent it exists on such Owner’s Property, and the failing Owner must reimburse the other Owner(s) for all reasonable costs incurred in connection therewith, plus a 10% administrative fee, within 30 days after receipt of an invoice or other reasonable supporting documentation of the costs incurred therefor by such Owner(s).

26. Further Assurances. Each Owner must execute such other and further documents and instruments reasonably requested by any other Owner to more clearly evidence and carry out the provisions of this Agreement.

27. No Merger. This Agreement is not subject to the doctrine of merger.

28. No Waiver. The failure to exercise any right or remedy may not be deemed a waiver of that right or remedy unless the party entitled to that right or remedy has so agreed, expressly and in writing, and the failure to so exercise any right or remedy does not preclude the party entitled thereto from later exercising any such right or remedy. Any written waiver of default does not constitute a continuing waiver or waiver of any other same, similar, or different events of default on any future occasion unless such a waiver of such future defaults is expressed in writing, with precision. No course of dealing between any party hereto, or any owner, tenant, or other user of the Properties, in exercising any rights under this Agreement operates as a waiver of such rights, nor may any such delay, unless agreed to in writing by the parties entitled to enforce this Agreement, constitute a waiver of any obligation or default. No waiver of default will extend to or impair any other obligation not expressly waived.

29. Time Is of the Essence. Time is of the essence with regard to performance under the terms and provisions of this Agreement and any amendment, modification, or revision thereof with respect to the actions and obligations of each person bound by the terms hereof. No extension of time for payment of any sum due hereunder operates to release, discharge, modify, change, or affect the original liability as established hereunder, either in whole or in part.

30. Severability. If any provision of this Agreement conflicts with applicable law or is declared invalid, such provision shall be severed from the document , and the remainder will continue to be given full force and effect.

31. Interpretation. Section headings of this Agreement are solely for the convenience of reference and do not govern the interpretation of any of the provisions of this Agreement. Pronouns used with reference to the Owners must be construed to refer to the feminine, neuter, singular, and plural as the identity of the individual or entity referred to may require.

32. Amendment. The terms of this Agreement may only be amended or terminated by an instrument signed by each Owner, except as expressly set forth to the contrary herein.

33. Miscellaneous. The easements and the related rights set forth in this Agreement are granted subject to any restrictions, easements, encumbrances, and other matters of record affecting the Properties.

No provision herein nor any acts of the parties hereto may be construed or deemed by the parties or by any third party to create the relationship of principal and agent, or of partnership, or of joint venture, or of any association between the parties. A party hereto is bound by this Agreement only during the period such person or entity is an owner of a Property, and is only be liable for any and all sums, charges, obligations, liabilities and responsibilities that accrue during said period. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
12 9
SMR Butler Agreement
IN WITNESS WHEREOF, the parties have executed this Reciprocal Access Easement Agreement as of the Effective Date.

BUTLER: BUTLER TRUST, dated May 1, 2018

By: ______________________________
Name: NICOLETTE JO ROTH
Title: Trustee of the SURVIVOR’S TRUST OF THE
BUTLER TRUST, dated May 1, 2018

By: ______________________________
Name: NICOLETTE JO ROTH
Title: Trustee of the NONEXEMPT MARITAL TRUST
OF THE BUTLER TRUST, dated May 1, 2018
SMR: SMR PROPERTY OWNER LLC, a California limited
liability company
By: ______________________________
Name: ______________________________
Title: ______________________________
CITY: CITY OF SIMI VALLEY
By: ______________________________
Name: ______________________________
Title: ______________________________
APPROVED AS TO FORM:
________________________

13 10
SMR Butler Agreement
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 _____________ } S.S.

On _________________ before me, ___________________________, Notary Public, personally appeared __________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature

14 11
SMR Butler Agreement
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 _____________ } S.S.

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

15 12
SMR Butler Agreement
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 _____________ } S.S.

