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Portuguese Bend Club Homeowners Association - FY2025-010-01 1 FIRST AMENDMENT TO RIGHT OF ACCESS AGREEMENT THIS FIRST AMENDMENT TO RIGHT OF ACCESS AGREEMENT (this “First Amendment”) is made and entered into as of August 21, 2024, by and between the PORTUGUESE BEND CLUB HOMEOWNERS ASSOCIATION, a California corporation (“PBCHOA” or “Grantor”), and the CITY OF RANCHO PALOS VERDES, a California Municipal Corporation, (“City”). PBCHOA and CITY are each referred to as a “Party” and collectively the “Parties.” RECITALS A. On July 23, 2024, PBCHOA and City entered into the RIGHT OF ACCESS AGREEMENT B. The Parties now wish to amend the Agreement by expanding the area to which the City has access, and to expand the activities the City may perform on those areas, as depicted in Exhibit C. C. The City will drill bore holes in the expanded area with a view to drilling new vertical dewatering wells. D. Grantor is willing to expand its grant to City of the non-exclusive, irrevocable license for access to and use of the Property in connection with the performance of the Work, as is more particularly described in this Agreement. AGREEMENT NOW, THEREFORE, for and in consideration of the foregoing premises, the mutual covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Grantor and City hereby covenant and agree as follows: 1. License and Restrictions. 1.1 Subject to the terms and conditions of the Agreement, Grantor hereby amends the non- exclusive, irrevocable license (the “License”) to the City and its agents, employees and contractors (collectively, the “City Parties”) to access and use the Property for the following purposes (the “License Purposes”): to move equipment, materials, and workers onto the area in Exhibit C and to drill three boreholes and five vertical dewatering wells (the “Expanded Work”). 1.1.1 No use of the common areas within PBC beyond that permitted by the Agreement and this Amendment shall be permitted. 1.1.2 The City’s Contractor will restore the common area to the condition they were in prior to the commencement of the Expanded Work, including before and after photos. to the extent any changes or damage are caused by the Expanded Work. PBCHOA understands that due to the rate of land movement, City Parties may not be able to restore the Expanded Work Area to the exact conditions. 1.1.3 Use best efforts to minimize trips to the borehole locations. 1.1.4 The City’s contractor shall be responsible for following all applicable environmental regulations, and shall take all measures necessary to avoid and promptly correct six Docusign Envelope ID: F1015A74-A835-4E74-88EF-2047EE16E3D8 2 spills, trash, debris, discarded materials and equipment, as required under the contract. 1.1.5 The City’s contractor will provide all sanitary accommodations for its workers. 1.1.6 The City’s Contractor will make every effort to consolidate the workforce in as few vehicles as possible. 1.1.7 The City’s Contractor shall be responsible for site security and safety, including providing fire watch as required under OSHA. 1.1.8 The City’s Contractor will ensure adequate access around all Work areas for the heavy equipment and materials for maintenance by PBCHOA and KLONDIKE CANYON GEOLOGIC HAZARD ABATEMENT DISTRICT (“KCLAD”) as a third-party beneficiary and KCLAD well drilling operations. 1.1.9 The City Parties will fully cooperate with reasonable requests that do not impede progress of the work. 2. Term of License. The License shall be irrevocable and shall remain in full force and effect from the date hereof until the earlier of (a) December 31, 2024, or (b) the date Grantor receives a copy of the notice of completion recorded by the City pursuant to Section 6.2 of the Agreement. Notwithstanding the foregoing, if the Work is not completed by March 31, 2024, the City may request a reasonable extension of the term of the License, and Grantor shall not unreasonably withhold its approval thereof. 3. Ratification of Agreement. Except as provided in this Amendment, the Agreement (including Exhibits A and B), is ratified in its entirety. To the extent of a conflict between the Amendment and the Agreement, this Amendment shall govern. 