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HomeMy WebLinkAboutAGENDA REPORT 2025 0507 CC REG ITEM 10GCITY OF MOORPARK, CALIFORNIA City Council Meeting of May 7, 2025 ACTION APPROVED STAFF RECOMMENDATIONS, INCLUDING ADOPTION OF RESOLUTION NO. 2025- 4316, AS AMENDED. (ROLL CALL VOTE: UNANIMOUS) BY A. Hurtado. G. Consider Resolution Granting a Temporary Construction Easement to RWC Hitch Ranch, LLC to Enter Into and Perform Certain Construction and Improvement Work on Approximately 23.33 Acres of City-Owned Property to Restore and Enhance Habitat for the Benefit of Sensitive Species in Compliance with the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project and Making a Finding of Consistency with the Certified Environmental Impact Report for the Hitch Ranch Specific Plan in Connection Therewith. Staff Recommendation: 1) Consider and adopt Resolution No. 2025-4316, approving the Grant of a Temporary Construction Easement to RWC Hitch Ranch, LLC to enter into and perform certain construction and improvement work on approximately 23.33 acres of City-owned property to restore and enhance habitat for the benefit of sensitive species in compliance with the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project and making a finding of consistency with the Certified Environmental Impact Report for the Hitch Ranch Specific Plan in connection therewith; and 2) Approve the Temporary Construction Easement substantially as to form and authorize the City Manager to execute the Temporary Construction Easement, subject to final terms as determined by the City Manager; and 3) Authorize the City Clerk to file and cause the Temporary Construction Easement to be recorded in the Ventura County Recorders Office. (Staff: Doug Spondello, Community Development Director) (ROLL CALL VOTE REQUIRED) Item: 10.G MOORPARK CITY COUNCIL AGENDA REPORT TO: Honorable City Council FROM: Doug Spondello, Community Development Director DATE: 05/07/2025 Regular Meeting SUBJECT: Consider Resolution Granting a Temporary Construction Easement to RWC Hitch Ranch, LLC to Enter Into and Perform Certain Construction and Improvement Work on Approximately 23.33 Acres of City-Owned Property to Restore and Enhance Habitat for the Benefit of Sensitive Species in Compliance with the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project and Making Findings of Consistency with the Certified Environmental Impact Report for the Hitch Ranch Specific Plan in Connection Therewith BACKGROUND AND DISCUSSION On January 17, 2019, Comstock Homes (Applicant) submitted an application for the Hitch Ranch Specific Plan and associated entitlements to enable the master planning and future development of a planned community generally consisting of 755 residential units, approximately 29 acres of natural open space, a 7-acre public park and 7-acre passive park, as well as roadways, stormwater, and detention facilities on 277 acres of property (the Project). The project site includes Assessor Parcel Numbers 511-0-200- 245, 511-0-020-130, -110, -160, -170, -180, and -195 and is generally located north of Poindexter Avenue, west of Casey Road, and extending approximately 1,700 feet west of Gabbert Road (the Project Site). On June 15, 2022, the City Council adopted Resolution No. 2022-4104, certifying the Final Environmental Impact Report (FEIR) for the Hitch Ranch Specific Plan, including the Mitigation Monitoring and Reporting Program (MMRP), adopting California Environmental Quality Act (CEQA) Findings of Fact, a Statement of Overriding Considerations pursuant to CEQA and approving Specific Plan No. 2019-01, General Plan Amendment No. 2020-01, and Tentative Tract Map for Tract No. 5708 (2019-01). Item: 10.G. 258 Honorable City Council 05/07/2025 Regular Meeting Page 2 On July 6, 2022, the City Council adopted Ordinance No. 502 approving Zone Change 2019-01 and Development Agreement No. 2019-01. The Development Agreement was executed and dated September 13, 2022, and recorded on September 22, 2022. The FEIR establishes specific requirements for the management and mitigation of native habitat loss – which consists of sensitive plant communities potentially impacted by the development of the Project. The resulting Habitat Conservation Plan (HCP) to address these impacts is prepared in close coordination with the California Department of Fish and Wildlife (CDFW) and United States Fish and Wildlife Service of the Department of the Interior (USFWS). HABITAT CONSERVATION PLAN The Project and its conservation measures are the subjects of a HCP, which was prepared and dated October 2024. The HCP was required in order for the Applicant to apply for and obtain approval from the USFWS to remove existing habitat areas in order to develop the Project. The HCP was prepared to mitigate some of the biological impacts of the Project, including the Project’s impact to habitat for the federally threatened, coastal California gnatcatcher (Polioptila californica californica, CAGN). In connection with development of the overall Project, the HCP requires the Applicant to place Conservation Easements over approximately 29.44-acres of the 277.30-acre Project Site, referred to as the Hitch Ranch Habitat Preserve (Habitat Preserve). The Habitat Preserve is comprised of portions of the Open Space (Lots W-Y), the Natural Open Space in Planning Area 1, and the Natural Open Space in Planning Area 2 totaling 29.44 acres. However, to fully mitigate for the loss of habitat, the Habitat Preserve will also apply to an additional 23.33-acre enhancement area on adjacent open space parcels (APNs: 502-016-008 and 502-016-009) owned by the City and referred to as the Adjacent Open Space Enhancement Area. The combined Habitat Preserve areas inside the Project and outside the Project (and on City-owned land) will comprise of a total of 52.77 acres. The figure below from the approved HCP details the proposed Habitat Preserve, with the City-owned land depicted above the bold yellow line. 259 Honorable City Council 05/07/2025 Regular Meeting Page 3 FIGURE 1: HCP MITIGATION AREAS Within the Habitat Preserve, the Applicant will undertake a plan to minimize, mitigate, and provide conservation opportunities to offset unavoidable impacts to the CAGN. As detailed in the HCP, conservation program actions will take place within the Habitat Preserve to remove non-native plant species in conjunction with planning native plant species in compositions consistent with vegetation communities with the goal to create and enhance existing coastal sage scrub communities to provide high quality foraging and nesting habitat for the CAGN. The Applicant anticipates completing all construction, development, and active restoration and enhancement activities on the Project Site and Habitat Preserve within 15 years following initiation of construction. Under this Plan, the Project’s adverse impacts to CAGN habitat is intended to be fully offset by restoring, enhancing, and managing CAGN habitat within the Habitat Preserve. The City-owned land proposed to be included within the HCP is designed as Open Space in the General Plan and is used exclusively for that purpose. The easement associated with the HCP has been carefully designed to avoid existing trails and publicly accessible spaces. Instead, the reservations are provided over sloped hillsides and not impacting public access to this open space. To that extent, City staff believes that the reservation of the HCP on public property aligns with the City’s open space 260 Honorable City Council 05/07/2025 Regular Meeting Page 4 goals, does not encumber the property beyond existing and planned uses, and will assist in facilitating the development of Hitch Ranch. In conjunction with undertaking the work required by the HCP in the City-owned Adjacent Open Space Enhancement Area, the Applicant requires a Temporary Construction Easement to enter onto that City-owned land and to undertake the restoration, enhancement and management work required by the Plan. In summary, in order for the Project to obtain a “take” permit from the USFWS, Comstock had to prepare the HCP. Then, pursuant to terms of provision of that HCP, the Applicant needs the City to: (a) include the approximate 23.33 acres of City-owned open space land into the Habitat Preserve, (b) grant to the Applicant a Temporary Construction Easement to permit the Applicant to enter into that City-owned land to make the habitat improvements, and (c) have the City permanently protect and preserve that area through a Conservation Easement. In addition, the Applicant and City will need to enter into a subsequent agreement with a qualified non-profit land manager to manage the Conservation Easement area and the Applicant will establish an endowment fund to cover the long-term costs of carrying out the tasks in the Habitat Conservation Plan and its long-term management plan. The agreements associated with each step mentioned above have been reviewed in order to assign these obligations appropriately to the private parties, and minimize any obligations or liability to the City of Moorpark. TEMPORARY CONSTRUCTION EASEMENT The Temporary Construction Easement (TCE) will allow the Applicant to enter onto the City-owned 23.33 acres of open space land to undertake the work required by the HCP on that land. The TCE is subject to standard terms including the specification of the area subject to the Easement, the work allowed in the easement, requirements for the Applicant to indemnify the City for acts or omissions of the Applicant, insurance, and related matters. In addition, a modified form of a Draft Conservation Easement template is attached to the TCE. That Conservation Easement will be further negotiated and approved by the City Council at a subsequent date when the non-profit conservation entity that will manage the Easement area is identified and a companion endowment agreement is prepared for the long-term management of the Easement area. Approval and execution of the TCE will permit the Applicant to begin the work of habitat enhancement and restoration in the TCE Area which is one of the steps required in order to carry out the construction of the Project. ENVIRONMENTAL DETERMINATION The Project has been reviewed in connection with the requirements of the California Environmental Quality Act (CEQA) (Public Resources Code § 21000, et seq.) and the 261 Honorable City Council 05/07/2025 Regular Meeting Page 5 State CEQA Guidelines (14 C.C.R. § 15000, et seq.). The