8I
Date: April 7, 2026
To: Honorable Mayor and Members of the City Council
From: Aram Chaparyan, City Manager
By: Carlos Huizar, Management Associate | [email protected] Subject: City Manager – Adopt Categorical Exemption Under California Environmental Quality Act (CEQA) Section 15301, Adopt RESOLUTIONS Approving Grant of Easement on Portion of City-Owned Property Located North on Del Amo Boulevard and Maple Avenue and License Agreement for Portion of a Public Right-of-Way on Prairie Avenue. Expenditure: None.
RECOMMENDATION
Recommendation of the City Manager that City Council:
1. Adopt a California Environmental Quality Act (CEQA) Categorical Exemption pursuant to Guidelines Section 15301 (Existing Facilities); and
2. Adopt a RESOLUTION authorizing and directing the Mayor to execute, and the City Clerk to attest to a Grant of Easement to the benefit of Torrance Black Beauty, LLC for drive- way apron and ancillary improvements on portion of city-owned property located north of Del Amo Boulevard and Maple Avenue (APN: 7352-015-900); and
3. Adopt a RESOLUTION authorizing and directing the City Manager to execute to a Public Right-of-Way License Agreement to the benefit of Torrance Black Beauty, LLC for a portion of a public right-of-way along Prairie Avenue.
FUNDING
None required.
DISCUSSION
Torrance Black Beauty, LLC (TBB) is currently developing the Del Amo Technology Center, a new industrial warehouse project located at the northeast corner of Del Amo Boulevard and Prairie Avenue. The development is situated adjacent to City-owned property and public right-of- way. To facilitate the project, the developer requires a Grant of Easement for a commercial driveway apron and a Public Right-of-Way License Agreement for security and landscaping enhancements along Prairie Avenue.
The City has negotiated with TBB to ensure the development integrates safely and efficiently with the surrounding municipal infrastructure. To provide necessary vehicular access from the Del Amo Boulevard and Maple Avenue intersection, TBB will design, construct, and maintain a 150-foot wide commercial radius driveway apron. The requested easement is essential to allow TBB to legally occupy approximately 2,938 square feet of City-owned land (APN: 7352-015-900) 1 City Council
April 7, 2026
required for the driveway and ancillary improvements, while ensuring the City retains ownership of the underlying land.
In addition to the access requirements, the City and TBB intend to improve security along the Prairie Avenue right-of-way directly affecting the project site. The proposed License Agreement permits TBB to install and maintain an 8-foot-tall wrought iron security fence, lighting, camera surveillance, and updated landscaping. This collaborative effort enhances the safety and aesthetic value of the public right-of-way at no cost to the City. The license is a temporary, contractual agreement for a term of up to five years, ensuring TBB remains responsible for all maintenance, including weed and debris management.
The proposed actions are exempt from the provisions of the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines Section 15301 (Existing Facilities). This Class 1 exemption applies to the operation, repair, maintenance, permitting, or minor alteration of existing public or private structures, facilities, or topographical features involving negligible or no expansion of existing or former use. The grant of easement and license agreement involve minor alterations to existing public rights-of-way and City-owned property to accommodate a driveway apron and security fencing, which are consistent with the industrial nature of the surrounding area and do not result in a significant expansion of use.
Approval of these agreements is a critical step in advancing the development of the Del Amo Technology Center, which contributes to the City’s local economic infrastructure. By entering into these agreements, the City ensures that all costs associated with the construction, repair, and liability of these improvements are the sole responsibility of the developer. TBB is required to maintain comprehensive insurance and indemnify the City against any claims arising from the use of these areas. Staff respectfully recommends that the City Council adopt the CEQA Categorical Exemption and the proposed resolutions to authorize the easement and license agreement.
ATTACHMENTS
1. Resolution – Public Right of Way Agreement
2. Public Right of Way Agreement
3. Resolution – Grant of Easement
4. Grant of Easement
2 RESOLUTION NO. 2026
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TORRANCE AUTHORIZING AND
DIRECTING THE MAYOR TO EXECUTE AND THE CITY CLERK TO ATTEST TO A PUBLIC
RIGHT-OF-WAY LICENSE AGREEMENT WITH TORRANCE BLACK BEAUTY, LLC FOR THE
INSTALLATION OF SECURITY FENCING AND LANDSCAPING WITHIN PORTION OF THE PRAIRIE AVENUE RIGHT-OF-WAY (ADJACENT TO APNs 7352-015-005 and 7352-015-006).
WHEREAS, the City of Torrance, California (“City”), is the owner of certain right-of-way known as Prairie Avenue; and
WHEREAS, Torrance Black Beauty, LLC (“Licensee”) is the owner of certain real properties situated in the City of Torrance identified as Assessor’s Parcel Numbers (APN) 7352-015-005 and 7352-015-006 (“Property”); and
WHEREAS, Licensee intends to develop the Property into an industrial warehouse development to be known as the Del Amo Technology Center; and
WHEREAS, the City and Licensee desire to improve security along Prairie Avenue affecting the City’s right-of-way and Licensee’s Property through the installation of an 8-foot security fence, landscaping maintenance, and debris management (“Improvements”); and WHEREAS, the City and Licensee have negotiated a Public Right-of-Way License Agreement (“License”) which grants Licensee a non-exclusive, revocable license for a maximum term of five (5) years to install and maintain said Improvements within the Licensed Premises; and WHEREAS, the City Council finds that granting this License is in the best interest of the City as it enhances area security and ensures the maintenance of the public right-of-way at the Licensee’s sole expense; and
WHEREAS, the proposed License is categorically exempted from the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines Sections 15303 (New Construction or Conversion of Small Structures) and 15304 (Minor Alterations to Land), as the project consists of minor security improvements and landscaping with negligible environmental impact.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF TORRANCE HEREBY FINDS AND DETERMINES AS FOLLOWS:
1. The City Council finds and declares that the foregoing recitals are true and correct and are incorporated into this Resolution as if fully set forth herein.
2. The City Council hereby approves the Public Right-of-Way License Agreement between the City of Torrance and Torrance Black Beauty, LLC for the use of portions of Prairie Avenue, substantially in the form presented to the City Council, together with any non- substantive or minor modifications approved by the City Manager or the City Manager’s designee, in consultation with the City Attorney.
3 ATTACHMENT 1
3. The Mayor is hereby authorized and directed to execute, and the City Clerk to attest, the License Agreement and any related documents necessary to effectuate the terms of said License.
4. The City Council finds the License is exempt from the California Environmental Quality Act pursuant to CEQA Guidelines Sections 15303 and 15304 and directs staff to file any necessary notices in accordance with CEQA.
5. This Resolution shall take effect immediately upon its adoption.
INTRODUCED, APPROVED, and ADOPTED this 7th day of April 2026.
