Declaration of Easements & Covenants - 2017**This document was electronically submitted
to Santa Clara County Tor recording"
23586109 L
ItE00RDING IiE4YE5iED BY
1'1A~,T AM N Tiitl$
RECORDING REQUESTED BY AND
WkLEN RECpRDED MAIL TO:
GRPfSB Creekside (a~ 17, L.L.C.
c/o South. Bay Development Company
1690 Dell Avenue
Campbell, CA 95008
Attention: Scott Trabbe
c s ~- g f a3~'? -S~
Regina Alcomendras
Santa Clara County -Clerk Recorder
02/21/2017 02:00 PM
Titles:l Pages: 14
Fees; $64.00
Tax: $D
Total; $ti4.D0
ABOVgTH[5 LINE
DECXaARATION OF EASEMENTS ,AND COVENANTS
'T'his Declaration of Easements and Covenants ("Declaration"} is made this~day of
.w+ , 2017, by C1~.P/SB Creekside @ 17, L.L.C., a Delawaze limited liabilitycomparzy
(" P1S )with respect to the parcels identified below as "67S Parcel" and "705 Parcel".
A CRP/SB is the owner in fee of that certain parcel of real property located at 675
Creekside Way, in the City of Campbell, County of Santa Clara, State of California, and wore
particularly described on Exhibit A attached hereto and made a part hereof (the "675 Parcel").
CRPISB, in its capacity as the fee owner of the 675 Parcel, is xefearedto as the "675 Parcel4waex".
The 675 Parcel .currently is unimproved and b75 Parcel {7wner or its successor or assign
contemplates developing and constructing (i) an approximately one hund><edseventy-two thousand
(172,000) square foot office building on the 675 Parcel (the "Office Btrilt3ing") and (ii) a parking
structure containing approximately 8Z8 spaces on the 675 Parcel ("Parldng~Strueture").
B. CRPfSB also is the owner in fee of that certain parcel of real property located at 705
Creekside Way, in the City of Campbell, County of Santa Clara, State of California, and more
particularly described on Exhibit B attached hereto and made a part hereof {the "705 Parcel"}.
CRP/SH, in its capacity as the fee owner of the 705 Parcel, is referred to as the "705 Parcel Owner".
The 705 Parcel currently is improved with not less than eighty-three (83}surface parking spaces (the
"Parce1705 Parldng Spaces") and the 675 Parcel eurrentlyisbenefited bythenvn-exclusive right
to use the Parce1705 Parking Spaces.
C. The 675 Parcel Owner and the 705 Parcel Owner are referred to collectively as the
"Owners". Parce1675 and Parce170S axe referred to collectively as the "Parcels".
D. Pursuant to the terms of that certain Master Declaration of Covenants, Conditions and
Restrictions and Grant of Easements for Creekside Center recorded on February 13, 2001, as
Document No. l 5559059, as amended by that certain First Alneaidtnent to Master Declaration of
Covenants, Conditions and Restrictions and Grant of Easements for Creekside Center recorded on
July22, 2008, as Document No.19930204, as further amended bythat certain Second Amendment
to Master Declaaation of Covenants, Conditions and Restrictions and Grant of Easements far
Creelcside Center recorded on June 16, 2014, as Document No, 22622663, as further amended by
that certain Second Amendment to Master Declaration of Covenants, Conditions and Restrictions
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and Grant of Easements for Creekside Center recorded on October 19, 2015, as Document No.