4. Mutual Cooperation. Each party hereto agrees to execute any and all documents and to cooperate fully and in good faith to effect the provisions of this Amendment No. 1. [signatures on the following page] Docusign Envelope ID: F1015A74-A835-4E74-88EF-2047EE16E3D8 3 IN WITNESS WHEREOF, Grantor and the City have caused this Amendment to be executed as of the day and year first written above. GRANTOR: PORTUGUESE BEND CLUB HOMEOWNERS’ ASSOCIATION a California corporation CITY: CITY OF RANCHO PALOS VERDES, a municipal corporation By: ____________________________ Michael A. Barth, President By: ____________________________ Ara Mihranian, City Manager ATTEST: ____________________________ Teresa Takaoka, City Clerk APPROVED AS TO FORM: ALESHIRE & WYNDER, LLP ____________________________ Elena Q. Gerli, City Attorney Docusign Envelope ID: F1015A74-A835-4E74-88EF-2047EE16E3D8 10/1/2024 EXHIBIT C EXPANDED ACCESS AREA AND LOCATION OF BOREHOLES AND PROPOSED DEWATERING WELLS Docusign Envelope ID: F1015A74-A835-4E74-88EF-2047EE16E3D8 WELL LOCATIONSC P-3 DW-6 Docusign Envelope ID: F1015A74-A835-4E74-88EF-2047EE16E3D8 Certificate Of Completion Envelope Id: F1015A74A8354E7488EF2047EE16E3D8 Status: Completed Subject: Complete with Docusign: PBCHOA ROE Agmt Amend 1 (1015046.2).pdf Source Envelope: Document Pages: 5 Signatures: 4 Envelope Originator: Certificate Pages: 5 Initials: 0 David Copp AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 30940 Hawthorne Blvd. Rancho Palos Verdes, CA 90275 dcopp@rpvca.gov IP Address: 72.34.97.146 Record Tracking Status: Original 9/18/2024 1:14:06 PM Holder: David Copp dcopp@rpvca.gov Location: DocuSign Signer Events Signature Timestamp Michael Barth michael@barthlaw.com Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 12.202.153.66 Sent: 9/18/2024 1:20:03 PM Viewed: 10/1/2024 11:32:28 AM Signed: 10/1/2024 11:33:09 AM Electronic Record and Signature Disclosure: Accepted: 7/22/2024 11:17:49 AM ID: 362cdac9-8a9d-4f3c-9098-35a8d822b791 Elena Q. Gerli egerli@awattorneys.com City Attorney Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 50.112.162.3 Sent: 10/1/2024 11:33:10 AM Resent: 10/1/2024 11:34:05 AM Viewed: 10/1/2024 11:48:58 AM Signed: 10/1/2024 11:49:09 AM Electronic Record and Signature Disclosure: Accepted: 10/1/2024 11:48:58 AM ID: de719f22-aa31-40c0-8e14-9abbc0375a04 Ara Mihranian AraM@rpvca.gov City Manager City of Rancho Palos Verdes Security Level: Email, Account Authentication (None) Signature Adoption: Uploaded Signature Image Using IP Address: 72.34.97.146 Sent: 10/1/2024 11:49:11 AM Viewed: 10/1/2024 12:51:54 PM Signed: 10/1/2024 12:52:49 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Teresa Takaoka terit@rpvca.gov Security Level: Email, Account Authentication (None) Signature Adoption: Drawn on Device Using IP Address: 172.58.117.127 Signed using mobile Sent: 10/1/2024 12:52:50 PM Viewed: 10/1/2024 12:56:10 PM Signed: 10/1/2024 12:56:27 PM Electronic Record and Signature Disclosure: Accepted: 10/1/2024 12:56:10 PM ID: 6537ee19-61b5-4781-a5a4-4ebfa83b923f In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 9/18/2024 1:20:03 PM Envelope Updated Security Checked 10/1/2024 11:08:36 AM Envelope Updated Security Checked 10/1/2024 11:08:37 AM Envelope Updated Security Checked 10/1/2024 11:08:37 AM Envelope Updated Security Checked 10/1/2024 11:08:37 AM Envelope Updated Security Checked 10/1/2024 11:08:37 AM Certified Delivered Security Checked 10/1/2024 12:56:10 PM Signing Complete Security Checked 10/1/2024 12:56:27 PM Completed Security Checked 10/1/2024 12:56:27 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Rancho Palos Verdes (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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Docusign Envelope ID D65717EA-661 C-443C-A4E5-501 B1 DDC79BB RIGHT OF ACCESS AGREEMENT THIS,RIGHT OF ACCESS AGREEMENT(this "Agreement") is made and entered into as of July o'13 ! 2024, by and between the PORTUGUESE BEND CLUB HOMEOWNERS ASSOCIATION, a California corporation ("PBCHOA" or"Grantor"), and the CITY OF RANCHO PALOS VERDE'S,a California Municipal Corporation, ("City"). RECITALS A. On October 3, 2023, the City Council proclaimed the existence of a state of local emergency within the Greater Portuguese Bend Landslide Complex. The state of emergency was extended, as required by statute, on November 14, 2023, December 19, 2023, February 6, 2024, March 19, 2024, May 7, 2024, and July 2, 2024. The state of emergency is anticipated to continue for the foreseeable future. B. On May 7, 2024, the City Council approved the Emergency Hydraugers Project, which consists of installing emergency hydrauger arrays with underground drains to extract water. These measures must be installed immediately to stabilize the area because the current rate of movement, if not, significantly slowed, will result in severe impacts to public infrastructure, utilities, and residential structures. C. PBCHOA is a California corporation formed for the purposes of conducting the affairs of the homeowners of the Portuguese Bend Club ("PBC") and owns all of the