ATTEST:
George K. Chen, Mayor Rebecca Poirier, MMC
City Clerk
APPROVED AS TO FORM: :
PATRICK Q. SULLIVAN
CITY ATTORNEY
Tatia Y . Strader
Assistant City Attorney
Exhibit A – Public Right-of-Way License Agreement
4 EXHIBIT A
PUBLIC RIGHT-OF-WAY LICENSE AGREEMENT – TORRANCE BLACK BEAUTY, LLC (TO FOLLOW ON NEXT PAGE)
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PUBLIC RIGHT OF WAY LICENSE AGREEMENT
THIS PUBLIC RIGHT-OF-WAY LICENSE AGREEMENT (“LICENSE”) is made and entered into this ___ day of ___________, 20___, between the CITY OF TORRANCE, a municipal corporation (“CITY”) and Torrance Black Beauty, LLC, a Delaware Limited Liability Company, (“LICENSEE”).
The CITY and LICENSEE may be singularly referred to herein as the Party or collectively referred to herein as the Parties.
RECITALS
A. CITY is the owner of certain right-of-way known as Prairie Avenue, which is located adjacent to the LICENSEE’s Property; and
B. LICENSEE is owner of certain real properties situated in the City of Torrance, County of Los Angeles, State of California, identified as accessor parcel number (APN): 7352-015-005 and 7352-015-006 (“Property”) ; and
C. LICENSEE intends to apply to the City to develop the Property into an industrial warehouse development to be known as the Del Amo Technology Center; and D. CITY and LICENSEE wish to improve security along Prairie Avenue affecting said CITY’s right-of-way and LICENSEE’s property; and
E. CITY consents to allow LICENSEE to use portions of the Prairie Avenue right-of-way for the purposes of installation of an 8-foot security fence (“Improvements”), landscaping maintenance, modification, and replacement, and weed and debris management, herein included as Exhibit B; and
F. LICENSEE is required to obtain all necessary permits and pay all fees prior to performing any work in the CITY’s right-of-way; and
NOW, THEREFORE, for and in consideration of the mutual promises contained herein, and other good and valuable consideration, the sufficiency of which are hereby acknowledged, the CITY and LICENSEE agree as follows:
1. PREMISES
CITY grants LICENSEE a License for the installation, maintenance, repair and replacement of security fencing and landscaping within portions of the City’s right-of-way known as Prairie Avenue depicted on Exhibit B, attached hereto and incorporated herein by reference (the “Licensed Premises”). As this License only creates a license, each Party’s rights and obligations stated hereunder are exclusively contractual. Thus, each Party agrees and understands that this License does not create a real property interest of any kind or nature, or any type of possessory real estate or possessory interest in the Licensed Premises. The entire Licensed Premises shall be for the use of Licensee, its employees, agents, servants and invitees for any lawful purposes associated with the maintenance and lawful use of the Improvements.
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2 2. PURPOSE
The Licensed Premises may be occupied and used by LICENSEE solely for the purposes of area security, including but not limited to security fencing, lighting, and camera surveillance, landscape maintenance, modification, and replacement, and weed and debris management.
3. CONDITION OF THE LICENSED PROPERTY
LICENSEE acknowledges that it has inspected and accepts the Licensed Premises in its as-is and present condition and acknowledges it is suitable for the use for which this License is granted.
4. TERM
This license will commence as of the date written above, hereinafter referred to as the Effective Date, and it shall continue for up to a maximum of five (5) years, or until the LICENSE is terminated by either party upon thirty (30) days written notice to the other party, whichever comes first.
5. UTILITIES
If the improvements are connected to any utilities (e.g. water or electricity), Licensee shall be responsible for complying with all rules and paying all rates and costs established by the utility providers.
6. NOTICE
Addresses for purpose of giving notice are as follows:
LICENSEE: Torrance Black Beauty, LLC
c/o Prologis, Inc.
Attn: Jaime Bauer
17777 Center Court Dr N, Ste 100
Cerritos California 90703
Email: [email protected]
[email protected]
CITY: City Clerk
City of Torrance
3031 Torrance Boulevard
Torrance, CA 90503
Copy to: City Manager’s Office
City of Torrance
3031 Torrance Boulevard
Torrance, CA 90503
Email: [email protected]
7. INDEMNIFICATION
Each party (LICENSEE and CITY) will indemnify, defend, and hold harmless the other Party from and against any and all liability, expenses, including defense costs and legal fees, and claims for damages 7 3
whatsoever arising from a breach of this License, damage caused to the Licensed Premises by the negligence or willful misconduct of the other Party, or any claim, lawsuit, or cause of action arising out of any act or omission by the other Party that occurs within the scope of this License. The obligation to indemnify, defend and hold harmless includes, but is not limited to, any liability or expense, including defense costs and legal fees, arising from the negligent acts or omissions, or willful misconduct of either Party, its officers, employees, agents, sublicensees or vendors.
8. INSURANCE
A. LICENSEE must maintain at its sole expense the following insurance, which will be full coverage not subject to self-insurance provisions:
1. Automobile Liability, including owned, non-owned and hired vehicles, with at least the following limits of liability:
a. Combined single limits of $2,000,000 per occurrence.
2. Commercial General Liability including coverage for premises, products and completed operations, independent LICENSEEs/vendors, personal injury and contractual obligations with limits of at least two million dollars ($2,000,000) per occurrence and four million dollars ($4,000,000) in aggregate.
3. Workers’ Compensation coverage as required by the Labor Code of the State of California and, if workers’ compensation is required, employer’s liability insurance with minimum limits of ($1,000,000) per occurrence or occupational illness. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the CITY for all work performed by the LICENSEE, its employees, agents and subLICENSEEs.
B. The insurance provided by LICENSEE will be primary and non-contributory.
C. CITY, the Successor Agency to the Former Redevelopment Agency of the City of Torrance, the City Council and each member thereof, members of boards and commissions, every officer, agent, official, employee and volunteer must be named as additional insureds under the automobile and general liability policies. Additional insured coverage endorsement must apply to all work performed by LICENSEE.
D. LICENSEE must provide certificates of insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) indicating appropriate insurance, to the City Clerk of the City of Torrance before the commencement of work.
E. Each insurance policy required by this Paragraph must contain a provision that no termination, cancellation or change of coverage can be made without notice to the CITY.
F. LICENSEE must include all subLICENSEEs as insureds under its policies or must furnish separate certificates and endorsements for each subLICENSEE. All coverage for subLICENSEEs will be subject to all of the requirements of this Paragraph 8.
G. If the LICENSEE maintains broader coverage and/or higher limits than the minimums shown above, the CITY requires and shall be entitled to the broader coverage and/or the higher limits maintained by the LICENSEE. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY. 8 4
H. The procuring of insurance shall not be construed as a limitation on liability nor as full performance of the indemnification provisions of the LICENSEE.
I. LICENSEE hereby grants to CITY a waiver of any right to subrogation which any insurer of said LICENSEE may acquire against the CITY by virtue of the payment of any loss under such insurance. LICENSEE agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the CITY has received a waiver of subrogation endorsement from the insurer.