23119199, Official Records of Santa Clara County, Campbell HHG Hotel Development, LP, a
Delaware limited partnership (the "Hotel Owner"}, as owner of that certain real property located
adjacent to the 675 Parcel and upon which ahotel is situated thereon (the "Hotel Parcel', has been
granted an irrevocable, non-exclusive easement for parking purposes in the Parking Structure, such
that the Hotel Owner and its successors-in-interest in the Hotel Parcel and any persons or entities
from time to time entitled to the use and occupancy of the Hotel Parcel under any lease, deed or
other instrument or arrangement with the owner of the Hotel Parcel whereunder such persons or
entities have a right to the use and occupancy of any portion of the Hotel Parcel and their respective
officers, directors, employees, agents, contractors, customers, visitors, invitees, licensees, subtenants
and concessionaires (the "Hotel Permitted Users"} have the right to use (i) seventy-two (72)
exclusive, designated parking spaces (clearly marked as "Hotel Parking Only" or `Reserved for
Hotel") located on the ground floor level of the Parking Structure and in the locatiou denoted with
the letter "H" on Exhibit C-1 attached hcreto, (ii) twelve (12) cxclusivo, designated parking spaces
(clearly marked as "Hotel Parking Only" or "Reserved for Hotel") located on the first level of the
Parking Structure above the ground level of the Parking Structure and in the location denoted with
the letter "H" on Exhibit C-2 attached hereto, and (iii) not less than an additional one hundred
twenty-six (126) non-exclusive parking spaces for use at nighttime (defined as the period from 6:00
pm to 7:00 am Monday through Thursday), on weekends (defined as the period from 6:00 pm Frid ay
to 7:00 am Monday), and on holidays, defined as New Year's Day, President's Day, Memorial Day,
4th of July, Labor Day, Thanksgiving and Christmas.
E. Pursuant to that certain Parking Use Agreement referred to in the Memorandum of
Parking Use Agreement recorded on June 1,1992, in Book M217 at Page 0239, as amended by that
certain Amendment to Parking Easement recorded on Mazch 24,1999, as Document No.14720112,
Official Records of Santa Clara County, Legacy III Campbell, LLC, a Delaware limited liability
company {the "Offsite Parcel Owner"), as owner of certain real property located across the street
from the 705 Parcel, commonly refereed to as 900 E. Hamilton, and upon which certain affice
buildings are situated thereon (the "Offsite Parcels"),has been granted a perpetual easement for the
benefit of the Offsite Parcel Owner and its tenants, subtenants, occupants, employees, licensees,
guests, invitees, successors in interest, assigns, agents and principals (the "Offsite Permitted
Users") to park three hundred twenty-eight (328) vehicles on Pazce1675 and Pazce1705; however, in
no event shall the Offsite Parcel Owner or any of the Offsite Permitted Users have a right to use or
park in any of the seventy-two (72) exclusive, designated parking spaces allocated to the Hotel
Owner and Hotel Permitted Users located on the ground floor level of the Parking Structure and in
the location denoted with the 1 etter "H" on~Exhibit C-1 attached hereto, or in any of the twelve (12)
exclusive, designated parking spaces located on the first level of the Parking Structure above the
ground level of the Parking Structure and in the location denoted with the Letter "H" on Exhibit C-2
attached hereto.
F. CRP/SB desires herein to provide for, among other things, (i) the non-exclusive use
by the 675 Parcel Owner and its tenants, customers, invitees, licensees and subtenants of the Office
Building of the Parce1705 Parking Spaces, (ii) an ingress/egress easement in favor of the 675 Parcel
Owner and its tenan#s of the Office Building to provide access to the Parce1705 Parking Spaces, and
(iii} the allocation of obligations with respect to the Pazce1705 Parking Spaces and the 705 Parcel.
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NOW, THEREFORE, CRP/SB does hereby declare that Parce1675 and Parce1705 are and
shall be conveyed, hypothecated, encumbered, leased, occupied, built upon, or otherwise used,
improved or transferred in whole or in part subject to the easements created below upon severance of
title to the Parcels and subject to the quasi-easement created below as of the date of this Declaration
(both the easements and the quasi~asements are collectively referred to herein as the "Easements").
1. Creation of Parking Easement and Access Easement. Upon recordation of this
Declaration and conveyance of title to any of the Parcels such that the Parcels, as a result of such
conveyance, are not under common ownership, there shall be anon-exclusive easement for the
purpose hereinafter stated, appurtenant to and for the benefit of Pazce1675 for the non-exclusive use
ofthe Parce1705 Parking Spaces (the "Parking Easement") and for ingress and egress to and from
the 675 Parcel to access the Pazce1705 Parking Spaces (the "Access Easement"). ,The easements
referred to in the immediately preceding sentence shall be deemed to have been created as of the
recordation of this Declaration.