common areas within PBC. PBC is depicted in Exhibit A attached hereto. D. Hydrauger E-1 is anticipated to be installed as depicted in Exhibit B,, attached hereto. Before installation, the City, utilizing its Contractor, Malcolm Drilling, Inc., wishes to drill certain temporary boreholes to obtain more precise data regarding in order to validate the design of Hydrauger E-1, and likely to dictate adjustments to its vertical/horizontal alignments (the "Work"). The anticipated locations of the boreholes are marked as E-1-l, E-l-4, E-l-6, and E-1-7. A more detailed,explanation and depiction of the location of the boreholes and equipment to be used is attached as Exhibit B hereto. The borehole locations will be accessed via Palos Verdes Drive South, and via Yacht Harbor Drive and the portion of Seawall Road west of the residences, both private PBC roads (the "Property"), as depicted in Exhibit B. D Grantor is willing to grant to City a non-exclusive, irrevocable license for access to and use of the Property in connection with the performance of the Work, as is more particularly described in this Agreement. AGREEMENT NOW, THEREFORE, for and in consideration of the foregoing premises, the mutual covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Grantor and City hereby covenant and agree as follows: 1. License and Restrictions. 1.1 Subject to the terms and conditions of this Agreement,, Grantor hereby grants a non- exclusive, irrevocable license (the "License") to the City and its agents, employees and contractors (collectively, the "City Parties") to access and use the Property for the 01203 0023/995851 9 1 01203.0023/995851.9 2 following purposes (the “License Purposes”): to move equipment, materials, and workers to and from the PBC to conduct the Work. 1.2 The City Parties shall not conduct any activity on the Property other than in connection with the License Purposes. The City Parties shall not use the Property in any way that will conflict with any law, statute, ordinance, rule, regulation or requirement of any duly constituted public authorities with jurisdiction over the Property, whether now in force or hereafter enacted or promulgated. The City shall not permit any party other than the City Parties to enter upon the Property in connection with the License or otherwise. 1.3 The City Parties hereby covenant and agree to the following: 1.3.1 To use good faith efforts to cause the fueling, servicing and/or repairing of vehicles and equipment being used exclusively in connection with the Work to be conducted within areas that are not located on Grantor’s Property; provided, however, that Grantor acknowledges that the contractor has informed City that its general practice is to conduct such fueling, servicing, and/or repairing at the place where any such vehicle or equipment requires the same (e.g., where any such vehicle or equipment runs out of fuel or breaks down). 1.3.2 Confine travel to Yacht Harbor Drive as depicted on Exhibit “B” in order to access the maintenance road 1.3.3 No use of the common areas within PBC beyond that permitted by this License Agreement shall be permitted. 1.3.4 The City’s Contractor will restore the roads to the condition they were in prior to the commencement of Work, including before and after photos. to the extent any changes or damage are caused by the Work. PBCHOA understands that due to the rate of land movement, City Parties may not be able to restore the roads to the exact conditions. 1.3.5 Use best efforts to minimize trips to the borehole locations. 1.3.6 The City’s contractor shall be responsible for following all applicable environmental regulations, and shall take all measures necessary to avoid and promptly correct spills, trash, debris, discarded materials and equipment, as required under the contract. 1.3.7 The City’s contractor will provide all sanitary accommodations for its workers. 1.3.8 The City’s Contractor will make every effort to consolidate the workforce in as few vehicles as possible. 1.3.9 The City’s Contractor shall be responsible for site security and safety, including providing fire watch as required under OSHA. 1.3.10 Work areas will be restored to the condition they were in prior to the Work. PBCHOA understands that due to the rate of land movement, the Work areas may not be able to restored to the exact pre-Work conditions. 