Costco Wholesale
RECORDING REQUESTED BY,
AND WHEN RECORDED, MAIL TO:
DOCUMENT: 16447900 Tit I es: 1 1 Pages: 6
U II 11111111 ml U I Fees. . . 22.00
Taxes. . .
Cop i es. .
~0016447900~ AMT PAID 22 00
BRENDA DAVIS ROE l:I 010
SANTA CLARA COUNTY RECORDER 8/29/2002
Recorded at the request of 3:59 PM
City
City of Gilroy
7351 Rosanna Street
Gilroy, CA 95020
Attn: City Clerk
APN: Parcel 841-1,~3J841-18-044
SPAC!:.: l->.BO'/E THIS LINi: FOR R;,CORDER'S USE
COVENANT REGARDING DEVELOPMENT FEES
(COVENANT RUNNING WITH THE LAND)
This Covenant Regarding Development Fees (this "Covenant") is made and entered into as of
~ 01-9 , 2002 (the "Effective Date"), by and between the CITY OF GILROY, a
muniCIpal corporation ("City"), and COSTCO WHOLESALE CORPORATION, a Washington
corporation ("Owner").
RECITALS
A. Owner is the fee owner of certain real property located at 7251 Camino Arroyo, Gilroy,
California, more particularly described on Exhibit A, attached hereto and incorporated herein
(the "Property"). Owner desires to construct a new retail building comprised of approximately
one hundi~ed and forty-nine thousand (149,OCO) square feet (the :'~'-J ew Business"). In connection
with the development of the New Business, Development Impact Fees in the amount of One
Million Three Hundred Sixteen Thousand Five Hundred Ninety Dollars and Ninety-six Cents
($1,316,590.96) will be due and owing to City upon issuance of a building permit for
construction of the New Business. Pursuant to a certain Agreement between the City and
Owner, being entered into concurrently herewith (the "Deferral Agreement"), the City will grant
Owner a contingent credit against Development Impact Fees in the amount of One Million Three
Hundred Sixteen Thousand Five Hundred Ninety Dollars and Ninety-six Cents ($1,316,590.96)
("the Deferred Fees"). Pursuant to the Deferral Agreement, the amount by which such sale tax
revenues are less than the sum of One Million Four Hundred Thirty-three Thousand Thirty
Dollars and Thirty-seven Cents ($1,433,030.37) plus interest thereon at City's highest
investment rate for new monies computed from the date of the issuance of the building permit
until paid in full ("Interest"), may become payable to the City at a later date on the terms and
conditions set forth in the Deferral Agreement. The parties desire to enter into and record this
Covenant as notice to all subsequent owners ,of the Property that One Million Four Hundred
Thirty-three Thousand Thirty Dollars and Tlilrty-sevcn Cents ($lA33,OjO.3"i) plus Inte!"est
thereon may be payable by the Owner of the Property to the City in accordance with the terms
and conditions of the Deferral Agreement.
NOW, THEREFORE, FOR VALUABLE CONSIDERATION, THE PARTIES AGREE AS
FOLLOWS:
\NVH\559327.2
071702-04706002
1 . Owner hereby agrees, on behalf of itself and all subsequent owners of the
Property, to pay, when and if due, the amount by which sales tax revenues are less than the sum
of One Million Four Hundred Thirty-three Thousand Thirty Dollars and Thirty-seven Cents
($1,433,030.37) plus Interest, in accordance with the terms and conditions set forth in the
Deferral Agreement.
The City and Owner hereby declare their express intent that the covenants set forth in this
Agreement are covenants running with the land, and apply to and bind Owner and each of
Owner's heirs, assigns, successors and successors-in-interest, and all subsequent owners of the
Property, all of whom shall have joint and several liability for the payment of the sums due to
City as described in this Covenant. Each and every contract, deed or other instrument hereafter
executed conveying the Property or any portion thereof shall be held conclusively to have been
executed, delivered and accepted subject to such covenants, regardless of whether such
Covenants are set forth in such contract, deed or other instrument. All covenants contained
herein shall, without regard to technical classification or designation, be binding upon the Owner
and its heirs, assigns, successors and successors-in-interest, and all subsequent owners of the
Property, for the benefit of the City, and such covenants shall run in favor of City without regard
to whether the City is an owner of any land or interest therein to which such covenants relate.