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

16 13
SMR Butler Agreement

EXHIBIT A

LEGAL DESCRIPTION OF THE BUTLER PROPERTY
All of that certain real property located in the County of Ventura, State of California, described as follows:
[Insert Legal Description]

APN:

17 14
SMR Butler Agreement

EXHIBIT B

LEGAL DESCRIPTION OF THE SMR PROPERTY
All of that certain real property located in the County of Ventura, State of California, described as follows:
[Insert Legal Description]

APN:
18 15
SMR Butler Agreement

EXHIBIT C

LEGAL DESCRIPTION OF THE CITY PROPERTY
All of that certain real property located in the City of Simi Valley, County of Ventura, State of California, described as follows:
[Insert Legal Description]

APN:

19 CALVADA
SURVEYING, INC.

EXHIBIT D-1

ACCESS EASEMENT
AVENUE
P.O.C. = POINT OF COMMENCEMENT
P.0.8. = POINT OF BEGINNING
SHEET 1 OF 5
Job No. 24673
Los Angeles
411 JENKS CIRCLE SUITE 205 CORONA CA 92878 PHONE: 951-280-9960 FAX: 951-280-9746 www.calvada.com 20 \
\
SEE SHEET 3 OF 5
EXHIBIT D-1

ACCESS EASEMENT
14 PM
\
78 \! LN0m'17": 2�J3•

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R=16Zso· !F,,76YJB'; ,"222.s•·
\ PARCELS
\
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\ '\. R=167.50' !F=14"04'J8" L=41.15'
\ " , ___ ' \ '- - �'
PARCEL4 \ -- _ -- '-- ('vK<::::, N5{J6'24"W 265.0J'
N7J"41'02"W 120.28' � )-- ' .( \ \ '1 1'-- '- R=167.50' !F=18'00'0J" L=52.62' \ c& I "-, , '-
.....__,_
\
'"' �
\ "'
\ PARCEL 3 "-"-," �
N41"J6'22"W 141.88'
\
\
\
\ \ \ R=167.50' !F=BJ"40'55" L=244.64'
40' KID£�CC£SS EASEMENT \ \
I I I \
\
\ I I
\
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\ �
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\
cc z
\ / i >
/ / / N42'04'J4''E 105.42' :; I
\
\
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1,1 \ 551
\
\ ( ( ! 11=16Z50' t,,,1J4"J5'51" L=J9
{49' � 100' '110'
\ � \ SCALE: 1"=200'
PREPARED UNDER MY SUPER't/S/ON:
\ \ \ \, S87"28'4J"W 253.50'
\ "��---- r�'_ __ \ '- -- .i..:::.;. - ---........ -----=------ -� '---\ \ )<'\ \ \ p o.B· \ R=167.50' !F=74"52'47" L=218.90'_/ ' \ \ �
\
N17'JB'J4"W 71.91' \
N11·39•1o"w 59.oo·�--, -
\ _........ -: �JADA
_........ ___;;- �A R�AD
-
SHEET 2 OF 5

CALVADA
Job No. 24673
SURVEYING, INC.
411 JENKS CIRCLE SUITE 205 CORONA CA 92878
Los Angeles
PHONE: 951-280-9960 FAX: 951-280-9746 www.calvada.com
21 SEE SHEET 4 OF 5
ll 1
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�I
I
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�I�' 1
fl:

EXHIBIT D-1

ACCESS EASEMENT
I I I
I
V
N58"34'58"W 219.56'
l " '- '- ' '- '- SJ-,, , 'v� '-
� N6J"54'11"W 230.91'
;;- I -----<-'- NS0'J1'04"W 44.72'
.......... '-
N59'01'01"W 18.59'
PREPARED UNDER MY SUPER't/S/ON:

CALVADA
SURVEYING, INC.
411 JENKS CIRCLE SUITE 205 CORONA CA 92878
Los Angeles
PHONE: 951-280-9960
cc z
Cl -
a: >
:: I a::::,U Ill
O' 100' 200'
SCALE: 1"=200'
---l--
- - � -
\
SHEET 3 OF 5
Job No. 24673
FAX: 951-280-9746 www.calvada.com
22 EXHIBIT D-1

ACCESS EASEMENT
I
I

C) C) I
C'.J 'S;j- ll'>

1.- - - - - - - - - - - - - --N90"00'00"£ 1197.29'- ---=-=.±--1 l _ --�J_c;;-= _ --� 1tr==- - - - - - - - - - - - - - - - - - - - - --T + T---- 1 - - --i
1ll: a �
C'.J �
I
I
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'i---
1 -----
1 �t
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I �· I 40• WIDE ACCESS EASEMENT
II�
I I J

20.iJµ_
I-½ 1-20·
_JI
l-40•
I

I I I I
I
I I I
I : I :I I I
PREPARED UNDER MY SUPER't/S/ON:

I Ui I �, I
SEE SHEET 3 OF 5

CALVADA
SURVEYING, INC.
411 JENKS CIRCLE SUITE 205 CORONA CA 92878
7 I
I
I
I
I
L
Los Angeles
PHONE: 951-280-9960
o' 100' 200'
SCALE: 1"=200'
SHEET 4 OF 5
Job No. 24673
FAX: 951-280-9746 www.calvada.com
23 \
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.; !!:
cc z 0 -cc ,. > i=� cc cc :::, V Ill
100'