1.3.11 The City’s Contractor will ensure adequate access around all Work areas for PBCHOA heavy equipment and materials for maintenance operations. Docusign Envelope ID: D65717EA-661C-443C-A4E5-501B1DDC79BB 01203.0023/995851.9 3 1.3.12 The City Parties will fully cooperate with reasonable requests that do not impede progress of the work. 1.3.13 All OSHA reportable injuries shall also be promptly reported to PBCHOA, to the attention of the Erica Llanos, General Manager, 4100 Palos Verdes Drive South, Rancho Palos Verdes, CA 90274; or by phone or email at 310-377-3667 and erica@pbcbeachclub.com. 1.3.14 Any damage to PBCHOA infrastructure or equipment shall be reported promptly to PBCHOA at 4100 Palos Verdes Drive South, RPV 90274; 310-377-3667; and erica@pbcbeachclub.com. The City Parties shall be responsible for any repair or replacement. 1.3.15 City’s contractor shall provide dust mitigation as required by law. 1.3.16 No machinery shall operate earlier than 7:30 a.m. or after 5:30 p.m. Work will be conducted Monday - Saturday. 1.3.17 Access via the parking lot gate-will be manned when entering or exiting, and at all other times the gate will be kept shut. 1.3.18 City’s contractor shall have a site rep on site at all times during operations. 1.3.19 Contractor shall be responsible to guide both City and contractors workers and PBC members, visitors, and guests to parking areas, so as to ensure mutual noninterference. On weekends and holidays, when use of the PBC is heaviest, Contractor shall assign a separate site rep to handle this responsibility. In the event the contractor does not provide satisfactory services, PBCHOA may hire their own site rep, City shall be responsible for the expense of such site rep which shall not exceed $50.00 per hour. 2. Term of License. The License shall be irrevocable and shall remain in full force and effect from the date hereof until the earlier of (a) September 30, 2024, or (b) the date Grantor receives a copy of the notice of completion recorded by the City pursuant to Section 6.2. Notwithstanding the foregoing, if the Work is not completed by December 31, 2024 , the City may request a reasonable extension of the term of the License, and Grantor shall not unreasonably withhold its approval thereof. 3. Termination of License. The License may be terminated upon (i) a written agreement to terminate signed by both parties; (ii) by either party upon a material breach of the terms of this Agreement; (iii) as a result of force majeure, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City. Termination for material breach requires written notice and a reasonable opportunity to cure. 4. Agreement to Cooperate and Coordinate. The City acknowledges and agrees that Grantor may, and shall be entitled to, perform work on the Property (collectively, the “Grantor Work”) concurrently with the License Work (including the erection of barriers around the same). To that end, the City and Grantor agree to meet as often as is reasonably necessary in order to coordinate the work schedules for the License Work and the Grantor Docusign Envelope ID: D65717EA-661C-443C-A4E5-501B1DDC79BB 01203.0023/995851.9 4 Work so as to minimize as much interference between the same as is reasonably possible and to complete such work as efficiently as possible. 5. Personal Property; Fixtures. Grantor acknowledges and agrees that the City Parties may bring equipment and other materials onto the Property in connection with the License Purposes. Grantor further acknowledges and agrees that such equipment and materials are the personal property of the City Parties; and that Grantor has no, and shall not claim, any right title or interest therein. 6. Liens. The City shall not suffer or permit to be enforced against the Property, any mechanics’, materialmen’s, contractors’ or subcontractors’ liens or any claim for damage arising from the License Work, and the City shall pay, or cause to be paid, all of such liens, claims or demands before any action is brought to enforce the same against the Property. Notwithstanding the foregoing, if the City shall, in good faith, contest the validity of any such lien, claim or demand, then the City shall, at its expense, defend the Property against the same and shall pay and satisfy any adverse judgment that may be rendered thereon before any enforcement thereof against the Property; provided, however, that, if Grantor shall so require, the City shall procure and record or furnish to Grantor a surety bond, or other security satisfactory to Grantor, in an amount equal to at least one hundred fifty percent (150%) of the amount of such contested lien, claim or demand, holding the Property free from the effect thereof. Grantor reserves the right, at any time and from time to time, to post and maintain on the Property such notices of nonresponsibility as may be necessary to protect Grantor against liability for all such liens, claims and demands. 7. Notices of Nonresponsibility and Completion. 