EIR analyzed the Project and its impacts to various environmental resources. The FEIR was certified by the Moorpark City Council on June 15, 2022. The FEIR was never challenged, is now final, and conclusive in all respects. The Community Development Director finds, in the exercise of his independent judgment and based on substantial evidence in the whole of the record, that no further environmental review is required, including pursuant to Public Resources Code Section 21166, or CEQA Guidelines Sections 15162 or 15163 because (i) the Project will not have new or substantially more severe impacts than what was disclosed in the FEIR; (ii) all applicable mitigation measures in the FEIR remain applicable to the Project and have already been imposed on the Project as a condition of CUP approval (CUP No. CD-CUP-2023-0013); and (iii) the Project will not require any new mitigation measures and all potential environmental impacts associated with the Project are adequately addressed by the FEIR, and the mitigation measures contained in the MMRP will reduce those impacts to a level that is less than significant. FISCAL IMPACT None. COUNCIL GOAL COMPLIANCE This action does not support a current strategic directive. STAFF RECOMMENDATION (ROLL CALL VOTE REQUIRED) 1.Consider and adopt Resolution No. 2025-____, approving the Grant of a Temporary Construction Easement to RWC Hitch Ranch, LLC to enter into and perform certain construction and improvement work on approximately 23.33 acres of City-owned property to restore and enhance habitat for the benefit of sensitive species in compliance with the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project and making a finding of consistency with the Certified Environmental Impact Report for the Hitch Ranch Specific Plan in connection therewith; and 2.Approve the Temporary Construction Easement substantially as to form and authorize the City Manager to execute the Temporary Construction Easement, subject to final terms as determined by the City Manager; and 3.Authorize the City Clerk to file and cause the Temporary Construction Easement to be recorded in the Ventura County Recorder’s Office. Attachment: Draft Resolution No. 2025-____ 262 RESOLUTION NO. 2025-____ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MOORPARK, CALIFORNIA, GRANTING A TEMPORARY CONSTRUCTION EASEMENT TO RWC HITCH RANCH, LLC TO ENTER INTO AND PERFORM CERTAIN CONSTRUCTION AND IMPROVEMENT WORK ON APPROXIMATELY 23.33 ACRES OF CITY-OWNED PROPERTY TO RESTORE AND ENHANCE HABITAT FOR THE BENEFIT OF SENSITIVE SPECIES IN COMPLIANCE WITH THE HABITAT CONSERVATION PLAN FOR THE HITCH RANCH SPECIFIC PLAN PROJECT AND MAKING FINDINGS OF CONSISTENCY WITH THE FINAL ENVIRONMENTAL IMPACT REVIEW (FEIR) UNDER CEQA IN CONNECTION THEREWITH WHEREAS, the Hitch Ranch Specific Plan Project is a planned community consisting of 755 residential units, approximately 29 acres of natural open space, a 7- acre public park and 7-acre passive park, as well as roadways, storm water, and detention facilities on 277 acres of property (the Project); and WHEREAS, on June 15, 2022, the City Council adopted Resolution No. 2022- 4104, approving the Project by certifying the FEIR for the Hitch Ranch Specific Plan, including the Mitigation Monitoring and Reporting Program, adopting CEQA Findings of Fact, adopting a Statement of Overriding Considerations pursuant to CEQA and approving Specific Plan 2019-01, General Plan Amendment 2020-01, and Tentative Tract Map for Tract No. 5708 (2019-01); and WHEREAS, on July 6, 2022, the City Council adopted Ordinance No. 502 approving Zone Change 2019-01 and Development Agreement No. 2019-01. The Development Agreement was executed and dated September 13, 2022, and recorded on September 22, 2022; and WHEREAS, the Project and its conservation measures are the subjects of a Habitat Conservation Plan (HCP) which was prepared and dated October 2024 which HCP was required in order for the Applicant to apply for and obtain approval from the U.S. Fish and Wildlife Service of the United States Department of the Interior; and WHEREAS, the HCP was prepared to mitigate some of the biological impacts of the Project, including the Project’s impact to habitat for the federally threatened, coastal California gnatcatcher (Polioptila californica californica, CAGN); and WHEREAS, the HCP requires the Applicant to place conservation easements over approximately 29.44-acres of the 277.30-acre Project Site, referred to as the Hitch Ranch Habitat Preserve (Habitat Preserve). However, to fully mitigate for the loss of habitat, the Habitat Preserve will also apply to an additional 23.33-acre enhancement area on adjacent open space parcels (APNs: 502-016-008 and 502-016-009) owned by ATTACHMENT 263 Resolution No. 2025-____ Page 2 the City. The combined Habitat Preserve areas inside the Project and outside the Project (and on City-owned land) will comprise of a total of 52.77 acres; and WHEREAS, pursuant to terms of provision of that HCP, the Applicant needs the City to not only include the approximate 23.33 acres of City-owned open space land into the Habitat Preserve, but to also (a) grant to the Applicant a Temporary Construction Easement (TCE) to permit the Applicant to enter into that City-owned land to make the habitat improvements, and (b) have the City permanently protect and preserve that area through a Conservation Easement. In addition, the Applicant and City will need to enter into a subsequent agreement with a qualified non-profit land manager to manage the Conservation Easement area and the Applicant will establish an endowment fund to cover the long-term costs of carrying out the tasks in the Habitat Conservation Plan and its long term management plan; and WHEREAS, approval and execution of the TCE will permit the Applicant to begin the work of habitat enhancement and restoration in the TCE Area which is one of the steps required in order to carry out the construction of the Project; and WHEREAS, the environmental impacts of the Project were evaluated in a FEIR that analyzed the Project and its impacts to various environmental resources. The FEIR was certified by the Moorpark City Council on June 15, 2022. No further environmental review is required in connection with the approval of the TCE, including pursuant to Public Resources Code Section 21166, or CEQA Guidelines Sections 15162 or 15163 because (i) the Project will not have new or substantially more severe impacts than what was disclosed in the FEIR; (ii) all applicable mitigation measures in the FEIR remain applicable to the Project and have already been imposed on the Project as a condition of CUP approval; and (iii) the Project will not require any new mitigation measures and all potential environmental impacts associated with the Project are adequately addressed by the FEIR, and the mitigation measures contained in the MMRP will reduce those impacts to a level that is less than significant. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF MOORPARK DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. The City Council finds the recitals to be true and correct. SECTION 2. The City Council, in its independent judgment concurs in staff’s determination that no further environmental review is required for the approval of the TCE, including pursuant to Public Resources Code Section 21166, or CEQA Guidelines Sections 15162 or 15163 because (i) the Project will not have new or substantially more severe impacts than what was disclosed in the FEIR; (ii) all applicable mitigation measures in the FEIR remain applicable to the Project and have already been imposed on the Project as a condition of discretionary entitlement approval; and (iii) the Project will not require any new mitigation measures and all potential environmental impacts associated with the Project are adequately addressed by the FEIR, and the mitigation 264 Resolution No. 2025-____ Page 3 measures contained in the MMRP will reduce those impacts to a level that is less than significant. SECTION 3. The City Council hereby approves the Temporary Construction Easement, attached hereto and incorporated herein by reference as Exhibit A to this Resolution. SECTION 4. The City Manager is authorized to execute the Temporary Construction Easement. SECTION 5. The City Council directs the City Clerk to file and Record the Temporary Construction Easement with the Ventura County Recorder’s Office. SECTION 6. The City Clerk shall certify to the adoption of this resolution and shall cause a certified resolution to be filed in the book of original resolutions. PASSED AND ADOPTED this 7th day of May, 2025. ________________________________ Chris R. Enegren, Mayor ATTEST: ___________________________________ Ky Spangler, City Clerk Exhibit A - Temporary Construction Easement 265 RECORDING REQUESTED BY: City of Moorpark Community Development Department 323 Science Drive, Suite ___ Moorpark, CA 93021 WHEN RECORDED RETURN TO: City Clerk City of Moorpark 323 Science Drive, Suite ___ Moorpark, CA 93021 (SPACE ABOVE FOR RECORDER’S USE ONLY) APN: _______________ The Undersigned Grantor Declares: Recording Fee: Exempt (California Government Code Section 27383 Documentary Transfer Tax: Exempt (Revenue and Taxation Code Section 11922) TEMPORARY CONSTRUCTION EASEMENT AGREEMENT (Easement in Gross) THIS TEMPORARY CONSTRUCTION EASEMENT (“Agreement”) is made as of __________, __________, by and between CITY OF MOORPARK, a municipal corporation (“Grantor”) and RWC HITCH RANCH, LLC, a Delaware Limited Liability Company (“Grantee”). Grantor and Grantee are, from time to time, hereinafter referred to in this Agreement individually as a “Party” and collectively as the “Parties.” Any reference to the Grantor and Grantee shall mean and include their respective successors and assigns. RECITALS A.Grantor is the owner of certain real property located in the City of Moorpark (“City”), Ventura County (“County”), California described in Exhibit 1 of this Agreement, attached hereto and incorporated herein by this reference as if set forth in full (the “Grantor Property”). B.Grantee is the owner of an equitable interest with respect to certain real property within the City described in Exhibit 2 of this Agreement, attached hereto and incorporated herein by this reference as set forth in full (“Grantee’s Property”), which property has been entitled for development and is subject to and benefiting from Residential Planned Development Permit 2019-01. C.In connection