J. In the event the Risk Manager determines that the work or services to be performed under this License creates an increased or decreased risk of loss to CITY, the LICENSEE agrees that the minimum limits of any insurance policies or performance bonds required by this License may be changed accordingly upon receipt of written notice from the Risk Manager; provided that LICENSEE will have the right to appeal a determination of increased coverage by the Risk Manager to the City Council of CITY within 10 days of receipt of notice from the Risk Manager.
9. MAINTENANCE
A. Security and maintenance (including dust control) of the site shall be the responsibility of the LICENSEE. LICENSEE agrees to maintain the site in a neat and sanitary condition. LICENSEE will maintain the site for dust control and insure that the premises are clean of all debris, surplus construction materials, and any hazardous materials (oil, fuel, etc.) at all times. Additionally, LICENSEE agrees to repair damage to surface paving, and/or existing fencing caused by LICENSEE’S operations. LICENSEE agrees to maintain all grass and vegetation and remove all weeds within the licensed premises. If after written notice to LICENSEE from CITY and a failure by LICENSEE to perform the work or correct the failure within thirty (30) days after receipt of such notice, CITY may elect to implement the repairs, maintenance and/or cleanup and reasonable out of pocket expenses incurred by CITY for such repairs, maintenance and/or cleanup will be paid by LICENSEE; provided CITY provides invoices and reasonable supporting documentation to LICENSEE of the same.
B. As the Improvements will be a part of CITY’s public right of way, LICENSEE is expected to maintain the Improvements in an acceptable matter. Upon notice of any deficiency in the Improvements, either a) by CITY; or b) by its own observation; or c) by any other means, LICENSEE shall take action as soon as possible, but not later than fifteen (15) working days after the mailing date of written notice from CITY to correct the deficiency and to protect the safety of the traveling public. In the event LICENSEE, for any reason, does not or cannot correct the deficiency within fifteen (15) working days of written notice as contemplated above, or demonstrate that action satisfactory to cure such default has been commenced and will be completed in a timely manner, or otherwise demonstrated that no deficiency exists, Licensor reserves the right to correct the deficiency and to bill LICENSEE for actual costs of such work.
LICENSEE shall pay any such bill within forty-five (45) days after receipt. Under these circumstances, CITY shall only correct the deficiency to the extent it affects use of the right of way and/or the public’s health, safety, and welfare.
C. As part of its normal street maintenance, the CITY may drive across or work adjacent to the Licensed Premises. Though CITY shall take reasonable care when doing so, CITY shall not be responsible to Licensee for any damage to the Improvements that may occur in the course of maintenance or repair work adjacent to the Licensed Premises, except to the extent caused by CITY’s negligence or willful misconduct.
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D. CITY shall not be liable to LICENSEE in the event of an emergency, such as a fire, flood or other natural cause which damages the Licensed Premises or the Improvements. In the event the Licensed Premises are damaged due to a natural disaster, it shall be the sole responsibility and cost of LICENSEE to return the Licensed Premises and, if it so elects, in its sole discretion, the Improvements, to their condition prior to the damage as is reasonably practicable. If LICENSEE chooses not to replace or repair the Improvements, it shall have the right, in its sole discretion, to terminate the License per the terms thereof.
E. LICENSEE agrees to comply with all applicable Federal, State, County and City statutes, ordinances, rules, laws or regulations (collectively, “Laws”) applicable to the Licensed Premises or LICENSEE’s exercise of its rights under this License.
F. If LICENSEE fails to maintain the licensed premises or pay CITY’s reasonable costs as provided in this Section 9, CITY shall provide written notice to LICENSEE (electronic mail shall be acceptable for notice under this Section 9F) of such failure (“Failure Notice”).
LICENSEE shall have thirty (30) days to remedy the failure identified in the Failure Notice (“Cure Period”). If at the end of the Cure Period LICENSEE has not remedied the failure identified in the Failure Notice, CITY may, at its discretion, terminate this Agreement with written notice thereof to LICENSEE. If this Agreement is terminated by the CITY, CITY and LICENSEE shall have no further rights or obligations under this Agreement except as may expressly survive termination.
10. SECURITY FENCING
E. LICENSEE shall design and construct along and outside of its Prairie Ave property boundary on the Licensed Premises, two enclosed areas of existing public right-of-way by use of an eight (8) foot tall wrought iron security fence (“Fence”). A typical detail of said Fence, including specifications, is shown in Exhibit C. A layout of the Fence around the two (2) areas is shown in Exhibit C. One area (“North Area”) will be constructed north of the new LICENSEE driveway on Prairie Ave and the second area (“South Area”) will be constructed south of the new LICENSEE driveway on Prairie Ave. Each area shall be accessible by way of its own designated gate with a minimum opening width of twelve (12) feet. The location of each gate shall be agreed upon by the CITY and LICENSEE. Both the CITY and LICENSEE will have access to North Area and South Area at all times and independent of each other.
F. LICENSEE is solely responsible to furnish, install, maintain, repair and replace the Fence for as long as this License is in place to the satisfaction of the City Engineer.
G. Prior to removing existing Trees/Mature vegetation or planting new landscape materials within the Licensed Premises, LICENSEE shall coordinate with the City Engineer and City Streetscape Manager, however no approvals or consents are required from CITY. LICENSEE is solely responsible to furnish, install, maintain, repair and replace the landscaping for as long as this License is in place.
H. Working hours at the site shall be 7:00 AM to 6:00 PM from Monday-Friday and 9:00 AM to 5:00 PM on Saturday-Sunday. Any Sunday Work requires 2 weeks’ written notice to LICENSOR: limited from 9:00 AM to 5:00 PM. The working hours set forth in this paragraph may be changed only with prior written approval from the CITY.
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10. LIMITS OF LICENSE
It is understood that the permission granted in this LICENSE is in no way to be construed by LICENSEE as permission to otherwise enter upon CITY’S other property for any purpose.
11. LIENS
LICENSEE will fully and promptly pay for all materials joined or affixed to the Licensed Property or CITY property, and fully and promptly pay all persons who perform labor upon the Licensed Premises.
LICENSEE will not suffer or permit to be filed or enforced against the Licensed Premises, or any part thereof, any mechanics’, materialmen’s contractors’, or subcontractors’ liens or stop notices arising from, or any claim for damages growing out of work conducted in the Licensed Premises on behalf of LICENSEE. LICENSEE shall pay or cause to be paid all such liens, claims or demands, including sums due with respect to stop notices, together with reasonable attorney’s fees incurred by CITY with respect thereto, within 10 business days after notice thereof and shall indemnify, hold harmless, and defend CITY from all obligations and claims made against the CITY for the work on the Licensed Premises, including reasonable attorney’s fees. LICENSEE shall furnish evidence of payment upon request of CITY.