2. Purposes of Easements. The Parce1705 Parking Easement herein created is for the
purpose of permitting the 675 Parcel Owner and its tenants, customers, invitees, licensees and/or
subtenants to use on anon-exclusive basis the Pazce1705 Parking Spaces. The Access Easement
herein created is for ingress and egress to and from the 675 Parcel by the 675 Parcel Owner and its
tenants, customers, invitees, licensees and subtenants to access the Parce1705 Parking Spaces.
3. Temunation of Easements. The Pazce1705 Parking Spaces shall be maintained by the
705 Parcel Owner for the benefit of the 675 Parcel Owner and the 675 Parcel Owner's tenants,
customers, invitees,. licensees and subtenants so long as the 705 Parcel serves to provide offsite
parking. In the event the City of Campbell determines that the parking requirements with respect to
the 675 Parcel, taking into consideration {i) surface parking spaces situated on the 675 Parcel, (ii)
parking spaces in the Parking Structure and (iii) any parking spaces the use of which are granted to
the 675 Parcel Owner, in each case to the extent available to the 675 Parcel Owner and/or its tenants,
customers, invitees, licenseesand/or subtenants, are satisfied without the need forthe rion-exclusive
use of the Parce1705 Parking Spaces, then, upon the City of Campbell notifying the Owners that the
Parking Easement is no longer required by the City of Campbell, the Owners shall be permitted to
record a writing in the Official Records of Santa Clara County terminating this Declaration and
terminating the Easements described herein.
4. Cost of Repair and Maintenance.
(a) Party Responsible for Maintenance. The 705 Parcel Owner, at no cost to the
675 Pazcel Owner, shall keep and maintain the 705 Parcel and the Parce1705 Parking Spaces thereon
in good condition and repair. In the event the 705 Parcel Owner breaches its maintenance obligation
set forth in the immediately preceding sentence, then the 675 Parcel Owner shall have the right to
give the 705 Parcel Owner written notice of such breach and, in such event, if the 705 Parcel Owner
does not cure or remedy such breach within thirty {30) days after its receipt of such written notice
from the 675 Parcel Owner (or, in the event of an emergency or material impairment of access to the
Parce1705 Parking Spaces, as soon as possible under the circumstances), then the 675 Parcel Owner
shall have the right and license to enter upon the 705 Parcel and undertake the necessary
maintenance or repair to place the 705 Parcel and Parce1705 Parking Spaces in good condition and
repair. All costs and expenses reasonably incurred by the 675 Parcel Owner in performing such
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maintenance or repair shall be reimbursed by the 705 Parcel Owner to the 675 Parcel Owner;
however, such reimbursement obligation shall not modify or alter any cost-sharing obligations of
any third parties with respect to the 705 Parcel and/or the Parcel 705 Parking Spaces. The 675
Parcel Owner may deliver written notice (the "ReimbttrsementNotiee") to the 705 Parcel Owner
specifying the nature of work done, and the payments made. In the event the 705 Parcel Owner fails
to reimburse the 675 Parcel Owner for the costs and expenses so incurred within ten (10) days after
delivery of the Reimbursement Notice, the overdue amount shall thereafter bear interest until paid at
the lesser of one and one-half percent (1.5%) per month or the highest legally permitted rate.
(b) Repair and Restoration. In the event the use of any Easement by the 675
Parcel Owner or any of its tenants, customers, invitees, licensees and subtenants causes damage
(other than as a result oi' ordinary wear and tear} to the surface of the 705 Parcel, the Parce1705
Paxking Spaces or any improvements located thereon (including shrubbery, landscaping or trees), the
675 Parcel Owner shall repair and/or restore such surface, the Parcel 705 Parking Spaces or
improvements, as the case may be, to the condition existing immediately prior to the event of
damage. .