with Grantee’s development of Grantee’s Property, Grantee is required to perform certain construction and improvement work on and about the Grantor EXHIBIT A Resolution No. 2025-____ Page 4 266 Property for purposes of restoring and enhancing habitat for the benefit of sensitive species and natural communities on the Grantor Property (as more specifically described in Exhibit 3) (the “Improvements”). D. Grantee requires a temporary construction easement on the portion of the Grantor Property as shown in Exhibit 4 (the “Easement Area”) in order to make, construct and install the Improvements on the Easement Area, in accordance with the terms of this Agreement. E. This Agreement is intended to establish temporary access, grading and construction rights for Grantee to and over the Easement Area, in order to complete the Improvements and to access the Easement Area with persons and equipment to make, construct and install the Improvements on the Easement Area on Grantor’s Property. F. Grantor has agreed to grant to Grantee a temporary construction easement in gross as described herein in order to permit Grantee (and its express successors or assigns) to complete the Improvements within the Easement Area and to provide for the grant of a permanent Conservation Easement over the Easement Area. NOW, THEREFORE, for valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. Grant of Temporary Grading and Construction Easement. Grantor hereby grants Grantee a non-exclusive temporary easement to enter upon the Easement Area for the purposes of making, constructing, and installing the Improvements. Grantee and Grantee’s employees, agents, consultants, contractors, subcontractors and other entities who are contracted by Grantee to carry out the work of designing, making, constructing and installing the Improvement (“Designees”) are authorized to use the Easement Area for performance of the Improvements, ingress and egress, a work area for construction activity, and to temporarily store equipment, soil, supplies, vehicles, and similar construction-related uses related solely to the work expressly permitted to be performed as provided in this Agreement and as necessary to make, construct and install the Improvements. All of Grantee’s rights to perform construction of the Improvements within the Easement Area are referred to in this Agreement as the “TCE Easement.” 2. Improvements. The Improvements to be performed by Grantee and Grantee’s Designees shall include all of the work as shown on Exhibit 3, attached hereto and incorporated herein by this reference, and all the work referred to in that Exhibit. 3. Permits. Grantee shall be responsible for securing and maintaining all necessary permits and approvals from other appropriate local, state and federal agencies for the TCE Easement and the Improvements, and Grantee shall comply with all applicable laws and regulations concerning the use of the TCE Easement. All work shall be conducted in conformance with the standards imposed by the City and by other governmental agencies with regulatory jurisdiction over the Improvements. 4. Indemnification. Grantee will indemnify, defend and hold Grantor harmless from any and all liability for loss, damages, costs, expenses, demands, causes of action, claims or judgments, to the extent arising from or arising out of or in any way connected with the entry, access and use of the Easement Area and the TCE Easement by said Designees in Resolution No. 2025-____ Page 5 267 connection with the exercise of the rights of the Designees under this grant of easement or any breach of Grantee’s or Grantee’s Designee’s obligations under this grant of easement, and will reimburse Grantor for all reasonable costs, expenses and losses, including reasonable attorneys’ fees, incurred by Grantor in consequence of any claims, demands and causes of action that may be made or brought against Grantor to the extent arising out of the entry on and use of the Easement Area by said Designee in connection with the constructing or installing Improvements or any breach of Grantee’s or its Designee’s obligations under this grant of easement. 5. Insurance. Prior to entry onto the Easement Area, Grantee will cause Grantee’s contractor for the Improvements to procure and maintain a policy of commercial general liability insurance issued by an insurer reasonably satisfactory to Grantor covering the use by and activities of Grantee’s Designees with a single limit of liability (per occurrence and aggregate) of not less than $2,000,000, and to deliver to Grantor a certificate of insurance and copy of additional insured endorsement naming Grantor as named additional insured, evidencing that such insurance is in force and effect, and evidencing that Grantor has been named as an additional insured thereunder with respect to the use by Grantee’s Designees of the TCE Easement. Such insurance will be maintained in force throughout the term of this TCE. 6. No Liens. In consideration for the use of the Easement Area, Grantee will keep the Easement Area and Grantor’s Property free of any liens, including without limitation, liens by contractors, subcontractors, suppliers, engineers, architects, surveyors, or others that may have lien rights for work arising out of Grantee’s use of the Easement Area in connection with the construction and installation of the Improvements. If any such lien is filed on the Easement Area or any portion of Grantor’s Property in connection with Grantee’s use of the Easement Area for the Improvements, Grantee will, at its sole cost and expense, have the lien released and discharged, or bonded over in a matter satisfactory to Grantor within 45 calendar days of receiving notice of the lien. If Grantee fails to remove the lien or procure a bond with respect to such lien within such 45-day period, Grantor will have the right to remove or bond over the lien, and Grantee, upon demand, will reimburse the Grantor for all reasonable costs and expenses, including without limitation, reasonable attorneys’ fees incurred by Grantor in connection with such removal or bond. 7. Term and Termination of TCE Easement. The rights granted to Grantee with respect to the TCE Easement shall commence on the date that is fifteen (15) days after Grantee provides to Grantor a written notice of commencement of the Improvements within the Easement Area (the “Notice of Commencement”), and shall expire on the first to occur of (a) five (5) years after the date of the Notice of Commencement, (b) upon recordation of the Conservation Easement as provided in Section 5 below, (c) five (5) years after the Effective Date of this Agreement, or (d) the date on which Grantee notifies Grantor in writing that the Improvements are complete and Grantee no longer needs the TCE Easement. 8. Notice and Cure. During the term of the TCE Easement, Grantor shall provide Grantee with notice of any default of its obligations under this Agreement and Grantee shall have Resolution No. 2025-____ Page 6 268 thirty (30) days to commence to cure any such default from the date of such notice and Grantee shall diligently proceed to complete such cure thereafter (excluding any default that threatens immediate loss of life or property damage, as to which no notice and cure period shall apply). 9. Conservation Easement. In addition to the TCE, upon the request of Grantee, Grantor shall enter into a conversation easement for the benefit of a qualified entity with respect to the Easement Area (the “Conservation Easement”), in substantially the form of Exhibit 5 hereto, provided that as a condition to such obligation, the Conservation Easement shall provide that the Grantee is responsible for, and shall bear all costs associated with, the operation, upkeep and maintenance of the Improvements installed by Grantee under this Agreement, that Grantee shall indemnify Grantor to the same extent as provided for in this Agreement, and Grantee shall provide evidence reasonably satisfactory to Grantor with respect to an agreement with a qualified entity to serve as land manager and an agreement to provide the endowment required for the long term management of the property subject to the Conservation Easement. 10. Covenants Running With the Land. Each and all of the covenants, conditions, easements, and restrictions set forth in this Agreement (i) shall run with the land comprising the Easement Area and every portion thereof; (ii) shall be enforceable as equitable servitudes against the servient tenement pursuant to applicable law; (iii) shall run to the benefit of Grantee and its permitted successors and assigns with respect to this Agreement. 11. Assignment. Grantee shall have the right to assign its rights under this Agreement to any successor owner of the Grantee’s equitable interest with respect to Grantee’s Property. 12. Subordination. The easement created by this Agreement shall be superior to any and all deeds of trust, mortgagees, liens, ground leases, licenses, covenants or encumbrances affecting the Grantor Property recorded after the recordation of this Agreement, or any memorandum of this Agreement, and this Agreement shall survive the foreclosure or termination of any such instruments or interests. 13. No Partnership. Nothing contained in this Agreement shall be construed as making Grantor and Grantee a joint venture or partnership. 14. Integration. This Agreement, including exhibits, contains and integrates the entire agreement of the parties with respect to the subject matter thereof, and supersedes all negotiations and previous agreements, if any, between the parties with respect thereto. 15. Governing Law and Venue. This Agreement shall be construed and enforced in accordance with the laws of the State of California. Any and all legal actions brought to enforce or interpret the terms and provisions of this Agreement shall be commenced exclusively in a court of competent jurisdiction in the County of Ventura. 16. Severability. If any term, covenant or condition of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining terms, covenants and conditions shall continue in full force and effect. 17. Attorneys’ Fees and Costs. In the event any legal-proceedings are initiated by a party hereto for enforcement of this Agreement, the prevailing party in such proceeding, or the non-dismissing party where the dismissal occurs other than by reason of a settlement, shall be entitled to recover its costs and expenses (including without limitation reasonable Resolution No. 2025-____ Page 7 269 attorneys' fees) paid or incurred in good faith, including costs and fees of any post judgment enforcement or collection proceedings. 