LICENSEE may contest any lien, claim or demand by furnishing a statutory lien bond or equivalent with respect to stop notices to CITY in compliance with applicable California law. If LICENSEE does not discharge any mechanic’s lien or stop notice for works performed for LICENSEE, CITY shall have the right to discharge same (including by paying the claimant) and LICENSEE shall reimburse CITY for the cost of such discharge within 10 business days after billing. CITY reserves the right at any time to post and maintain on the Licensed Premises such notices as may be necessary to protect CITY against liability for all such liens and claims. The provisions of this section shall survive the termination of this License.
12. ABANDONMENT
Should LICENSEE at any time abandon the use of the Licensed Premises, or any part thereof, or fail at any time for a continuous period of 90 days to use the same for the purposes contemplated herein, then this License shall terminate to the extent of the portion so abandoned or discontinued, and in addition to any other rights or remedies, CITY shall immediately be entitled to exclusive possession and ownership of the portion so abandoned or discontinued, without the encumbrance of this License.
13. BREACH
Should LICENSEE breach, or fail to keep, observe or perform any agreement, covenant, term, or condition on its part contained herein, then, in addition to any other available rights and remedies, CITY at its options may:
(a) perform any necessary or appropriate corrective work at LICENSEE’s expense, which LICENSEE agrees to pay to CITY upon demand, or
(b) with or without written notice or demand, immediately terminate this License Agreement and at any time thereafter, recover possession of the Licensed Property or any part thereof, and expel and remove therefrom LICENSEE and any other person occupying the Licensed Property by lawful means, and again repossess and enjoy the Licensed Property, without any prejudice to any of the remedies that CITY may have under this License Agreement, at law or equity by reason of LICENSEE’s default or of such termination.
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14. SURRENDER
Upon termination of this License, LICENSEE may elect to leave all Improvements in place and such Improvements will become property of CITY. No termination hereof shall release LICENSEE from any liability or obligation hereunder, whether of indemnity or otherwise, resulting from any acts, omissions or events happening prior to the date LICENSEE’s property is removed and the Licensed Property and CITY property is restored except in the event of gross negligence or willful misconduct by the CITY.
15. TAXES
If, pursuant to California Revenue and Taxation Code § 107.6, this License Agreement creates a taxable possessory interest, LICENSEE is responsible to pay taxes for possessory interests if assessed.
LICENSEE agrees to pay before delinquency all taxes, including but not limited to property taxes and possessory interest taxes, that may be levied against its interest in the Leased Premises or that become a lien against the Licensed Property or its interest during the term of this Lease.
16. INTEGRATION; AMENDMENT
This License represents the entire understanding of CITY and LICENSEE as to those matters contained in it. No prior oral or written understanding will be of any force or effect with respect to the terms of this License. The License may not be modified or altered except in writing signed by both parties.
17. INTERPRETATION
The terms of this License should be construed in accordance with the meaning of the language used and should not be construed for or against either party by reason of the authorship of this License or any other rule of construction that might otherwise apply.
18. SEVERABILITY
If any part of this License is found to be in conflict with applicable Laws, that part will be inoperative, null and void insofar as it is in conflict with any applicable Laws, but the remainder of the License will remain in full force and effect.
19. GOVERNING LAW; JURISDICTION
This License will be administered and interpreted under the laws of the State of California. Jurisdiction of any litigation arising from the License will be in Los Angeles County, California.
20. WAIVER OF BREACH
No delay or omission in the exercise of any right or remedy by a nondefaulting party on any default will impair the right or remedy or be construed as a waiver. A party’s consent or approval of any act by the other party requiring the party’s consent or approval will not be deemed to waive or render unnecessary the other party’s consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and will not be a waiver of any other default concerning the same or any other provision of this License.
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21. ATTORNEY’S FEES
Except as provided for in Paragraph 7, in any dispute, litigation, arbitration, or other proceeding by which one party either seeks to enforce its rights under this License (whether in contract, tort or both) or seeks a declaration of any rights or obligations under this License, the prevailing party will be awarded reasonable attorney’s fees, together with any costs and expenses, to resolve the dispute and to enforce any judgment.
22. AUTHORITY TO EXECUTE
The persons executing this License on behalf of the LICENSEE and CITY warrant that (i) the LICENSEE is duly organized and existing; (ii) they are duly authorized to execute this License on behalf of the LICENSEE and CITY;
(iii) by so executing this License, the LICENSEE and CITY are formally bound to the provisions of this License; and
(iv) the entering into this License does not violate any provision of any other License to which the LICENSEE OR CITY is bound.
23. ASSUMPTION OF RISK AND WAIVER
To the maximum extent allowed by law, LICENSEE assumes any and all risk of loss, damage or injury of any kind to any person or property, including without limitation, the Licensed Premises,. LICENSEE’s assumption of risk shall include, without limitation, loss or damage caused by defects in any structure or improvement on the Licensed Premises, accident or fire or other casualty on the Licensed Premises,. The term “CITY” as used in this section shall include: (i) any transit or rail-related company validly operating upon or over CITY’s roads or other property, and (ii) any other persons or companies employed, retained or engaged by CITY. LICENSEE, as a material part of the consideration for this License, hereby waives all claims and demands against CITY for any such loss, damage or injury of LICENSEE, except to the extent such claims and demands arise from or are caused by the gross negligence or willful misconduct of CITY. In that connection, LICENSEE waives the benefit of California Civil Code Section 1542, which provides as follows:
A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.
The provisions of this section shall survive the termination of this License.
24. TESTS AND INSPECTIONS
CITY shall have the right at any time to inspect the Licensed Premise so as to monitor compliance with this License. If, in CITY’s sole judgment, any installation on, or use or condition of the Licensed Property may have an adverse effect on the CITY Property, adjacent property (whether or not owned by CITY) or CITY operations, CITY shall be permitted to conduct any tests or assessments, including but not limited to environmental assesses, of, on or about the Licensed Property, as it determines necessary or useful to evaluation the condition of the Licensed Property. LICENSEE shall cooperate with CITY in any tests or inspections deemed necessary by CITY. LICENSEE shall pay or reimburse CITY, as appropriate, for all reasonable costs and expenses incurred due to the tests, inspections or any necessary corrective work and inspections thereafter.
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25. HAZARDOUS/TOXIC MATERIALS USE AND INDEMNITY
LICENSEE shall operate and maintain the Licensed Premises in compliance with all Laws, and shall not cause a release of Hazardous Materials on the Licensed Premises in violation of any environmental, health and/or safety-related Laws, standards, decisions of the courts, permits or permit conditions, current existing or as amended or adopted in the future which are or become applicable to LICENSEE or the Licensed Premises (“Environmental Laws”). Except for Hazardous Materials expressly approved by CITY in writing as shown on Exhibit “B”, LICENSEE shall not cause or permit, or allow any of LICENSEE’s Parties to cause or permit, any Hazardous Materials to be brought upon, stored, used, generated, treated or disposed of on or about the CITY Property. As used herein, “Hazardous Materials” means any chemical, substance or material which is now or becomes in the future listed, defined or regulated in any manner by any Environmental Law based upon, directly or indirectly, its properties or effects.