5. Indemnity Insurance. Tlie 675 Parcel Owner hereby agrees to indemnify, defend,
protect and hold harmless the 705 Parcel Owner from and against any claims, liens, liabilities,
damages, costs and expenses (including, reasonable attorneys' fees) arising out of or resulting from
the use by the 675 Parcel Owner or any of its tenants, customers, invitees, licensees or subtenants of
the 705 Parcel or the Parce1705 Parking Spaces. The 675 Parcel Owner shall carry (or shall cause to
be carried) general liability insurance (primary and noncontributing) which shall cover the use bythe
675 Parcel Owner, and its tenants, customers, invitees, licensees or subtenants, of the 705 Parcel
and/or the Parce1705 Parking Spaces, which shall insure against bodily injury, death and property
damage. The amount of liability insurance shall be not less than One Million Dollars ($1,000,000).
The liability insurance of the 675 Parcel Owner shall name the 705 Parcel Owner as an additional
insured. Upon request by the 70S Parcel Owner, the 675 Parcel Owner shall provide the 705 Parcel
Owner with a certificate of insurance as evidence that the required insurance is in effect.
6. Taxes. The real property taxes and assessments levied or assessed against the 705
Parcel shall be borne by the 705 Parce] Owner.
7. Miscellaneous Provision.
(a} Each and all of the foregoing covenants and Easements:
(i) shall apply to and bind CRP/SB and each and all future Owners and
each and all of their respective heirs, successors, assigns, grantees, mortgagees, deed of trust
beneficiaries, tenants and subtenants;
(ii) are hereby imposed and granted pursuant to a general plan for the
mutual benefit of the Owners and tenants and occupants of any and all portions ofthe Parcels; and
(iii) shall obligate, inure to and pass with the 675 Parcel and the 705 Parcel
and shall remain in force and effect as hereinafter provided.
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(b) No breach of any of the covenants, restrictions or other provisions contained
in this Declaration shall defeat or render invalid the lien of any third party mortgage, deed of trust or
similar security instrument made in good faith and for value and encumbering the 675 Parcel or the
705 Parcel; but all of the foregoing provisions, restrictions and covenants shall be binding and
effective against any Owner of a Parcel, or any part thereof, whose title thereto is acquired by
foreclosure, trustee's sale or otherwise. Notwithstanding the foregoing any lien obtained by one
Owner for failure by the other Owner to perform under this Declaration shall be subordinate to any
third-party first mortgage or deed of trust made in good faith and for value and shall be extinguished
by foreclosure of such mortgage or deed of trust or by transfer in lieu thereof, and such mortgagees
shall not have any obligation or liability for sums accruing or which relate to events occurring prior
to such foreclosure or transfer in lieu thereof.
(c) Invalidation of any one of the tenors, covenants and conditions or other
provisions herein contained by judgment or court ardor shall in no way affect any of the other terms,
covenants and conditions or provisions hereof, the same shall remain in full force and effect.
(d) The provisions of this Declaration shall not be deemed to constitute a
dedication for public use or to create any right in the general public.
(e) This Declaration, executed as of the date hereof, shall take effect only upon,
from and after its recordation in the Office of the County Recorder of Santa Clara County,
California.
(f; "Owner" shall mean any person, firm, corporation or other legal entity
(including CRP/SB) which owns fee title to a Parcel. The term "Owner" shall not include a
mortgagee or beneficiary under a deed of trust holding a security interest in a Parcel unless such
mortgagee or beneficiary is in actual physical possession of the Parcel. The tezm "Owner" and/or
"Owners" as used herein shall not include the Hotel Owner (defizied in Recital D above) or the
Offsite Parcel Owner (defined in Recital E above). In addition, the term "Parcels" as used herein
shall not include the Hotel Parcel (defined in Recital D above) or the Offsite Parcels (defined in
Recital E above).
(g} Whenever this Declaration creates or imposes an obligation with respect to a
Parcel, the Owner of the Parcel shall be responsible for the timely and proper performance of the
obligation, notwithstanding any delegation by an Owner of such responsibility by lease, contract, or
otherwise, to another party. .
(h) The rights herein granted and the obligations herein created may be terminated
by the written agreement of the Owners of the 675 Parcel and the 705 Parcel or their successors in
interest. The foregoing notwithstanding, termination shall not be permitted without the written
consent of any mortgagee of either Parcel and the City of Campbell.