18. Notices. Any notice, consent or approval required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been given upon (i) hand delivery, (ii) one business day after being deposited with Federal Express or another reliable overnight courier service for next day delivery, (iii) upon PDF transmission by email (except that if the date of such transmission is not a business day, or if such transmission is made after 5:00 p.m. on a business day, then such notice shall be deemed to be given on the first business day following such transmission), or (iv) two business days after being deposited in the United States mail, registered or certified mail, postage prepaid, return receipt required, and addressed as follows: If to GRANTOR: City of Moorpark Attn. City Clerk 323 Science Drive Moorpark, CA 93021 If to GRANTEE: RWC Hitch Ranch, LLC 3760 Kilroy Airport Way, Suite 130 Long Beach, CA 90806 With a copy to: Robert Miller, Esq. Lubin Olson & Niewiadomski, LLP The Transamerica Pyramid 600 Montgomery Street, 14th Floor San Francisco, CA 94111 or such other address as either Owner may from time to time specify in writing to the other. [SIGNATURES ON NEXT PAGE] Resolution No. 2025-____ Page 8 270 11134.00039/1397442v3 6 12853-0079\3075651v9.doc IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written. “Grantor” CITY OF MOORPARK Chris R. Enegren, Mayor ATTEST: Ky Spangler, City Clerk RWC HITCH RANCH, LLC, a California limited liability company By: Robert Comstock, RWC Hitch Ranch, LLC, Its: Authorized signer Resolution No. 2025-____ Page 9 271 11134.00039/1397442v3 12853-0079\3075651v9.doc 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 ) ) SS. COUNTY OF ) On _______________, 20__, before me, ______________________________________, Notary Public, personally appeared ________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public Resolution No. 2025-____ Page 10 272 11134.00039/1397442v3 12853-0079\3075651v9.doc 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 ) ) SS. COUNTY OF ) On _______________, 20__, before me, ______________________________________, Notary Public, personally appeared ________________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public Resolution No. 2025-____ Page 11 273 11134.00039/1397442v3 12853-0079\3075651v9.doc Exhibit 1 GRANTOR PROPERTY LEGAL DESCRIPTION Resolution No. 2025-____ Page 12 274 11134.00039/1397442v3 12853-0079\3075651v9.doc Exhibit 2 GRANTEE PROPERTY LEGAL DESCRIPTION Resolution No. 2025-____ Page 13 275 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 14 276 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 15 277 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 16 278 11134.00039/1397442v3 12853-0079\3075651v9.doc Exhibit 3 DESCRIPTION OF THE IMPROVEMENTS Work required to perform the Improvements are contained in the Native Habitat Restoration Plan for Hitch Ranch Specific Plan Project, prepared by Rincon Consultants, Inc., dated May 2024 (copy available from the Community Development Department, City of Moorpark, 323 Science Drive, Moorpark, California 93021). The principal requirements of that Plan are set forth on succeeding pages of this Exhibit. Resolution No. 2025-____ Page 17 279 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 18 280 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 19 281 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 20 282 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 21 283 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 22 284 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 23 285 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 24 286 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 25 287 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 26 288 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 27 289 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 28 290 11134.00039/1397442v3 12853-0079\3075651v9.doc Exhibit 4 EASEMENT AREA LEGAL DESCRIPTION [Attached] Resolution No. 2025-____ Page 29 291 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 30 292 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 31 293 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 32 294 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 33 295 11134.00039/1397442v3 12853-0079\3075651v9.doc Resolution No. 2025-____ Page 34 296 11134.00039/1397442v3 12853-0079\3075651v9.doc Exhibit 5 CONSERVATION EASEMENT DEED [Attached] Resolution No. 2025-____ Page 35 297 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 1 June 2017 HCP CE Template RECORDING REQUESTED BY AND ) WHEN RECORDED MAIL TO: ) ) ) ) ) ) WITH COPY TO: ) ) ) U.S. Fish and Wildlife Service ) [address] ) ) ) Space Above Line for Recorder’s Use Only CONSERVATION EASEMENT DEED (Including Third-Party Beneficiary [or Beneficiaries if another agency is included]) THIS CONSERVATION EASEMENT DEED (“Conservation Easement”) is made as of _________________, 20____, by [insert full legal name(s) of Grantor(s)] (“Grantor”), in favor of [insert full legal name of Grantee] (“Grantee”), hereinafter referred to individually as “Party” and collectively as “Parties,” with reference to the following facts: R E C I T A L S A. Grantor is the sole owner in fee simple of certain real property containing approximately [insert number] acres of land, located in the [insert name of City if within City limits: City of _____________,] County of _____________, State of California, designated Assessor’s Parcel Number(s) [insert APN(s)] (“Property”). The Property is legally described and depicted in Exhibit A attached to this Conservation Easement and incorporated herein by this reference. B. [Add recital about the Hitch Ranch Specific Plan Project, the Habitat Conservation Plan, the Habitat Conservation Plan Area and the two areas that will be comprise the Habitat Preserve, a portion of which is owned by City.] C. [Add recital about the designation of the Land Manager for long-term management of the Habitat Conservation Plan and the establishment of an Endowment for the long-term cost of carrying out the Long-Term Management Plan and the terms of the Resolution No. 2025-____ Page 36 298 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 2 June 2017 HCP CE Template Agreement between Grantor, Grantee and the Land Manager, including the Land Manager’s compliance with this Agreement.] D. [Add recital about the duties of the Land Manager and the terms of the Agreement between Grantor, Grantee and Land Manager that pertain to assignment of duties and obligations in this Conservation Easement from Grantor to the Land Manager.] E. The Property, in its current form and then as restored and enhanced by the Habitat Conservation Plan will possess wildlife and habitat values of great importance to Grantor, Grantee, the United States Fish and Wildlife Service (“USFWS”), [add California Department of Fish and Wildlife (“CDFW”) if appropriate,] the people of the State of California, and the people of the United States. The Property will provide high quality habitat for [list plant and/or animal species] and contains [list habitats]. Individually and collectively, these wildlife and habitat values comprise the “Conservation Values” of the Property. F. The Property will support habitat required to be preserved and managed in perpetuity by Federal Endangered Species Act Incidental Take Permit TE-__________ (“Permit”) [add CDFW permit if appropriate] as mitigation for certain impacts of [describe project] located in the [insert name of City if within City limits: City of ____________,] County of ____________, according to the [name of Habitat Conservation Plan], dated _____________ (“HCP”) and the Implementing Agreement (“IA”) [if any], dated ____________, the terms of which are incorporated by reference in this Conservation Easement. Grantor, Grantee, and USFWS each has a copy of the HCP, the IA, and the Permit. G. Grantee is authorized to hold conservation easements pursuant to California Civil Code section 815.3. Specifically, Grantee is a tax-exempt nonprofit organization qualified under section 501(c)(3) of the Internal Revenue Code of 1986, as amended [or whatever description is appropriate], and qualified to do business in California, which has as its primary purpose the preservation, protection or enhancement of land in its natural, scenic, or open-space condition. H. USFWS, an agency within the United States Department of the Interior, has jurisdiction over the conservation, protection, restoration, and management of fish, wildlife, native plants, and the habitat necessary for biologically sustainable populations of these species within the United States pursuant to the Endangered Species Act, 16 U.S.C. section 1531 et seq. (“ESA”), the Fish and Wildlife Coordination Act, 16 U.S.C. sections 661-666c, the Fish and Wildlife Act of 1956, 16 U.S.C. section 742(f) et seq., and other provisions of federal law. I. [Add if appropriate] The CDFW has jurisdiction, pursuant to California Fish and Game Code section 1802, over the conservation, protection, and management of fish, wildlife, native plants and the habitat necessary for biologically sustainable populations of those species, and CDFW is authorized to hold conservation easements for these purposes pursuant to California Civil Code section 815.3, California Fish and Game Code section 1348, and other provisions of California law. Resolution No. 2025-____ Page 37 299 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 3 June 2017 HCP CE Template COVENANTS, TERMS, CONDITIONS AND RESTRICTIONS For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and pursuant to California law, including Civil Code section 815 et seq., Grantor hereby voluntarily grants and conveys to Grantee a conservation easement in perpetuity over the Property. 1. Purposes. The purposes of this Conservation Easement are to ensure the Property will be retained forever in its natural, restored, or enhanced condition consistent with the habitat protection requirements of the HCP, IA [if any], and Permit and to prevent any use of the Property that will impair or interfere with the Conservation Values of the Property. Grantor intends that this Conservation Easement will confine the use of the Property to activities that are consistent with such purposes, including, without limitation, those involving the preservation, restoration, and enhancement of native species and their habitats. 