26. UNDERGROUND STORAGE TANKS
Neither LICENSEE nor LICENSEE’s parties shall install or use any underground storage tanks on the Licensed Premises unless specifically approved in advance in writing by City, which approval may be withheld in City’s sole discretion.
27. CONDEMNATION
In the event all or any portion of the Licensed Premises shall be taken or condemned for public use (including conveyance by deed in lieu of or in settlement of condemnation proceedings), this License shall terminate and be of no further force or effect and the LICENEE and CITY shall have no further rights or obligations under this License except as may explicitly survive such termination under this License.
28. GENERAL PROVISIONS
a. Non-Exclusive License. The license granted herein is intended to be exclusive; provided however CITY specifically reserves the right to grant other limited licenses within the Licensed Property only to the extent required for utility service and repair to the bridge adjacent to the Licensed Property. CITY shall provide to LICENSEE a copy of any such licenses granted and licensees under such licenses shall be required to cooperate with LICENSEE when accessing the Licensed Property.
b. Interest of Past-due Obligations. Except as expressly herein provided, any amount due to CITY which is not paid when due shall bear interest, from the due date, at the maximum rate then allowable by law. Such interest will be due to CITY as it accrues. Payment of such interest shall not excuse or cure any default by LICENSEE under this License, provided, however, that interest shall be payable on late charges incurred by LICENSEE. c. Survival of Obligations. All obligations of LICENSEE hereunder not fully performed as of the expiration or earlier termination of the Term of this License shall survive the expiration or earlier termination of this License, including without limitation, and all obligations concerning the condition of the Licensed Premises.
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d. Termination for Public Project. LICENSEE hereby expressly recognizes and agrees that the Licensed Premise is located on CITY property that may be developed for public projects and programs which may be implemented by CITY or other public agencies, such as, but not limited to: highways, streets, sidewalks, pipelines (including but not limited to sewer, water, gas, and stormwater), utilities, conduits, rail and bus transitways, bikeways, walkways, beautification projects and other public uses (collectively “Project”), and that LICENSEE’s use of the Licensed Premises under this License is an interim use for the term of this License only.
e. No Recording. LICENSEE shall not record or permit to be recorded in the official records of the county where the Licensed Premises is located, this License, any memorandum of this License or any other document giving notice of the existence of this License or the license granted hereby.
f. Revocable License. LICENSEE agrees that notwithstanding the Improvements made by LICENSEE to the Licensed Premises or other sums expended by LICENSEE in furtherance of this License, the License granted herein is revocable by CITY in accordance with the terms of this License.
g. Governmental Capacity of City. CITY is entering into this License in its proprietary capacity as owner of right-of-way, not in its governmental capacity, and nothing in this License shall waive or alter any of CITY’s rights or powers in its governmental capacity.
[Signatures on Following Page]
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IN WITNESS WHEREOF, CITY and LICENSEE have executed this LICENSE as of the date first written above.
CITY OF TORRANCE, TORRANCE BLACK BEAUTY, LLC
a municipal corporation a Delaware Limited Liability Company Aram Chaparyan By: Prologis, L.P.
City Manager a Delaware limited partnership
its sole member
APPROVED AS TO FORM: By: Prologis, Inc.
PATRICK Q. SULLIVAN a Maryland corporation
City Attorney its general partner
By: By: ______________________
Tatia Y. Strader Name:
Assistant City Attorney Title:
Attachments: Exhibit A – Legal Description
Exhibit B – Licensed Premises
Exhibit C – Fence Detail
Exhibit D - Permitted Hazardous Materials
Nicole Torstvet
VP, Development-Entitlements
16 12
Exhibit A
Legal Description
17 EXHIBIT “A”
LEGAL DESCRIPTION
THAT PORTION OF PRAIRIE AVENUE IN THE CITY OF TORRANCE, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHERLY TERMINUS OF THAT CERTAIN COURSE, IN THE WESTERLY LINE OF PARCEL 2, OF PARCEL MAP NO. 6266, IN THE CITY OF TORRANCE, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 100, PAGES 61 THROUGH 64, INCLUSIVE OF PARCEL MAPS IN
THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY SHOWN AS HAVING A BEARING AND DISTANCE OF “NORTH 00°03'40" EAST 714.82’ “ ON SAID PARCEL MAP NO. 6266; THENCE ALONG SAID WESTERLY LINE THE FOLLOWING TWO COURSES:
1) NORTH 00°03'40" EAST 714.82 FEET TO THE BEGINNING OF A NON-TANGENT CURVE CONCAVE EASTERLY HAVING A RADIUS OF 1100.00 FEET, A RADIAL LINE OF SAID CURVE TO SAID POINT BEARS NORTH 83°00'06" WEST;
2) THENCE NORTHERLY 512.15 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 26°40'34" TO THE BEGINNING OF A CURVE CONCAVE EASTERLY HAVING A RADIUS OF 1100.00 FEET, A RADIAL LINE OF SAID CURVE TO SAID POINT BEARS NORTH 56°19'32" WEST, SAID POINT ALSO BEING THE MOST NORTHERLY CORNER OF SAID PARCEL 2;
THENCE LEAVING SAID WESTERLY LINE 21.19 FEET CONTINUING ON SAID CURVE THROUGH A CENTRAL ANGLE OF 01°06'14";
THENCE NORTH 48°00'40" WEST 70.19 FEET;
THENCE SOUTH 27°01'43" WEST 95.22 FEET TO THE BEGINNING OF A TANGENT CURVE TO THE LEFT HAVING A RADIUS OF 1160.00 FEET;
THENCE SOUTHERLY 573.53 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 28°19'41"; THENCE SOUTH 01°17'58" EAST 384.65 FEET;
THENCE SOUTH 00°00'30" EAST 207.39 FEET TO THE BEGINNING OF A TANGENT CURVE TO THE LEFT HAVING A RADIUS OF 25.00 FEET;
THENCE SOUTHERLY, SOUTHEASTERLY AND EASTERLY 38.29 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 87°45'03" TO THE POINT OF BEGINNING.
CONTAINING 1.069 ACRES, MORE OR LESS.
SUBJECT TO ALL EXISTING CONDITIONS, RESERVATIONS, RESTRICTIONS, EASEMENTS, OFFERS OF DEDICATION, RIGHTS AND RIGHTS OF WAY OF RECORD IF ANY.
SEE EXHIBIT “B” ATTACHED HERETO AND MADE A PART HEREOF, BY THIS REFERENCE.
THIS LEGAL DESCRIPTION WAS PREPARED BY ME OR UNDER MY DIRECTION.