7.1 Promptly upon commencement of the License Work, the City shall, at its expense, post on the Property and record in the Official Records of Los Angeles County, California, a notice of nonresponsibility executed by Grantor in statutory form. 7.2 Promptly upon completion of the License Work, the City shall, at its expense, post on the Property and record in the Official Records of Los Angeles County, California, a notice of completion executed by the City in statutory form. 8. Payment of Claims. In addition to, and not in limitation of, Grantor’s other rights and remedies hereunder, should the City fail within twenty (20) days of a request from Grantor either (a) to pay and discharge any lien, claim or demand as provided in Section 5, or (b) to protect, indemnify, defend and hold Grantor free and harmless as provided in Section 8, then, in any such case, Grantor may, at its option, pay any such lien, claim or demand or settle or discharge any action therefor or satisfy any judgment thereon, and all reasonable costs, expenses and other amounts incurred by Grantor in connection therewith (including reasonable attorneys’ fees) shall be paid to Grantor by the City upon demand, together with interest thereon at the maximum rate permitted by law from the date paid by Grantor until repaid by the City. 9. Indemnity. The City hereby agrees to protect, indemnify, defend and hold Grantor and its employees, members, contractors, representatives, officers, directors and agents (collectively, “Grantor Indemnitees”), free and harmless from and against (collectively, “Indemnify”) any and all claims, causes of action, demands, damages, liens, liabilities, Docusign Envelope ID: D65717EA-661C-443C-A4E5-501B1DDC79BB 01203.0023/995851.9 5 losses, costs and expenses (including, without limitation, reasonable attorneys’ fees) to which Grantor Indemnitees may become exposed or which Grantor Indemnitees may incur in connection with the City Parties exercising their rights and performing their obligations hereunder (collectively, “Losses”). Notwithstanding the foregoing, it is the intent of the City and Grantor that the City shall be liable to Indemnify Grantor Indemnitees under this Section 8 irrespective of the cause of the Losses (i.e., regardless of whether or not caused by any act, omission, willful misconduct or negligent conduct (whether active or passive) of the City, or otherwise), except to the extent that the Losses are caused solely by the gross negligence or willful misconduct of Grantor Indemnitees, or by land movement. The provisions of this Section 8 shall survive the termination of the License as provided in Section 3 for one (1) year except as to claims made and pending at such time (collectively, the “Indemnified Losses”). 10. Successors and Assignment. This Agreement shall be binding upon and enforceable against, and shall inure to the benefit of, the parties hereto and their respective heirs, legal representatives and successors; provided, however, that this Agreement may not be assigned by either party, in whole or in part. 11. Notices. All notices and communications (each a “Notice”) required or permitted to be given under this Agreement shall be in writing and may be sent in the following manner: (a) by personal delivery, (b) by facsimile, (c) by mail, or (d) by overnight courier service for next business day delivery. All Notices shall be deemed given and delivered as follows: (i) if sent by personal delivery, when delivered to the address of the receiving party, (ii) if sent by facsimile, the time of delivery set forth on the confirmation sheet printed by the sending facsimile machine showing delivery of the Notice without errors to the facsimile number of the receiving party, (iii) if sent by mail, three (3) business days after deposit of the Notice in the United States mail, postage prepaid, with return receipt requested, addressed to the receiving party, and (iv) if sent by overnight courier service, one (1) business day after deposit of such Notice with such courier service addressed to the receiving party. The proper addresses and facsimile numbers for Grantor and the City for purposes of giving Notices pursuant to this Section 10 shall be the Grantor’s and Grantee’s addresses and facsimile numbers set forth on the signature pages hereof. Notices shall be sent to: To PBCHOA: Portuguese Bend Club Homeowners Association 4100 Palos Verdes Drive South Rancho Palos Verdes, CA 90274 Attn: General Manager PH: 310-377-3667 Email: office@pbcbeachclub.com With a copy to: Michael W. Rabkin, Esq Wolf, Rifkin, Shapiro, Schulman & Rabkin, LLP 11400 W. Olympic Blvd. 9th Floor