2. Grantee’s Rights. To accomplish the purposes of this Conservation Easement, Grantor hereby grants and conveys the following rights to Grantee: (a) To preserve and protect the Conservation Values of the Property; (b) To enter the Property at any reasonable time in order to monitor compliance with and otherwise enforce the terms of this Conservation Easement, and for scientific research and interpretive purposes by Grantee or its designees, provided that Grantee shall not unreasonably interfere with Grantor's authorized use and quiet enjoyment of the Property; (c) To prevent any activity on or use of the Property that is inconsistent with the purposes of this Conservation Easement and to require the restoration of such areas or features of the Property that may be damaged by any act, failure to act, or any use or activity that is inconsistent with the purposes of this Conservation Easement; (d) To require that all mineral, air and water rights as Grantee deems necessary to preserve, protect, and sustain the biological resources and Conservation Values of the Property shall remain a part of and be put to beneficial use upon the Property consistent with the purposes of this Conservation Easement; and (e) All present and future development rights appurtenant to, allocated, implied, reserved or inherent in the Property; such rights are hereby terminated and extinguished, and may not be used on or transferred to any portion of the Property, nor any other property adjacent or otherwise. Resolution No. 2025-____ Page 38 300 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 4 June 2017 HCP CE Template 3. Third-Party Beneficiary. Grantor and Grantee acknowledge that USFWS [add other agencies here and throughout the remainder of the document as appropriate] is a third- party beneficiary of this Conservation Easement with the right of access to the Property and the right to enforce all obligations of Grantor and all other rights and remedies of Grantee under this Conservation Easement. These enforcement rights are in addition to, and do not limit, the rights of enforcement under the Permit. Additionally, Grantor and Grantee acknowledge and agree that USFWS is expressly granted certain additional rights under this Conservation Easement including, but not limited to, prior written notice of certain specified actions and a right of approval of certain specified actions. 4. Prohibited Uses. [Add if appropriate: Except (and only to the extent) the use or activity is a Reserved Right under Section 6] Except as required or authorized by the Habitat Conservation Plan, any activity on or use of the Property that is inconsistent with the purposes of this Conservation Easement is prohibited. Without limiting the generality of the foregoing, the following uses and activities by Grantor, Grantor’s agents, and third parties are expressly prohibited: [Review the following to confirm they are appropriate for the particular Property and its Conservation Values.] (a) Unseasonable watering; use of chemical fertilizers, pesticides, biocides, herbicides, rodenticides, fungicides or other agents; weed abatement activities; incompatible fire protection activities; and any and all other activities and uses which may adversely affect the Conservation Values of the Property or otherwise interfere with the purposes of this Conservation Easement; (b) Use of off-road vehicles and use of any other motorized vehicles except on existing roadways; (c) Agricultural activity of any kind [add if appropriate: except grazing for vegetation management if done in accordance with a grazing or management plan for the Property approved by Grantee and USFWS]; (d) Recreational activities including, but not limited to, horseback riding, biking, hunting or fishing [add if appropriate: except such activities as are consistent with the purposes of this Conservation Easement and carried out in accordance with a management plan for the Property approved by Grantee and USFWS]; (e) Commercial, industrial, institutional, or residential structures or uses; (f) Any legal or de facto division, subdivision or partitioning of the Property, including a request for a certificate of compliance pursuant to the Subdivision Map Act (California Government Code section 66499.35); (g) Construction, reconstruction, expansion, location, relocation, installation, or placement of any building, billboard or sign, or any other structure or improvement of any kind, except for fencing and signage required by the Habitat Conservation Plan. [add if appropriate: except signs for access control or education that will not impair or interfere with the Conservation Values and are consistent with the purposes of this Conservation Easement]; Resolution No. 2025-____ Page 39 301 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 5 June 2017 HCP CE Template (h) Deposit or accumulation of soil, trash, ashes, refuse, waste, bio-solids or any other materials; (i) Planting, introduction, or dispersion of non-native or exotic plant or animal species; (j) Filling, dumping, excavating, draining, dredging, mining, drilling, removing or exploring for or extracting minerals, loam, soil, sand, gravel, rock or other material on or below the surface of the Property, or granting or authorizing surface entry for any such purpose; (k) Altering the surface or general topography of the Property, including building roads or trails, or paving or otherwise covering any portion of the Property; (l) Removing, disturbing, altering, destroying, or cutting of trees, shrubs or other vegetation, except as required by law and in conformance with a management plan approved by Grantee and USFWS for (1) fire breaks, (2) maintenance of existing foot trails or roads that are otherwise permitted under this Conservation Easement, or (3) prevention or treatment of disease; (m) Manipulating, impounding or altering any natural water course, body of water or water circulation on the Property, and activities or uses detrimental to water quality, including but not limited to degradation or pollution of any surface or sub-surface waters; (n) Without the prior written consent of Grantee and USFWS, which Grantee and USFWS each may withhold for any reason, transferring, encumbering, selling, leasing, or otherwise separating the mineral, air, or water rights for the Property; changing the place or purpose of use of the water rights; abandoning or allowing the abandonment of, by action or inaction, any water or water rights, ditch or ditch rights, spring rights, reservoir or storage rights, wells, ground water rights, or other rights in and to the use of water historically used on or otherwise appurtenant to the Property, including but not limited to: (1) riparian water rights; (2) appropriative water rights; (3) rights to waters which are secured under contract with any irrigation or water district, to the extent such waters are customarily applied to the Property; and (4) any water from wells that are in existence or may be constructed in the future on the Property; and (o) Any activity or use that may violate or fail to comply with relevant federal, state, or local laws, regulations, or policies applicable to Grantor, the Property, or the activity or use in question. (p) [Insert additional prohibitions as appropriate for the particular Property and its Conservation Values.] Resolution No. 2025-____ Page 40 302 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 6 June 2017 HCP CE Template 5. Grantor’s Duties. Grantor shall undertake all reasonable actions to prevent the unlawful entry and trespass by persons whose activities may degrade or harm the Conservation Values of the Property or that are otherwise inconsistent with this Conservation Easement. In addition, Grantor shall undertake all necessary actions to perfect the rights of Grantee under Section 2 of this Conservation Easement, including all reasonable actions to require the Land Manager to undertake the Long-Term Management Plan for the Habitat Conservation Plan. 6. Assignment of Grantor’s Obligations and Duties to Land Manager. The Parties understand that Grantor’s duties and obligations pursuant to this Conservation Easement rely upon the concerted and continuing actions of the Land Manager in carrying out the Habitat Conservation Plan and in implementing that Plan, including the Long-Term Management Plan If any failure of Grantor to comply with the terms of this Conservation Easement is caused by the act or omission of the Land Manager, Grantor has a right to tender any claim or action for an act or omission within the scope of the duties of the Land Manager to the Land Manager, which, pursuant to separate agreement between Grantor, Grantee and Land Manager, Land Manager has a duty to defend indemnify and hold Grantor harmless from such claim or action. 7. Reserved Rights. Grantor reserves to itself, and to its personal representatives, heirs, successors, and assigns, all rights accruing from its ownership of the Property, including the right to engage in or to permit or invite others to engage in all uses of the Property that are not expressly prohibited or limited by, and are consistent with the purposes of, the Habitat Conservation Plan and this Conservation Easement. [Add if appropriate: Grantor specifically reserves the right to conduct the following activities and uses on the Property: (a) . . . .] 8. [If appropriate, add something like: Adaptive Management. The HCP, IA, and Permit require Adaptive Management of the Property, recognizing that Adaptive Management is a key element of implementing effective conservation programs. Adaptive Management combines data from monitoring species and natural systems with new information from management and targeted studies to continually assess the effectiveness of the conservation program and adjust conservation actions. Adaptive Management may include re-prioritizing monitoring efforts as well as corrective actions where (a) resources are threatened by land uses in and adjacent to the Property, (b) current management activities are not adequate or effective, or (c) enforcement difficulties are identified. Actions that are part of Adaptive Management of the Property in accordance with the Permit, IA, and HCP, including but not limited to monitoring and corrective actions, are consistent with the purposes of, and expressly permitted by, this Conservation Easement.] 