4/9/2024
ALEX CALDER DATE P.L.S. 8863
18 13
Exhibit B
Premises
19 P.O.B
SHEET 1 OF 1
NORTH
SCALE: 1" = 200'
4/9/2024
PREPARED UNDER MY DIRECTION
_________________________________
ALEX CALDER P.L.S. 8863
DATE: ___________________________
BASIS OF BEARINGS
LINE DATA
CURVE DATA
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Exhibit C
Fence Details
21 Page No: 2
HOT DIP GALVANIZED & BLACK POWDER COATED
FENCE PANEL
CROWN FENCE COMPANY
since 1923
Torrance, CA
Osage Park Fence Improvements
Submitted by: M.ÖRTÜN
September 1, 2017Date of submittal:
Project Name:
22 Page No: 3
HOT DIP GALVANIZED & BLACK POWDER COATED
GATE
CROWN FENCE COMPANY
since 1923
Torrance, CA
Osage Park Fence Improvements
Submitted by: M.ÖRTÜN
September 1, 2017Date of submittal:
Project Name:
23 15
Exhibit D
Permitted Hazardous Materials
No hazardous materials are permitted to be used or stored on the Licensed Property 24 RESOLUTION NO. 2026
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TORRANCE AUTHORIZING AND
DIRECTING THE MAYOR TO EXECUTE AND THE CITY CLERK TO ATTEST TO GRANT OF
EASEMENT TO TORRANCE BLACK BEAUTY, LLC FOR DRIVE-WAY APRON AND
ANCILIARY IMPROVEMENTS FOR A PORTION OF CITY-OWNED PROPERTY LOCATED AT DEL AMO BOULEVARD AND MAPLE AVENUE (APN: 7352-015-900).
WHEREAS , the City of Torrance, California ("City"), is the fee owner of certain vacant property situated in the City of Torrance, County of Los Angeles, State of California, identified as Assessor’s Parcel Number (“APN”) 7352-015-900 (“Parcel A”); and WHEREAS , Torrance Black Beauty, LLC (“TBB”) is the fee owner of certain properties, located immediately adjacent to Parcel A, situated in the City of Torrance, County of Los Angeles, State of California, identified as APN 7352-015-004 (“Parcel B”), 7352-015-005 (“Parcel C”) and 7352- 015-006 (“Parcel D”); and
WHEREAS , the City and TBB have negotiated a Grant of Easement that allows TBB to utilize a portion of Parcel A, to allow for the construction and maintenance of a commercial radius driveway and any ancillary improvements, provided that no load-bearing structures or buildings shall be permitted within the easement area; and
WHEREAS , the City Council finds that granting this easement is in the best interest of the City, as it facilitates compatible commercial development and ensures the orderly use of adjacent land while generating appropriate consideration for the City; and WHEREAS , the proposed Grant of Easement is categorically exempted from the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines Sections 15303 (New Construction or Conversion of Small Structures) and 15304 (Minor Alterations to Land) of the CEQA Guidelines (Existing Facilities), as the project involves negligible environmental impact and consist of minor improvements to the property.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF TORRANCE HEREBY FINDS AND DETERMINES AS FOLLOWS:
1. The City Council finds and declares that the foregoing recitals are true and correct, and incorporated into this Resolution as if fully set forth herein.
2. The City Council hereby approves the Grant of Easement between the City of Torrance and Torrance Black Beauty, LLC to allow for the construction of a commercial radius driveway and ancillary improvements within the City-owned vacant property (APN: 7352- 015-900) as attached as Exhibit A, substantially in the form presented to the City Council, together with any non-substantive or minor modifications approved by the City Manager or the City Manager’s designee, in consultation with the City Attorney.
3. The Mayor is hereby authorized and directed to execute, and the City Clerk to attest, the Grant of Easement and any related documents necessary to effectuate the conveyance of said easement interest.
25 ATTACHMENT 3
4. The City Council finds the Grant of Easement is exempt from the California Environmental Quality Act pursuant to CEQA Guidelines Sections 15303 and 15304, and directs staff to file any necessary notices in accordance with CEQA.
5. This Resolution shall take effect immediately upon its adoption.
INTRODUCED, APPROVED , and ADOPTED this 7th day of April 2026.
ATTEST:
George K. Chen, Mayor Rebecca Poirier, MMC
City Clerk
APPROVED AS TO FORM: :
PATRICK Q. SULLIVAN
CITY ATTORNEY
Tatia Y. Strader
Assistant City Attorney
Exhibit A – Grant of Easement (Torrance Black Beauty, LLC) 26 EXHIBIT A
GRANT OF EASEMENT – TORRANCE BLACK BEAUTY, LLC
(TO FOLLOW ON NEXT PAGE)
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Torrance Black Beauty, LLC – Easement Agreement
RECORDING REQUESTED BY AND MAIL ORIGINAL TO:
Rebecca Poirier, City Clerk
CITY OF TORRANCE
3031 Torrance Boulevard
Torrance, CA 90503
COPY TO:
Torrance Black Beauty, LLC
60 State Street, Suite 2200
Boston, MA 02109
_____________________________________________________________________________________________
EASEMENT AGREEMENT WITH COVENANTS,
CONDITIONS, AND RESTRICTIONS
THIS EASEMENT AGREEMENT WITH COVENANTS, CONDITIONS, AND RESTRICTIONS (the “Agreement”) is made and entered into this 3rd day of March 2026 by and between the City of Torrance, a Municipal Corporation (the “City”) and Torrance Black Beauty, LLC, a Delaware Limited Liability Corporation (hereafter as “TBB”). The City and Torrance Black Beauty, LLC are sometimes hereinafter referred to individually as a “Party” or “Owner” and collectively as the “Parties” or “Owners.”
RECITALS
A. The City is the Owner of that certain vacant real property situated in the City of Torrance, County of Los Angeles, State of California, being portions of APN numbers 7352-015-900 (“Parcel A”), and legally described as follows:
Parcel A:
TR=PART OF THE RANCHO SAN PEDRO ALLOT- SEE ASSESSOR MAPBOOK FOR MISSING PORTION ALLOT.
B. TBB is the Owner of that certain real property situated in the City of Torrance, County of Los Angeles, State of California, being APN numbers 7352-015-004 (Parcel B) 7352-015-005 (Parcel C) and 7352-015-006 (Parcel D), legally described as follows:
Parcel B
APN: 7352-015-004
Parcel 1 of Parcel Map 6266, in the City of Torrance, County of Los Angeles, State of California, as per map filed in Book 100, Pages 61-64 inclusive of parcel maps, in the County Recorder of said County.
Except therefrom those portions of said parcels 1,2 and 4 conveyed in that certain deed recorded January 10, 1980, as instrument No. 37518 of official records of said county.
Parcel C
APN: 7352-015-005
Parcel 2 of Parcel Map 6266, in the City of Torrance, County of Los Angeles, State of California, as per map filed in Book 100, Pages 61-64 inclusive of parcel maps, in the County Recorder of said County.
Except therefrom those portions of said parcels 1,2 and 4 conveyed in that certain deed recorded January 10, 1980, as instrument No. 37518 of official records of said county.