If any action or suit is brought by one party against the other to enforce or interpret this
Covenant, the prevailing party in such action or suit shall be entitled to have and recover from
the other party all costs and expenses incurred in such action or suit, including reasonable
attorneys' fees.
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If any provision of this Covenant is, or hereinafter is determined to be, for any reason
void, unenforceable or invalid, the remainder of this Covenant shall be and remain in full force
and effect. This Covenant shall be governed and construed in accordance with the laws of the
State of California. The waiver or failure to enforce any provision of this Covenant shall not
operate as a waiver of any future breach of any such provision or any other provision hereof.
Executed on the date set forth below.
Date: g-~;Z1-0;L
APPROVED AS TO FORM:
)/{~~.~
City Attorney
By:
Name:
Its:
By:
Name:
Its:
(To Be Notarially Acknowledged)
STATE OF WASHINGTON)
) ss.
COUNTY OF KING )
On July 23,2002, before me, TriciaA. L. Wilbur, a Notary Public in and for said
State, personally appeared RICHARD J. OLIN, personally known to me to be the
person whose name is subscribed to the attached COVENANTREGARDING
DEVELOPMENT FEES and acknowledged to Ire that he executed the sarre in his
authorized capacity, and that by his signature on the instrurrent the person acted, or
the entity upon behalf of which the person acted, executed the instrumnt.
WITNESS my hand and official seal.
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Notary Public in and for the
State of Washington
Residing at: Kent
My commission expires: 10/9/03
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EXHIBIT "A"
COSTCO
Real' Property In the City of Gilroy, County of Santa Clara. State of California, describeq as follows; .
Parcel One;
Lot 1 as ShOW. n on that certain map entitled ''Tract No. 9401, Highway 152 Retail Center, Gilroy, Callfomlfl'
flied for record In the office of the Recorder for the County '1S.~nt:a Clara, State of California on August ~
2002 in Book 2SJof Maps, pages 1 b,lL. "-!--lr.. f; . and sa~.ta Clara County Records.. . .
Reserving therefrom a non-exclusIve easement for ingress and egress as shoWn on that certain map entitled
"Tract No. 9401, Highway 152 Retail Center, Gilroy, Califor~i9" filed for record in the office of the Recorder
for the County of Santa Clara, State of California on August.~ .2002 in Book'2S:lof Maps. pages//) ,~,
.1b I J . and J.S:., Santa Clara County Records.
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Parcel Two:
A non-exclusive easement for ingress and egress over Lots 2,3,4,5,6, 7, Sand 9 as. shown on that certain
map entitled ",ract No. 9401, Highway 152 Retail Center, Gilroy, CalifOrnia" filed for recOrd in the office of the
Recorder for th~ C:ounty of Santa Clara; State of CaUfomia on August J.b. 2002 in Book '2!:.bf Maps, pages
I I,) I !.1-. I~ IL. and IS. santa Clara County Records.. .
J~ .,
Parcel Three;
A noo-exclusive ni:m-buildable sfructur& easement over Lot 2 as shown on that certain map entitled '"Tract No.
9401, Highway 152 Retail Center, Gilroy, Calif91J1ia" filed for record in the office of the Recorder for the County
of Santa Clara. State of California on AugustLb.. 2002 in Book~J of Maps, pages II) ,!L 1'2-:- ~ and
/ L, Santa Clara County Records. '. . . 1'1
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AU~ 26 '02 B9:2~
415 398 1750
PAGE. 07
** TOTAL PAGE.07 **
, STATE OF CALIFORNIA )
)ss.
COUNTY OF SANTA CLARA )
TITLE OF DOCUMENT: Covenant Regarding Development Fees (Covenant Running With
The Land) by and between the City of Gilroy, a municipal
corporation ("City"), and Costco Wholesale Corporation, a
Washington corporation ("Owner")
On August 29,2002, before me, Lupita Gaeta, Notary Public, personally appeared Jay Baksa
personally known to me to be the person whose name is subscribed to the within instrument and
acknowledged to me that he executed the same in his authorized capacity, and that by his
signature on the instrument the person or the entity upon behalf of which the person acted,
executed the instrument.
J '1- ::~=~~..i:7- f
:i' Notary Public - earlfomia ~
I Santa Cia,.. County f
_ _ _ ~~:..~_~1~~
WITNESS my hand and official seal.
per GC Sec. 40814; CC Sec. 1181
(Notary Seal)