9. Grantee’s Remedies. (a) If Grantee or USFWS determines that a violation of the terms of this Conservation Easement has occurred or is threatened, Grantee or USFWS shall give written notice to Grantor of such violation and demand in writing the cure of such violation (“Notice of Violation”). At the time of giving any such notice, Grantee shall also give a copy of the notice to USFWS (or, if USFWS gives a Notice of Violation it shall also give a copy of the notice to Resolution No. 2025-____ Page 41 303 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 7 June 2017 HCP CE Template Grantee). Notice shall be provided in accordance with Section 23 [verify this section number refers to “Notices” section] of this Conservation Easement. (b) If Grantor fails to cure the violation within fifteen (15) days after receipt of the Notice of Violation, or if the cure reasonably requires more than fifteen (15) days to complete and Grantor fails to begin the cure within the fifteen (15)-day period or fails to continue diligently to complete the cure, Grantee or USFWS may bring an action at law or in equity in a court of competent jurisdiction to enforce the terms of this Conservation Easement for any or all of the following: to recover any damages to which Grantee may be entitled for violation of the terms of this Conservation Easement or for any injury to the Conservation Values of the Property; to enjoin the violation, ex parte as necessary, by temporary or permanent injunction without the necessity of proving either actual damages or the inadequacy of otherwise available legal remedies; to pursue any other legal or equitable relief, including, but not limited to, the restoration of the Property to the condition in which it existed prior to any such violation or injury; or to otherwise enforce this Conservation Easement. Without limiting the liability of Grantor, Grantee may apply any damages recovered to the cost of undertaking any corrective action on the Property. (c) If Grantee or USFWS, each in its sole discretion, determines that circumstances require immediate action to prevent or mitigate injury to the Conservation Values of the Property, Grantee or USFWS may pursue its remedies under this Conservation Easement without prior notice to Grantor or without waiting for the period provided for cure to expire. Grantee’s and USFWS’s rights under this Section 8 apply equally to actual or threatened violations of the terms of this Conservation Easement. (d) Grantor agrees that Grantee’s and USFWS’s remedies at law for any violation of the terms of this Conservation Easement are inadequate and that Grantee or USFWS shall be entitled to the injunctive relief described in this Section 9, both prohibitive and mandatory, in addition to such other relief to which Grantee or USFWS may be entitled, including specific performance of the terms of this Conservation Easement, without the necessity of proving either actual damages or the inadequacy of otherwise available legal remedies. Grantee’s and USFWS’s remedies described in this Section 8 shall be cumulative and shall be in addition to all remedies now or hereafter existing at law or in equity, including but not limited to, the remedies set forth in California Civil Code section 815 et seq. (e) If at any time in the future Grantor or any subsequent transferee uses or threatens to use the Property for purposes inconsistent with this Conservation Easement then, despite the provisions of California Civil Code section 815.7, the California Attorney General, any person and any entity with a justiciable interest in the preservation of this Conservation Easement each has standing as an interested party in any proceeding affecting this Conservation Easement. Resolution No. 2025-____ Page 42 304 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 8 June 2017 HCP CE Template 10. Costs of Enforcement. Grantor shall bear all costs incurred by Grantee or USFWS, where it is a prevailing party in enforcing the terms of this Conservation Easement against Grantor. These costs may include, but are not limited to, the following: costs of suit and attorneys’ and experts’ fees, and any costs for restoration necessitated by Grantor’s negligence or breach of this Conservation Easement. 11. Discretion of Grantee and USFWS. Enforcement of the terms of this Conservation Easement by Grantee or USFWS shall be at the discretion of the enforcing party, and any forbearance by Grantee or USFWS to exercise its rights under this Conservation Easement in the event of any breach of any term of this Conservation Easement shall not be deemed or construed to be a waiver by Grantee or USFWS of such term or of any subsequent breach of the same or any other term of this Conservation Easement or of any rights of Grantee or USFWS (as a third-party beneficiary) under this Conservation Easement. No delay or omission by Grantee or USFWS in the exercise of any right or remedy shall impair such right or remedy or be construed as a waiver. 12. Acts Beyond Grantor’s Control. Nothing contained in this Conservation Easement shall be construed to entitle Grantee or USFWS to bring any action against Grantor for any injury to or change in the Property resulting from any natural cause beyond Grantor’s control, including, without limitation, fire not caused by Grantor, flood, storm, and earth movement, or any prudent action taken by Grantor under emergency conditions to prevent, abate, or mitigate significant injury to persons or the Property resulting from such causes. 13. [Optional] Fence Installation and Maintenance. Grantor shall install and maintain a fence that is approved in writing by Grantee and USFWS around the Property to protect the Conservation Values of the Property. 14. Access. This Conservation Easement does not convey a general right of access to the public. 15. Costs and Liabilities. Except for those obligations of the Land Manager, which obligations will be provided in a separate agreement between Grantor, Grantee and the Land Manager, Grantor retains all responsibilities and shall bear all costs and liabilities of any kind related to the ownership, operation, upkeep, and maintenance of the Property. Grantor agrees that neither Grantee nor USFWS shall have any duty or responsibility for the operation, upkeep or maintenance of the Property, the monitoring of hazardous conditions thereon, or the protection of Grantor, the public or any third parties from risks relating to conditions on the Property. Grantor and Grantee each remains solely responsible for obtaining any applicable governmental permits and approvals required for any activity or use permitted by this Conservation Easement, including those required from USFWS acting in its regulatory capacity, and any activity or use shall be undertaken in accordance with all applicable federal, state, local and administrative agency statutes, codes, ordinances, rules, regulations, orders and requirements. 16. Taxes; No Liens. Grantor shall pay before delinquency all taxes, assessments (general and special), fees, and charges of whatever description levied on or assessed against the Property by competent authority (collectively “Taxes”), including any Taxes imposed upon, or Resolution No. 2025-____ Page 43 305 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 9 June 2017 HCP CE Template incurred as a result of, this Conservation Easement, and shall furnish Grantee and USFWS with satisfactory evidence of payment upon request. Grantor and Grantee each shall keep the Property free from any liens (other than a security interest that is expressly subordinate to this Conservation Easement as provided in Sections 24(k) and (l)) [verify these section numbers refer to “Additional Provisions” - “Warranty” and “Additional Easements” sections], including those arising out of any obligations incurred for any labor or materials furnished or alleged to have been furnished to or for Grantor or Grantee at or for use on the Property. 17. Hold Harmless. (a) Grantor shall hold harmless, protect, and indemnify Grantee and its directors, officers, employees, agents, contractors, and representatives and the heirs, personal representatives, successors and assigns of each of them (each a “Grantee Indemnified Party” and, collectively, “Grantee’s Indemnified Parties”) from and against any and all liabilities, penalties, costs, losses, damages, expenses (including, without limitation, reasonable attorneys’ fees and experts’ fees), causes of action, claims, demands, orders, liens or judgments (each a “Claim” and, collectively, “Claims”), arising from or in any way connected with: (1) injury to or the death of any person, or physical damage to any property, resulting from any act, omission, condition, or other matter related to or occurring on or about the Property, except that this indemnification shall be inapplicable to Grantee’s Indemnified Parties with respect to any Claim due solely to the negligence or willful misconduct of Grantee’s Indemnified Parties; (2) the obligations specified in Sections 5, 15, and 16 [verify the section numbers listed here refer to “Grantor’s Duties,” “Costs and Liabilities,” and “Taxes; No Liens” sections]; and (3) the existence or administration of this Conservation Easement. (b) Grantor shall hold harmless, protect, and indemnify USFWS and its directors, officers, employees, agents, contractors and representatives, and the heirs, personal representatives, successors and assigns of each of them (each a “USFWS Indemnified Party” and, collectively, “USFWS’s Indemnified Parties”) from and against any and all Claims arising from or in any way connected with: (1) injury to or the death of any person, or physical damage to any property, resulting from any act, omission, condition, or other matter related to or occurring on or about the Property; and (2) the existence or administration of this Conservation Easement. Provided, however, that this indemnification shall be inapplicable to a USFWS Indemnified Party with respect to any Claim due solely to the negligence or willful misconduct of that USFWS Indemnified Party. If any action or proceeding is brought against any of USFWS’s Indemnified Parties by reason of any Claim to which the indemnification in this Section 16 applies, then Grantor shall, at the election of and upon written notice from the USFWS Indemnified Party, defend such action or proceeding by counsel reasonably acceptable to the USFWS Indemnified Party or