Parcel D
APN: 7352-015-006
Parcel 4 of Parcel Map 6266, in the City of Torrance, County of Los Angeles, State of California, as per map filed in Book 100, Pages 61-64 inclusive of parcel maps, in the County Recorder of said County.
Except therefrom those portions of said parcels 1,2 and 4 conveyed in that certain deed recorded January 10, 1980, as instrument No. 37518 of official records of said county.
C. In consideration of the grant of proprietary permission by the City to encroach into Parcel A, TBB enter into this Agreement with the City, to allow the construction of a commercial radius driveway and any ancillary improvements that may be contemplated in the Easement Area defined below. No load bearing improvements or buildings are permitted within the Easement Area, as that term is defined herein.
28 ATTACHMENT 4
2 Torrance Black Beauty, LLC – Easement Agreement
D. The City and TBB desire to impose an exclusive encroachment easement upon Parcel A for the benefit of Parcel B, C, and D to establish certain covenants, conditions, and restrictions with respect to said Parcels, for the benefit and complement of Parcel B, C and D and the present and future Owners and occupants of Parcel B, C and D, on the terms and conditions and throughout the term hereinafter set forth.
NOW, THEREFORE, in consideration of the above premises and of the covenants herein contained, and other good and valuable consideration, receipt of which is hereby acknowledged, the Owners do hereby declare that the Parcels and all present and future Owners and occupants of the Parcels shall be and hereby are subject to the terms, covenants, easements, restrictions, and conditions hereinafter set forth in this Agreement, so that said Parcels shall be maintained, kept, sold and used in full compliance with and subject to this Agreement throughout the term hereof and, in connection therewith, the Owners covenant and agree as follows:
AGREEMENT
1. Definitions. For purposes hereof:
(a) The term “Access Easement” and “Easement Area” shall mean that exclusive access easement upon Parcel A for the benefit of Parcels B and C and legally described in Exhibit “A”, which is attached hereto and by reference made a part hereof.
(b) The term “Exhibit Map” shall mean that map that depicts the Easement Area over the Parcel and attached hereto as Exhibit “B” and by reference made a part hereof.
(c) The term "Owner" or "Owners" shall mean the City (as to Parcel A) and TBB (as to Parcels B, C and D) and any and all of their successors or assigns as the owner or owners of fee simple title to all or any portion of the real property covered hereby, whether by sale, assignment, inheritance, operation of law, trustee's sale, foreclosure, or otherwise, but not including the holder of any currently existing lien or encumbrance on such real property. (d) The term "Parcel" or "Parcels" shall mean each separately identified parcel of real property now constituting Parcel A, Parcel B, Parcel C and Parcel D.
(e) The term "Permittees" shall mean the tenant(s) or occupant(s) of a Parcel, and the respective employees, agents, contractors, invitees, and licensees of (i) the Owner of such Parcel, and/or (ii) such tenant(s) or occupant(s).
2. Access Easement.
2.1 Grant of Access Easement. Subject to any express conditions, limitations, or reservations contained herein, the Owners of Parcel A hereby grant, establish, covenant and agree that Parcels B, C and D shall be benefited by the following exclusive easement which is hereby imposed upon Parcels A and all present and future Owners and Permittees of Parcel A throughout the term hereof:
An access easement for the purpose of allowing TBB to occupy the Easement Area with those portions of the structures presently situated thereon, and to enable TBB to repair and maintain the Easement Area existing improvements and future permitted structures thereon in good, clean, and safe condition. As such, The City grants an easement to the TBB over and across Parcel A, as legally described on Exhibit “A”, and shown the Exhibit Map described in Exhibit “B”.
2.2 Indemnification. With respect to any liability, including claims asserted, demands, causes of action, administrative action, costs, expenses, losses, attorney fees, damages, expenses, or payments that the City may sustain or incur in any manner (“Claims”), including all Claims for damages or injuries, including but not limited to those to any person or property, arising from, related to, or resulting from entering into this Agreement or the construction, maintenance, state of use, repair or presence of the Easement Area, TBB agree to fully defend, indemnify, protect and hold harmless the City, its agents, officers, and employees from and against any and all liability with counsel of the City’s choosing.
3. Maintenance of Easement Area.
3.1. Maintenance of Easement Area. The Easement Area shall be maintained in a safe and sanitary condition at the sole cost, risk, and responsibility of TBB and their successors in interest. TBB and successors shall obtain insurance coverage for the Easement Area naming the City of Torrance as an additional insured.
3.2 Easement Area. Description. The Easement Area (approximately 2,938 sf.) entirely constitutes a portion of Parcel A for the sole purpose of providing a 150-foot wide driveway apron and ancillary improvements onto Parcels B, C and D 29 3
Torrance Black Beauty, LLC – Easement Agreement
from Del Amo Boulevard. Any destruction of the proposed driveway apron and ancillary improvements will not terminate this Agreement so long as the TBB and their successors continue to repair and maintain any structures erected in the Easement Area in good, clean, and safe condition.
4. No Rights in Public; No Implied Easements. Nothing contained herein shall be construed as creating any rights in the general public or as dedicating for public use any portion of Parcel A, Parcel B, Parcel C or Parcel D. No easements, except those expressly set forth in Section 2, shall be implied by this Agreement.
5. Remedies and Enforcement.
5.1 All Legal and Equitable Remedies Available. In the event of a breach or threatened breach by any Owner or its Permittees of any of the terms, covenants, restrictions or conditions hereof, the other Owner(s) shall be entitled forthwith to full and adequate relief by injunction and/or all such other available legal and equitable remedies from the consequences of such breach, including payment of any amounts due and/or specific performance.
5.2 Remedies Cumulative. The remedies specified herein shall be cumulative and in addition to all other remedies permitted at law or in equity.
5.3 No Termination For Breach. Notwithstanding the foregoing to the contrary, no breach hereunder shall entitle any Owner to cancel, rescind, or otherwise terminate this Agreement. No breach hereunder shall defeat or render invalid the lien of any mortgage or deed of trust upon any Parcel made in good faith for value, but the easements, covenants, conditions and restrictions hereof shall be binding upon and effective against any Owner of such Parcel covered hereby whose title thereto is acquired by foreclosure, trustee's sale, or otherwise.
5.4 Irreparable Harm. In the event of a violation or threat thereof of any of the provisions of Section 2 of this Agreement, each Owner agrees that such violation or threat thereof shall cause the non-defaulting Owner and/or its Permittees to suffer irreparable harm and such non-defaulting Owner and its Permittees shall have no adequate remedy at law. As a result, in the event of a violation or threat thereof of any of the provisions of Section 2 of this Agreement, the non-defaulting Owner and its Permittees, in addition to all remedies available at law or otherwise under this Agreement, shall be entitled to injunctive or other equitable relief to enjoin a violation or threat thereof of Section 2 of this Agreement.