[balance of page is intentionally blank; signature page follows on next page]
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IN WITNESS WHEREOF, the undersigned has executed this Declaration as ofthe date first
set forth above.
CRI'/SB CREEKSIDE @ 17, L.L.C.,
a Delaware limited liability company
By, CRP/SB Creelcside @ 17 Venture, L.L.C.,
a Delaware limited liability company,
its Sole Member
By: Hamilton Campbell, LLC,
a Califonaia limited liability
company,
its Administrative
Title:
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EXHIBIT A
LEGAL DESCRIPTION OF 675 PARCEL
Real property in the City of Campbell, County of Santa Clara, State of California, desczibed
as follows: - -
.PARCEL 2 AS SHOWN ON THAT CERTAIN PARCEL MAP ENTITLED, "PARCEL
MAP, BEING A SUBDIVISION OF PARCEL 3 AS SHOWN ON THAT CERTAIN PARCEL
MAP FILED FOR RECORD ON JULY 27,1988 IN BOOK 589 OF MAPS, PAGES 12 AND 13,
SANTA CLARA COUNTY RECORDS" FILED FOR RECORD FEBRUARY 13, 2001 IN THE
OFFICE OF THE RECORDER, COUNTY OF SANTA CLARA, STATE OF CALIFORNIA, IN
DOOK 736 OF MAPS, PAGE(S) 48 AND 49.
- EXCEPTING THEREFROM THE RIGHTS TO PUMP, LADE OR OTHERWISE
EXTRACT WATER FROM THE UNDERGROUND BASIN, AS CONVEYED TO SAN JOSE
WATER COMPANY BY DEED RECORDED AUGUST 24, 1988 IN BOOK K653, PAGE 1523,
OFFICIAL RECORDS, AND BY DEED RECORDED SEPTEMBER 28, 1989 IN BOOK L112,
PAGE 289, OF OFFICIAL RECORDS. -
APN: 288-01-025
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EXHIBIT B
LEGAL DESCRIPTION OF 705 PARCEL
Real property in the City of Campbell, County of Santa Clara, State of California, described as
follows:
PARCEL 4 AS SHOWN ON THAT CERTAIN PARCEL MAP ENTITLED, "PARCEL MAP,
BEING A SUBDIVISION OF A PORTION OF THE SOUTHEAST % OF SECTION 26,
TOWNSHIP 7 SOUTH, RANGE 1 WEST, MT. DiABLO BASE AND MERIDIAN" FILED
FOR RECORD JULY 27, 1988 IN THE OFFICE OF THE RECORDER, COUNTY OF SANTA
CLARA, STATE OF CALIFORNIA, IN BOOK 589 OF MAPS, PAGES 12 AND 13.
EXCEPTING THEREFROM THE RIGHTS TO PUMP, LAKE, OR OTHERWISE EXTRACT
WATER FROM THE UNDERGROUND BASIN, AS CONVEYED TO SAN JOSE WATER
COMPANY BY DEED RECORDED AUGUST 24, 1988 IN BOOK K653, PAGE l 523,
OFFICIAL RECORDS, AND BY DEED RECORDED SEPTEMBER 28, 1989 IN BOOK
L112, PAGE 289, OF OFFICIAL RECORDS.
APN: 288-01-015
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EXHTBTT C-1
GROUND FLOOR LE~1EL PARKING PLAN LAYOUT
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® i'ARKING STtrllCTURE -LEVEL 0 (GROU~~ ,_,^~`
CRIEEKSiOE PANIf1AG GAAAG~ ..
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EXHIBT C-2
FIRST LEVEL (ABOVE GROUND LEVEL) PARKING PLAN LAYOUT
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PA3iKiNa STRi1CTURE • LEVE1.OWE
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• ° ~ ~ ~ . First American Title Insurance Company
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v• ~ 1 x~ ~~~~ 1737 North First Street Suite 500
,~; San Jose, CA 95112
Phn -(408)451-7801
Fax -(408)451-7836
ILLEGIBLE NOTARY CERTIFICATION AND SEAL DECLARATION
(GOVERNMENT CODE 27341.7)
STATE OF CALIFORNIA )
SS.