reimburse the USFWS Indemnified Party for all charges incurred for services of the U.S. Department of Justice in defending the action or proceeding. (c) Grantor’s obligations under this Section may be assigned, in whole or in part, by Grantor to the Land Manager with respect to any Claim that arises from an act or omission of Land Manager in connection with the management of the Habitat Conservation Plan, including the Long-Term Management Plan. Resolution No. 2025-____ Page 44 306 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 10 June 2017 HCP CE Template 18. Extinguishment. If circumstances arise in the future that render the purposes of this Conservation Easement impossible to accomplish, this Conservation Easement can only be terminated or extinguished, in whole or in part, by judicial proceedings in a court of competent jurisdiction. Grantor shall provide written notice to Grantee and USFWS at least forty-five (45) days prior to taking any action to extinguish this Conservation Easement and prior to extinguishment shall provide a conservation easement at an alternative site to Grantee, or another entity or organization authorized to acquire and hold conservation easements under California Civil Code section 815.3 (or any successor provision then applicable) or the laws of the United States, that has been approved in writing by USFWS, or shall provide alternative mitigation acceptable to USFWS and determined in writing by USFWS to be adequate to mitigate for the impacts to the species covered under the Permit. No such extinguishment shall affect the value of Grantee’s interest in the Property, and if the Property, or any interest therein, is sold, exchanged, or taken after such extinguishment, Grantee shall be entitled to receive its pro-rata share of the proceeds of such sale, exchange or taking. The amount of the compensation to which Grantee shall be entitled from any sale, exchange, or taking of all or any portion of the Property subsequent to such extinguishment shall be based on the respective fair market values of the interests of Grantee and Grantor extinguished as determined in the judicial extinguishment proceedings, and Grantee shall use any proceeds received in a manner determined in writing by USFWS to be consistent with the purposes of this Conservation Easement and Grantor’s mitigation obligations under the Permit. 19. Condemnation. This Conservation Easement is a “conservation easement” as defined in California Code of Civil Procedure section 1240.055(a)(1) and constitutes “property appropriated to public use” as defined in California Code of Civil Procedure section 1240.055(a)(3). USFWS is a public entity that imposed conditions upon issuance of the Permit that were satisfied, in whole or in part, by the creation of this Conservation Easement, as described in California Code of Civil Procedure section 1240.055(a)(3). A person authorized to acquire property for public use by eminent domain shall seek to acquire the Property, if at all, only as provided in California Code of Civil Procedure section 1240.055. The purposes of this Conservation Easement are presumed to be the best and most necessary public use as defined at California Code of Civil Procedure section 1240.680, notwithstanding California Code of Civil Procedure sections 1240.690 and 1240.700. If any person seeks to acquire the Property for public use, Grantee shall immediately provide written notice to USFWS and comply with all obligations of the holder of a conservation easement under California Code of Civil Procedure section 1240.055. Grantee shall use any proceeds received from condemnation of the Property in a manner determined by USFWS in writing to be consistent with the purposes of this Conservation Easement and Grantor’s mitigation obligations under the P ermit. [If CDFW is a third-party beneficiary add: If the Conservation Easement is condemned, the net proceeds from the condemnation shall also be used in compliance with California Government Code section 65966(j).] 20. Transfer of Easement. This Conservation Easement may only be assigned or transferred by Grantee with the prior written approval of USFWS. Grantee may assign this Conservation Easement only to an entity or organization approved in advance in writing by Resolution No. 2025-____ Page 45 307 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 11 June 2017 HCP CE Template Grantor and USFWS that is authorized to acquire and hold conservation easements pursuant to California Civil Code section 815.3 [if CDFW is a third-party beneficiary add: and California Government Code section 65967] (and any successor or other provisions then applicable) or the laws of the United States. Grantee shall require the transferee to record the assignment in the county where the Property is located. The failure of Grantee to perform any act provided in this Section 19 shall not impair the validity of this Conservation Easement or limit its enforcement in any way. 21. Transfer of Property. Grantor agrees to incorporate the terms of this Conservation Easement by reference in any deed or other legal instrument by which Grantor divests itself of any interest in all or any portion of the Property, including, without limitation, a leasehold interest. . Grantor further agrees to give written notice to Grantee and USFWS of the intent to transfer any interest at least sixty (60) days prior to the date of such transfer. Grantee or USFWS shall have the right to prevent any transfer in which prospective subsequent claimants or transferees are not given notice of the covenants, terms, conditions and restrictions of this Conservation Easement. . The failure of Grantor, Grantee, or USFWS to perform any act provided in this Section 20 shall not impair the validity of this Conservation Easement or limit its enforceability in any way. 22. No Merger. The doctrine of merger is not intended to apply and shall not operate to extinguish this Conservation Easement if the Conservation Easement and the Property become vested in the same party. If, despite this intent, the doctrine of merger applies to extinguish the Conservation Easement then, unless Grantor, Grantee, and USFWS otherwise agree in writing, a replacement conservation easement or restrictive covenant containing the same protections embodied in this Conservation Easement shall promptly be recorded against the Property by Grantee, or its successor in interest, in favor of a third party approved in writing by USFWS to ensure that the mitigation obligations required under the Permit identified in Recital C, which include conservation of the Property in perpetuity through execution and recordation of a conservation easement or equivalent legal mechanism, and the purposes of California Civil Code section 815, are fulfilled. Until such replacement conservation easement or equivalent legal mechanism is executed and recorded, Grantee or its successor in interest shall continue to protect the Property in accordance with the terms of the original Conservation Easement. Any and all terms and conditions of this Conservation Easement shall be deemed covenants and restrictions upon the Property, which shall run with the land according to California law and otherwise exist in perpetuity. 23. Notices. Any notice, demand, request, consent, approval, or other communication that a Party desires or is required to give to the other Party shall be in writing, with a copy to USFWS, and be served personally or sent by recognized overnight courier that guarantees next- day delivery or by first class United States mail, postage fully prepaid, and addressed as follows: To Grantor: [Name] [Address] [City, State Zip] [Attn:] Resolution No. 2025-____ Page 46 308 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 12 June 2017 HCP CE Template To Grantee: [Name] [Address] [City, State Zip] [Attn:] To USFWS [Name of Field Office] [Address] [City, State Zip] Attn: Field Supervisor or to such other address as Grantor or Grantee may designate by written notice to the other Party, with a copy to USFWS, or as USFWS may designate by written notice to the Parties. Notice shall be deemed effective upon delivery in the case of personal delivery or delivery by overnight courier or, in the case of delivery by first class mail, three (3) business days after deposit into the United States mail. 24. Amendment. This Conservation Easement may be amended by Grantor and Grantee only by mutual written agreement and subject to the prior written consent of USFWS. Any such amendment shall be consistent with the purposes of this Conservation Easement, the Permit requirements, and California law governing conservation easements and shall not affect its perpetual duration. Any such amendment shall be recorded in the Official Records of the county in which the Property is located, and Grantee shall promptly provide a conformed copy of the recorded amendment to Grantor and USFWS. 