CALVADA
----
200'
SURVEYING, INC.
----
EXHIBIT D-1

ACCESS EASEMENT

LOS ANGELES A VENUE
-------_.:,R:_1/W�\-
411 JENKS CIRCLE SUITE 205 CORONA CA 92878
Los Angeles
PHONE: 951-280-9960 FAX: 951-280-9746
--
SHEET 5 OF 5
Job No. 24673
www.calvada.com
24 EXHIBIT D-2

LEGAL DESCRIPTION

ACCESS EASEMENT
BEING A STRIP OF LAND WITHIN TRACTS “I” AND “J” OF RANCHO SIMI, RECORDED IN BOOK 3, PAGE 7 OF MISCELLANEOUS RECORDS, ALSO LYING WITHIN PARCEL 3 OF PARCEL MAP FILED IN BOOK 14, PAGE 78

OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF VENTURA COUNTY, SAID STRIP OF LAND IS 40.00 FEET WIDE, LYING 20.00 FEET ON EACH SIDE OF THE FOLLOWING DESCRIBED CENTERLINE:

COMMENCING AT THE EAST ¼ CORNER OF SECTION 6, TOWNSHIP 2 NORTH, RANGE 18 WEST, RANCHO SIMI; THENCE ALONG THE WEST LINE OF SECTIONS 6 AND 7, S00°20’16”W, 4466.34 FEET TO A POINT ON

THE CENTERLINE OF TIERRA REJADA ROAD, SAID POINT BEING ON A NON-TANGENT CURVE CONCAVE SOUTHEASTERLY, HAVING A RADIUS OF 7500.00 FEET, AND A LINE THROUGH SAID POINT THAT BEARS N02°41’08”W; THENCE SOUTHWESTERLY ALONG SAID CURVE, THROUGH A CENTRAL ANGLE OF 14°58’02”, AN ARC LENGTH OF 1959.21 FEET; THENCE CONTINUING ALONG THE CENTERLINE OF SAID TIERRA REJADA ROAD, S72°20’50”W, 1207.43 FEET; THENCE LEAVING SAID CENTERLINE, N17°39’10”W,

59.00 FEET TO A POINT ON THE NORTHWESTERLY RIGHT-OF-WAY OF TIERRA REJADA ROAD AS SHOWN ON PARCEL MAP FILED IN BOOK 14, PAGE 78, IN THE OFFICE OF THE COUNTY RECORDER OF VENTURA COUNTY, AND TO THE POINT OF BEGINNING;
THENCE N17°38’34”W, 71.91 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF 167.50 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE, THROUGH A CENTRAL ANGLE OF 74°52’47”, AN ARC LENGTH OF 218.90 FEET;
THENCE S87°28’43”W, 253.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY, HAVING A RADIUS OF 167.50 FEET; THENCE NORTHWESTERLY, NORTHERLY, AND NORTHEASTERLY ALONG SAID CURVE, THROUGH A CENTRAL ANGLE OF 134°35’51”, AN ARC LENGTH OF 393.49 FEET;
THENCE N42°04’34”E, 105.42 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE WESTERLY, HAVING A RADIUS OF 167.50 FEET; THENCE NORTHERLY ALONG SAID CURVE, THROUGH A CENTRAL ANGLE OF 83°40’55”, AN ARC LENGTH OF 244.64 FEET;
THENCE N41°36’22”W, 141.88 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF 167.50 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE, THROUGH A CENTRAL ANGLE OF 18°00’03”, AN ARC LENGTH OF 52.62 FEET; THENCE N59°36’24”W, 265.03 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF 167.50 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE, THROUGH A CENTRAL ANGLE OF 14°04’38”, AN ARC LENGTH OF 41.15 FEET; THENCE N73°41’02”W, 120.28 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY, HAVING A RADIUS OF 167.50 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE, THROUGH A CENTRAL ANGLE OF 76°08’19”, AN ARC LENGTH OF 222.59 FEET; THENCE N02°27’17”E, 215.63 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF 167.50 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE, THROUGH A CENTRAL ANGLE OF 34°43’08”, AN ARC LENGTH OF 101.50 FEET;