COUNTY OF SANTA CLARA )
NAME OF NOTARY: Jackie Stone
PLACE OF NOTARY'S OATH/BOND: Santa Clara County
COMMISSION I.D. NUMBER: 2139556
VENDOR I.D. NUMBER: NNA1
COMMISSION EXPIRATION DATE: January 8, 2020
I certify under penalty of perjury under the laws of the State of California that the foregoing is true and correct.
(ccP Zols.s)
PLACE OF EXECUTION OF THIS DECLARATION: San Jose, CA
DATE: F ruary 21, 2017
BY:
FOR FIRST AMERICAN TITLE INSURANCE COMPANY
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 ~~~ r~C~;~Ct,~0.
On y1 • a~ ~ c~ol~ , before me, Ta ~ ~2 ~ _2, ,Notary
Public, personally ap eared ~ , ~ who proved to me on the basis of
satisfactory evidence to be the erson(a f whose name i re subscribed to the within instrument
and acknowledged to me that~she/they executed the same ira is er/their authorized capacity(~S'f ,
and that by is er/their signature( on the instrument the person(~s'j, or the entity upon behalf of
which the person 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.
(Seal)
i ature)
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RECORDING REQUESTED B~' AND
WHEN RECORDED MAIL TO:
CRP/SB Creekside @ 17, L.L.C.
c/o South Bay Development Company
1690 Dell Avenue
Campbell, CA 95008
Attention: Scott Trobbe
DECLARATION OF EASEMENTS AND COVENANTS
USE
This Declaration of Easements and Covenants ("Declaration") is made this~J// day of
~~~ 2017, by CRP/SB Creekside @ 17, L.L.C., a Delaware limited liability company
(" RP/S )with respect to the parcels identified below as "675 Parcel" and "705 Parcel".
A. CRP/SB is the owner in fee of that certain parcel of real property located at 675
Creekside Way, in the City of Campbell, County of Santa Clara, State of California, and more
particularly described on Exhibit A attached hereto and made a part hereof (the "675 Parcel").
CRP/SB, in its capacity as the fee owner of the 675 Parcel, is referred to as the "675 Parcel O`vner".
The 675 Parcel currently is unimproved and 675 Parcel Owner or its successor or assign
contemplates developing and constructing (i) an approximately one hundred seventy-two thousand
(172,000) square foot office building on the 675 Parcel (the "Office Building") and (ii) a parking
structure containing approximately 828 spaces on the 675 Parcel ("Parking Structure").
B. CRP/SB also is the owner in fee of that certain parcel of real property located at 705
Creekside Way, in the City of Campbell, County of Santa Clara, State of California, and more
particularly described on Exhibit B attached hereto and made a part hereof (the "705 Parcel").
CRP/SB, in its capacity as the fee owner of the 705 Parcel, is referred to as the "705 Parcel O`vner".
The 705 Parcel currently is improved with not less than eighty-three (83) surface parking spaces (the
"Parce1705 Parking Spaces") and the 675 Parcel currently is benefited by the non-exclusive right
to use the Parce1705 Parking Spaces.
C. The 675 Parcel Owner and the 705 Parcel Owner are referred to collectively as the
"Owners". Parce1675 and Parce1705 are referred to collectively as the "Parcels".
D. Pursuant to the terms of that certain Master D eclaration of Covenants, Conditions and
Restrictions and Grant of Easements for Creekside Center recorded on February 13, 2001, as
Document No. 15559059, as amended by that certain First Amendment to Master Declaration of
Covenants, Conditions and Restrictions and Grant of Easements for Creekside Center recorded on
July 22, 2008, as Document No. 19930204, as further amended by that certain Second Amendment
to Master Declaration of Covenants, Conditions and Restrictions and Grant of Easements for
Creekside Center recorded on June 16, 2014, as Document No. 22622663, as further amended by
that certain Second Amendment to Master Declaration of Covenants, Conditions and Restrictions
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