25. Additional Provisions. (a) Controlling Law. The interpretation and performance of this Conservation Easement shall be governed by the laws of the State of California, disregarding the conflicts of law principles of such state, and applicable federal law. (b) Liberal Construction. Despite any general rule of construction to the contrary, this Conservation Easement shall be liberally construed to accomplish the purposes of this Conservation Easement and the policy and purpose of California Civil Code section 815 et seq. If any provision in this instrument is found to be ambiguous, an interpretation consistent with the purposes of this Conservation Easement that would render the provision valid shall be favored over any interpretation that would render it invalid. (c) Severability. If a court of competent jurisdiction voids or invalidates on its face any provision of this Conservation Easement, such action shall not affect the remainder of this Conservation Easement. If a court of competent jurisdiction voids or invalidates the application of any provision of this Conservation Easement to a person or circumstance, such action shall not affect the application of the provision to any other persons or circumstances. (d) Entire Agreement. This instrument, including the documents incorporated by reference in it, along with the Agreement with the Land Manager referred to in the recitals, Resolution No. 2025-____ Page 47 309 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 13 June 2017 HCP CE Template sets forth the entire agreement of the Parties with respect to the Conservation Easement and supersedes all prior discussions, negotiations, understandings, or agreements relating to the Conservation Easement. No alteration or variation of this instrument shall be valid or binding unless contained in an amendment in accordance with Section 24 [verify this section number refers to “Amendment” section]. (e) No Forfeiture. Nothing contained in this Conservation Easement will result in a forfeiture of Grantor’s title in any respect. (f) Successors. The covenants, terms, conditions, and restrictions of this Conservation Easement shall be binding upon, and inure to the benefit of, the Parties and their respective personal representatives, heirs, successors, and assigns and shall constitute a servitude running in perpetuity with the Property. (g) Covenant Running with the Land. This Conservation Easement and covenants contained herein (1) are imposed upon the Property; (2) shall run with and against the same and shall be a charge and burden thereon for the benefit of Grantee, or any successor in interest, and USFWS; and (3) are perpetual and irrevocable. (h) Termination of Rights and Obligations. A Party’s rights and obligations under this Conservation Easement terminate upon transfer of the Party’s interest in the Conservation Easement or Property, except that liability for acts, omissions, or breaches occurring prior to transfer shall survive transfer. (i) Captions. The captions in this instrument have been inserted solely for convenience of reference and are not a part of this instrument and shall have no effect upon its construction or interpretation. (j) No Hazardous Materials Liability. (1) Except as disclosed in any Phase 1 report provided to Grantee prior to the recordation of this Conservation Easement, Grantor represents and warrants to Grantee and USFWS that it has no knowledge or notice of any Hazardous Materials (defined below) or underground storage tanks existing, generated, treated, stored, used, released, disposed of, deposited or abandoned in, on, under, or from the Property, or transported to or from or affecting the Property. Resolution No. 2025-____ Page 48 310 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 14 June 2017 HCP CE Template (2) Without limiting the obligations of Grantor under Section 17 [verify that section number refers to “Hold Harmless” section] of this Conservation Easement, Grantor hereby releases and agrees to indemnify, protect and hold harmless Grantee’s Indemnified Parties and USFWS’s Indemnified Parties (each as defined in Section 17 [same instruction as above]) from and against any and all Claims (as defined in Section 17 [same instruction as above]) arising from or connected with any Hazardous Materials or underground storage tanks present, alleged to be present, released in, from, or about, or otherwise associated with the Property at any time, except that this release and indemnification shall be inapplicable to the Grantee’s Indemnified Parties or USFWS’s Indemnified Parties with respect to any Hazardous Materials placed, disposed, or released by Grantee’s Indemnified Parties or USFWS’s Indemnified Parties. This release and indemnification includes, without limitation, Claims for (a) injury to or death of any person or physical damage to any property; and (b) the violation or alleged violation of, or other failure to comply with, any Environmental Laws (defined below). If any action or proceeding is brought against any of USFWS’s Indemnified Parties by reason of any such Claim, Grantor shall, at the election of and upon written notice from the USFWS Indemnified Party, defend such action or proceeding by counsel reasonably acceptable to the USFWS Indemnified Party or reimburse the USFWS Indemnified Party for all charges incurred for services of the U.S. Department of Justice in defending the action or proceeding. (3) Despite any contrary provision of this Conservation Easement, the Parties do not intend this Conservation Easement to be, and this Conservation Easement shall not be, construed such that it creates in or gives to Grantee or USFWS any of the following: (A) The obligations or liability of an “owner” or “operator,” as those terms are defined and used in Environmental Laws (defined below), including, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (42 U.S.C. section 9601 et seq.; hereinafter, “CERCLA”); or (B) The obligations or liabilities of a person described in 42 U.S.C. section 9607(a)(3) or (4); or (C) The obligations of a responsible person under any applicable Environmental Laws; or (D) The right or duty to investigate and remediate any Hazardous Materials associated with the Property; or (E) Any control over Grantor’s ability to investigate, remove, remediate or otherwise clean up any Hazardous Materials associated with the Property. (4) The term “Hazardous Materials” includes, without limitation, (a) material that is flammable, explosive or radioactive; (b) petroleum products, including by-products and fractions thereof; and (c) hazardous materials, hazardous wastes, hazardous or toxic substances, or related materials defined in CERCLA, the Resource Conservation and Recovery Act of 1976 (42 U.S.C. section 6901 et seq.; hereinafter “RCRA”); the Hazardous Materials Transportation Act (49 U.S.C. section 5101 et seq.; hereinafter “HTA”); the Hazardous Waste Control Law (California Health & Safety Code section 25100 et seq.; hereinafter “HCL”); Resolution No. 2025-____ Page 49 311 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 15 June 2017 HCP CE Template the Carpenter-Presley-Tanner Hazardous Substance Account Act (California Health & Safety Code section 25300 et seq.; hereinafter “HSA”), and in the regulations adopted and publications promulgated pursuant to them, or any other applicable Environmental Laws now in effect or enacted after the date of this Conservation Easement. (5) The term “Environmental Laws” includes, without limitation, CERCLA, RCRA, HTA, HCL, HSA, and any other federal, state, local or administrative agency statute, code, ordinance, rule, regulation, order or requirement relating to pollution, protection of human health or safety, the environment or Hazardous Materials. Grantor represents, warrants and covenants to Grantee and USFWS that activities upon and use of the Property by Grantor, its agents, employees, invitees and contractors will comply with all Environmental Laws. Grantee represents, warrants and covenants to Grantor and USFWS that activities upon and use of the Property by Grantee, its agents, employees, invitees and contractors will comply with all Environmental Laws. (k) Warranty. Grantor represents and warrants that Grantor is the sole owner of fee simple title to the Property; that the Property is not subject to any other conservation easement; and that there are no outstanding mortgages, liens, encumbrances or other interests in the Property (including, without limitation, water and mineral interests) that may conflict or are otherwise inconsistent with this Conservation Easement and which have not been expressly subordinated to this Conservation Easement by a written, recorded Subordination Agreement approved by Grantee and USFWS. (l) Additional Easements. Grantor shall not grant any additional easements, rights of way, or other interests in the Property (other than a security interest that is expressly subordinated to this Conservation Easement), or grant, transfer, abandon, or relinquish (each a “Transfer”) any mineral, air, or water right, or any water associated with the Property, without first obtaining the written consent of Grantee and USFWS. Grantee or USFWS may withhold such consent if it determines that the proposed interest or Transfer is inconsistent with the Permit or the purposes of this Conservation Easement or may impair or interfere with the Conservation Values of the Property. This Section 24(l) shall not limit the provisions of Sections 2(d) or 4(n) [verify that these section numbers refer to mineral, air and water rights], nor prohibit transfer of a fee or leasehold interest in the Property that is subject to this Conservation Easement and complies with Section 20 [verify that section number refers to “Transfer of Property” section]. Grantor shall provide a certified copy of any recorded or unrecorded grant or Transfer document to Grantee and USFWS. (m) Recording. Grantee shall record this Conservation Easement in the Official Records of the county in which the Property is located, and may re-record it at any time as Grantee deems necessary to preserve its rights in this Conservation Easement. Resolution No. 2025-____ Page 50 312 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 16 June 2017 HCP CE Template IN WITNESS WHEREOF, the Parties have executed this Conservation Easement as of the day and year first set forth above. GRANTOR: GRANTEE: [Insert full legal name of Grantor] [Insert full legal name of Grantee] BY: BY: NAME: NAME: TITLE: TITLE: DATE: DATE: [NOTE: ATTACH FORM OF NOTARY ACKNOWLEDGMENT] Resolution No. 2025-____ Page 51 313 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 17 June 2017 HCP CE Template [EXAMPLE] STATE OF CALIFORNIA ) ) ss. COUNTY OF LOS ANGELES ) On _______________________, 20___, before me,_________________________, a Notary Public in and for the State of California, personally appeared ________________________________________, personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument, the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. ________________________________________ Notary Public in and for the State of California (SEAL) STATE OF CALIFORNIA ) ) ss. COUNTY OF LOS ANGELES ) On _______________________, 20___, before me, ________________________, a Notary Public in and for the State of California, personally appeared ________________________________________, personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument, the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. ________________________________________ Notary Public in and for the State of California (SEAL) Resolution No. 2025-____ Page 52 314 PLEASE NOTE: This sample HCP Conservation Easement is provided for reference and does not necessarily contain all provisions appropriate for the Habitat Conservation Plan for the Hitch Ranch Specific Plan Project . 11134.00039/1388763v2 Page 18 June 2017 HCP CE Template [NOTE: ATTACH EXHIBIT] EXHIBIT A LEGAL DESCRIPTION OF PROPERTY Resolution No. 2025-____ Page 53 315