Page 1 of 2 ends

Page 2 of 2 ends

THENCE
N32°15’50”W, 114.53 FEET; THENCE N38°04’15”W, 93.87 FEET; THENCE N23°25’33”W, 170.06 FEET; THENCE N30°50’43”W, 137.37 FEET; THENCE N23°38’57”W, 167.48 FEET; THENCE N15°34’34”W, 268.49 FEET; THENCE N50°31’04”W, 44.72 FEET; THENCE N59°01’01”W, 78.59 FEET; THENCE N63°54’11”W, 230.91 FEET; THENCE N58°34’58”W, 219.56 FEET; THENCE N00°28’40”E, 1679.90 FEET; THENCE N90°00’00”E, 1197.29 FEET; THENCE N89°29’38”E, 1003.22 FEET; THENCE N80°11’07”E, 142.09 FEET; THENCE N62°51’46”E, 293.02 FEET; THENCE N48°22’34”E, 244.21 FEET; THENCE N03°13’22”E, 749.07 FEET TO A POINT ON THE SOUTHERLY RIGHT-OF-WAY OF LOS ANGELES AVENUE, AND TO THE END OF SAID STRIP.

THE SIDELINES OF SAID STRIP SHALL BE PROLONGED OR SHORTENED AS TO TERMINATE AT THE

NORTHWESTERLY RIGHT-OF-WAY OF TIERRA REJADA ROAD AND TO THE SOUTHERLY RIGHT-OF-WAY OR LOS ANGELES AVENUE.

SEE EXHIBIT "B" ATTACHED HERETO AND BY REFERENCE MADE A PART HEREOF.

Prepared under my supervision:
__
__________________________________
Armando D. DuPont, L.S. 7780
26 CALVADA
SURVEYING, INC.

EXHIBIT D-1

ACCESS EASEMENT
14 PM
\
78 \! LN0m'17": 2�J3•

I I I '
\ \ l lv'.

CALVADA
Job No. 24673
SURVEYING, INC.
411 JENKS CIRCLE SUITE 205 CORONA CA 92878
Los Angeles
PHONE: 951-280-9960 FAX: 951-280-9746 www.calvada.com
28 SEE SHEET 4 OF 5
ll 1
�, 1
�I
I
.:: I
�I�' 1
fl:

EXHIBIT D-1

ACCESS EASEMENT
I
I

C) C) I
C'.J 'S;j- ll'>

20.iJµ_
I-½ 1-20·
_JI
l-40•
I

I I I I
I
I I I
I : I :I I I
PREPARED UNDER MY SUPER't/S/ON:

I Ui I �, I
SEE SHEET 3 OF 5

CALVADA
SURVEYING, INC.
411 JENKS CIRCLE SUITE 205 CORONA CA 92878
7 I
I
I
I
I
L
Los Angeles
PHONE: 951-280-9960
o' 100' 200'
SCALE: 1"=200'
SHEET 4 OF 5
Job No. 24673
FAX: 951-280-9746 www.calvada.com
30 \
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cc z 0 -cc ,. > i=� cc cc :::, V Ill
100'

CALVADA
----
200'
SURVEYING, INC.
----
EXHIBIT D-1

ACCESS EASEMENT

LOS ANGELES A VENUE
-------_.:,R:_1/W�\-
411 JENKS CIRCLE SUITE 205 CORONA CA 92878
Los Angeles
PHONE: 951-280-9960 FAX: 951-280-9746
--
SHEET 5 OF 5
Job No. 24673
www.calvada.com
31 EXHIBIT D-2

LEGAL DESCRIPTION

OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF VENTURA COUNTY, SAID STRIP OF LAND IS 40.00 FEET WIDE, LYING 20.00 FEET ON EACH SIDE OF THE FOLLOWING DESCRIBED CENTERLINE:

COMMENCING AT THE EAST ¼ CORNER OF SECTION 6, TOWNSHIP 2 NORTH, RANGE 18 WEST, RANCHO SIMI; THENCE ALONG THE WEST LINE OF SECTIONS 6 AND 7, S00°20’16”W, 4466.34 FEET TO A POINT ON

Page 1 of 2 ends

Page 2 of 2 ends

THE SIDELINES OF SAID STRIP SHALL BE PROLONGED OR SHORTENED AS TO TERMINATE AT THE

NORTHWESTERLY RIGHT-OF-WAY OF TIERRA REJADA ROAD AND TO THE SOUTHERLY RIGHT-OF-WAY OR LOS ANGELES AVENUE.

SEE EXHIBIT "B" ATTACHED HERETO AND BY REFERENCE MADE A PART HEREOF.

Prepared under my supervision:
__
__________________________________
Armando D. DuPont, L.S. 7780
33

Simi Valley City CouncilFebruary 24, 2025

Simi Valley City Council
February 24, 2025