2017/02/22 Superior Energy Corporation Agreement regarding the relocation of signageAGREEMENT REGARDING THE RELOCATION OF SIGNAGE
1. Parties and Date.
THIS AGREEMENT REGARDING THE
("Agreement") is entered into as of this February 22,
MENIFEE, a California municipal corporation ("City")
California corporation ("Owner").
2. Recitals.
RELOCATION OF SIGNAGE
2017, by and between the CITY OF
and, Superior Energy Corporation, a
2.1 Owner is the owner in fee of certain real property situated in the City of Menifee,
County of Riverside, State of California, as more particularly described in Exhibit "A" (the
"Property").
2.2 Owner has submitted to City for its approval, Plot Plan 2016-252, a proposed
development of the Property. The proposed development includes the installation of certain
signage, as more particularly depicted in Exhibit "B" (the "Signage"), which falls within that
portion of the Property designated as "ultimate right-of-way" under the Menifee General Plan
(the "Ultimate Right -of -Way") set for Newport Road improvements.
2.3 On or about January 11, 2017, the Planning Commission of the City of Menifee
("Commission") adopted Resolution PC17-297 wherein the Commission approved Plot
Plan 2016-252 subject to satisfactory completion of the Condition of Approval for the
development of the Property. Pursuant to Condition of Approval No. 20, Owner shall enter into
an agreement specifying that, upon any future development of the Property within the Ultimate
Right -of -Way by Owner or Owner's successor, it shall either remove or relocate the Signage on
land outside of the Ultimate Right -of -Way.
2.4 Owner and City agree that Owner's compliance with the terms and conditions of
this Agreement shall satisfy Condition of Approval No. 20 pursuant to Resolution PC17-297.
2.5 This Agreement is made in consideration of the approval of Plot Plan 2016-252
pursuant to Resolution PC 17-297.
Agreement.
3.1 Removal or Relocation of Signage. Owner and its successors, for and in
consideration of the approval of Plot Plan 2016-252, shall remove or relocate the Signage to a
portion of the Property that falls outside of the Ultimate Right -of -Way at Owner or Owner's
successor's own cost and expense upon any future development of the Property by Owner or
Owner's successor, where the City finds, in its sole discretion, that such relocation is necessary
due to the future development. For purposes of this Agreement, "future development" shall mean
all future public and private residential (whether single family, multi -unit or planned unit
development), industrial, commercial, retail, and other non-residential construction projects, or
mass grading for future construction, for which either a discretionary land use permit or grading
permit or building and safety permit is required.
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3.2 Indemnification. Owner shall indemnify, defend, and hold the City and its
officials, officers, employees, agents, authorized volunteers, and contractors free and harmless
from and against any and all losses, claims, demands, damages, expenses, liabilities, recoveries,
deficiencies, fees (including attorneys' fees and costs), and injuries to persons or property
(including wrongful death) in any manner arising out of or incident to Owner's negligent acts,
omissions, or willful misconduct relating to this Agreement.
3.3 Amendment. The terms and conditions of this Agreement may be altered,
changed, or amended only by written agreement of the parties hereto.
3.4 Notices. All notices to be given hereunder shall be in writing and may be made
either by personal delivery or by registered or certified mail, postage prepaid, return receipt
requested. Mailed notices shall be addressed to the parties at the addresses listed below, but each
party may change the address by written notice in accordance with this Section. Notices
delivered personally will be deemed communicated as of actual receipt; mailed notices will be
deemed communicated as of two (2) days after mailing.
City: City of Menifee
29714 Haun Road
Menifee, California 92586
Attn: City Clerk
Owner: Superior Energy Corporation
26925 Newport Road
Menifee, California 92584
Attn: Ed Zadeh
3.5 Successors and Assigns. This Agreement shall be binding upon and shall inure to
the benefit of the successors and permitted assigns of the parties hereto.
3.6 Recordation. City shall cause this Agreement to be recorded with the Riverside
County Recorder's Office.
3.7 Covenant Running With the Land. This Agreement and the covenants contained
herein shall run with the land for Property, and shall be binding upon Owner, future owners,
encumbrances, their successors, heirs, or assignees.
3.8 Attorneys' Fees. Should either party bring a legal action for the purpose of
protecting or enforcing its rights and obligations under this Agreement, the prevailing party shall
be entitled, in addition to other relief, to the recovery of its attorneys' fees, expenses, and costs of
suit; provided, however, that the attorneys' fees awarded pursuant to this Section shall not
exceed the hourly rate paid by City for legal services multiplied by the reasonable number of
hours spent by the prevailing party in the conduct of the litigation. The court may set such fees
in the same action or in a separate action brought for that purpose.
3.9 Applicable Law; Venue. The internal laws of the State of California shall govern
the interpretation and enforcement of this Agreement. In the event that either Party brings any
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action against the other under this Agreement, the Parties agree that trial of such action shall be
vested exclusively in Riverside County.
3.10 Headings. Section headings contained in this Agreement are for convenience
only and shall not have an effect in the construction or interpretation of any provision.
3.11 Entire Agreement. This Agreement contains the entire agreement of the parties
with respect to the subject matter hereof, and supersedes all prior negotiations, understandings,
or agreements, either written or oral, express or implied. The invalidity in whole or in part of
any provision of this Agreement shall not void or affect the validity of any other provision.
3.12 Third Party Beneficiaries. With the exception of the specific provisions set forth
in this Agreement, there are no intended third -party beneficiaries under this Agreement and no
such other third parties shall have any rights or obligations hereunder.
3.13 Nonliability of City Officers and Employees. No officer, official, employee,
agent, representative, or volunteer of City shall be personally liable to Owner, or any successor
in interest, in the event of any default or breach by City or for any amount which may become
due to Owner or to its successor, or for breach of any obligation of the terms of this Agreement.
3.14 Counterparts. This Agreement may be executed in multiple counterparts, each of
which shall be an original and all of which together shall constitute one agreement.
3.15 Execution of Contract. The persons executing this Agreement on behalf of each
of the parties hereto represent and warrant that (i) such party is duly organized and existing,
(ii) they are duly authorized to execute and deliver this Agreement on behalf of said party,
(iii) by so executing this Agreement, such party is formally bound to the provisions of this
Agreement, and (iv) that entering into this Agreement does not violate any provision of any other
Agreement to which said party is bound.
[Signatures on Following Page]
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IN WITNESS WHEREOF, this Agreement has been executed by the parties on the day
and year first above written.
CITY OF MENIFEE OWNER
B� t,
Y•- Y•
L , ,
Jeff Wyman, Interim Director of Ed deh, ident of Superior Energy
✓p Community Development Corporation
Approved as to Form:
Jeffrey T. Melching, City Attorney
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EXHIBIT A
LEGAL DESCRIPTION OF THE PROPERTY
PARCEL 2 OF PARCEL MAP 27782, AS SHOWN BY MAP RECORDED IN BOOK 186,
PAGES 38 TO 40, OF PARCEL MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
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10676166.1 a03/06/17
EXHIBIT B
DEPICTION OF THE SIGNAGE
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