6. Term. The easements, covenants, conditions and restrictions contained in this Agreement shall be effective commencing on the date of recordation of this Agreement in the office of the Los Angeles County Recorder and shall remain in full force and effect thereafter until such time as the existing Oldenburg Residence is demolished or remodeled to the extent that applicable laws would require that such Encroachment Easement be removed. At that time this Agreement will automatically terminate and be of no further force and effect, unless this Agreement is modified, amended, canceled or terminated by the written consent of all then record Owners of Parcel A, Parcel B, Parcel C and Parcel D in accordance with Section 7.2 hereof. At the request of either the Owner of Parcel A, Parcel B, C or D, all Owners agree to execute a document in recordable form to memorialize the termination hereof.
7. Miscellaneous.
7.1 Attorneys' Fees. In the event a party institutes any legal action or proceeding for the enforcement of any right or obligation herein contained, the prevailing party after a final adjudication shall be entitled to recover its costs and reasonable attorneys' fees incurred in the preparation and prosecution of such action or proceeding.
7.2 Amendment. The Owners agree that the provisions of this Agreement may be modified or amended, in whole or in part, or terminated, only by the written consent of all record Owners of Parcel A, Parcel B, Parcel C and Parcel D evidenced by a document that has been fully executed and acknowledged by all such record Owners and recorded in the official records of the County Recorder of Los Angeles County, California.
7.3 No Waiver. No waiver of any default of any obligation by any party hereto shall be implied from any omission by the other party to take any action with respect to such default.
7.4 No Agency. Nothing in this Agreement shall be deemed or construed by either party or by any third person to create the relationship of principal and agent or of limited or general partners or of joint venturers or of any other association between the parties.
7.5 Covenants to Run with Land. It is intended that each of the easements, covenants, conditions, restrictions, rights and obligations set forth herein shall run with the land and create equitable servitudes in favor of the real property benefited thereby, shall bind every person having any fee, leasehold or other interest therein and shall inure to the benefit of the respective parties and their successors, assigns, heirs, and personal representatives. 30 4
Torrance Black Beauty, LLC – Easement Agreement
7.6 Separability. Each provision of this Agreement and the application thereof to Parcel A, Parcel B, Parcel C and Parcel D are hereby declared to be independent of and severable from the remainder of this Agreement. If any provision contained herein shall be held to be invalid or to be unenforceable or not to run with the land, such holding shall not affect the validity or enforceability of the remainder of this Agreement. In the event the validity or enforceability of any provision of this Agreement is held to be dependent upon the existence of a specific legal description, the parties agree to promptly cause such legal description to be prepared. Ownership of all Parcels by the same person or entity shall not terminate this Agreement nor in any manner affect or impair the validity or enforceability of this Agreement.
7.7 Time of Essence. Time is of the essence of this Agreement.
7.8 Entire Agreement. This Agreement contains the complete understanding and agreement of the parties hereto with respect to all matters referred to herein, and all prior representations, negotiations, and understandings are superseded hereby.
7.9 Authority. Each person executing this Agreement represents and warrants that he or she is duly authorized to execute and deliver this Agreement on his behalf or on behalf of the entity which he represents. Each person shall, within thirty (30) days after request, deliver to the other person satisfactory evidence of such authority.
7.10 Choice of Law; Venue. This Agreement shall be interpreted pursuant to the laws of the State of California. Any action to enforce or interpret the terms or conditions of this Agreement shall be brought in the Superior Court in Los Angeles County. The Owners hereby waive any right to remove any such action from Los Angeles County as is otherwise permitted by California Civil Code of Procedure section 394.
IN WITNESS WHEREOF, The City and Torrance Black Beauty, LLC have executed this Agreement as of the date first written above.
CITY OF TORRANCE,
a municipal corporation
__________________________
George K. Chen
Mayor
ATTEST:
Rebecca Poirier, MMC
TORRANCE BLACK BEAUTY, LLC
a Delaware Limited Liability Company
By: Name: __________________________
Title: ___________________________
City Clerk
APPROVED AS TO FORM: By: Prologis, L.P.
PATRICK Q. SULLIVAN a Maryland corporation
City Attorney Its general partner
By: _______________________________ Name: ____________________________ Tatia Strader
Assistant City Attorney Title: ______________________________ 31 5
1.docx
32 5
Torrance Black Beauty, LLC – Easement Agreement
33 5
Torrance Black Beauty, LLC – Easement Agreement
34 6
Torrance Black Beauty, LLC – Easement Agreement
EXHIBIT “A”
LEGAL DESCRIPTION OF EASEMENT AREA
35 6
Torrance Black Beauty, LLC – Easement Agreement
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1.docx
EXHIBIT “B”
DIAGRAM OF EASEMENT AREA
37 7
1.docx
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1.docx
EXHIBIT “C”
LEGAL DESCRIPTION OF “ PARCEL A” CITY PROPERTY FOR EASEMENT APN: 7532-015-900
PROPERTY ADDRESS: UNADDRESSED
CURRENT PROPERTY OWNER: CITY OF TORRANCE
TR=PART OF THE RANCHO SAN PEDRO ALLOT- SEE ASSESSOR MAPBOOK FOR MISSING PORTION ALLOT. 39 9
Torrance Black Beauty, LLC – Easement Agreement
EXHIBIT “D”
LEGAL DESCRIPTION OF BENEFITTED PROPERTY “PARCEL B, C, and D” FOR EASEMENT PARCEL B:
APN: 7352-015-004
Property Address: UNADDRESSED
Current Property Owner: TORRANCE BLACK BEAUTY, LLC
Parcel 1 of Parcel Map 6266, in the City of Torrance, County of Los Angeles, State of California, as per map filed in Book 100, Pages 61-64 inclusive of parcel maps, in the County Recorder of said County.
Except therefrom those portions of said parcels 1,2 and 4 conveyed in that certain deed recorded January 10, 1980, as instrument No. 37518 of official records of said county.
PARCEL C:
APN: 7352-015-005
Property Address: UNADDRESSED
Current Property Owner: TORRANCE BLACK BEAUTY, LLC
Parcel 2 of Parcel Map 6266, in the City of Torrance, County of Los Angeles, State of California, as per map filed in Book 100, Pages 61-64 inclusive of parcel maps, in the County Recorder of said County.
Except therefrom those portions of said parcels 1,2 and 4 conveyed in that certain deed recorded January 10, 1980, as instrument No. 37518 of official records of said county.
PARCEL D:
APN: 7352-015-006
Property Address: UNADDRESSED
Current Property Owner: TORRANCE BLACK BEAUTY, LLC
Parcel 4 of Parcel Map 6266, in the City of Torrance, County of Los Angeles, State of California, as per map filed in Book 100, Pages 61-64 inclusive of parcel maps, in the County Recorder of said County.
Except therefrom those portions of said parcels 1,2 and 4 conveyed in that certain deed recorded January 10, 1980, as instrument No. 37518 of official records of said county. 40