Los Angeles, California 90064 Docusign Envelope ID: D65717EA-661C-443C-A4E5-501B1DDC79BB 01203.0023/995851.9 6 PH: 310-478-4100 Ext 6617 FAX: 310-478-6363 E-Mail: mrabkin@wrslawyers.com To City: 30940 Hawthorne Boulevard Rancho Palos Verdes, California 90275 Attention: David Copp, Deputy Director of Public Works Telephone No.: (310) 544-5335 Email: dcopp@rpvca.gov With a copy to: Elena Q. Gerli, Esq. Aleshire & Wynder LLP 3701 Wilshire Blvd, Suite 725 Los Angeles CA 90010 Telephone No.: (310)527-6660 Email: egerli@awattorneys.com 12. Governing Law. This Agreement shall be construed, enforced and interpreted in accordance with the laws of the State of California, excluding California’s choice of law rules. 13. Counterparts. This Agreement may be executed in several counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. 14. Complete Agreement. This Agreement supersedes any prior negotiation, discussions or communications by and between Grantor and the City and constitutes the entire agreement between Grantor and the City with respect to the subject matter hereof. 15. Attorneys’ Fees. Should the City or Grantor institute any action or proceeding to enforce this Agreement, or for damages by reason of any alleged breach of this Agreement, or for a declaration of rights hereunder, the prevailing party in any such action or proceeding shall be entitled to receive from the non-prevailing party all costs and expenses, including, without limitation, reasonable attorneys’ fees, incurred by the prevailing party in connection with such action or proceeding. 16. No Recording of Agreement or Memorandum of Agreement. The parties agree that neither this Agreement nor any memorandum hereof shall be recorded in the Official Records of Los Angeles County, California. 17. Mutual Cooperation. Each party hereto agrees to execute any and all documents and writings that are reasonably necessary or expedient to carry out the intent of this Agreement, to do such other reasonable acts as will further the purposes hereof, and to refrain from any actions which would impede or otherwise interfere with the other party with respect to the performance of its duties and obligations hereunder. 18. Amendments. Any amendment to this Agreement must be in writing and signed by all of the parties hereto. Docusign Envelope ID: D65717EA-661C-443C-A4E5-501B1DDC79BB Docusign Envelope ID D65717EA-661 C-443C-A4E5-501 B1 DDC79BB 19. Opportunity to Consult with Own Counsel. Each party agrees that it has reviewed and understood the scope and effect of the provisions of this Agreement and has affixed its signature hereto voluntarily and without coercion. Grantor further acknowledges that it has had an opportunity to consult with an attorney of its own choosing regarding the terms of this Agreement. Neither party has relied upon any representation or statement made by the other party hereto which is not specifically set forth in this Agreement. IN WITNESS WHEREOF, Grantor and the City have caused this Agreement to be executed as of the day and year first written above. GRANTOR: PORTUGUESE BEND CLUB CITY:CITY OF RANCHO PALOS HOMEOWNERS ASSOCIATION a VERDES, a municipal corporation California corporation c DocuSigned by c-Signed by 150A, By: 013435138CE745486 By: E848278911944CC Michael A. Barth, President Ara Mihranian, City Manager ATTEST: eresa k.t-a, City Clerk APPROVED AS TO FORM: ALESHIRE & WYNDER, LLP c-Signed by ftliAA AVG '-9A08091779074BE Elena Q. Gerli, City Attorney 01203 0023/995851 9 7 01203.0023/995851.9 1397888 EXHIBIT A DEPICTION OF THE PORTUGUESE BEND COMMUNITY ASSOCIATION PROPERTY Docusign Envelope ID: D65717EA-661C-443C-A4E5-501B1DDC79BB 01203.0023/995851.9 1397888 EXHIBIT B WORK DETAIL AND BORING LOCATIONS [CONTINUED ON NEXT PAGE] Docusign Envelope ID: D65717EA-661C-443C-A4E5-501B1DDC79BB • Emergency Palos Verdes Contact List- Joseph Hakim-Senior Project Manager (626) 483-9805 E1-1 E1-4 E1-7 E1-6 See detail on next page for anticipated Drill pad size at each of the 4 boreholes location See detail on next pages for anticipated usage of each access gate EXHIBIT B Borehole Location Access Route Legend Docusign Envelope ID: D65717EA-661C-443C-A4E5-501B1DDC79BB Typical Drill Pad - E1-4 Borehole Location 60 ' - 0 " 60'-0" Footprint, Orientation and actual size may vary. EXHIBIT BDocusign Envelope ID: D65717EA-661C-443C-A4E5-501B1DDC79BB Entrance/ Access Gates Existing ~17ft Wide "Fence" Gate - For Main Construction Equipment initial mobilization. Security Gate - Narrow ~9ft - Only access for Vehicles and rubber tire water truck. Need - "NO PARKING SIGN" - EXHIBIT B Entrance through Access Gates Docusign Envelope ID: D65717EA-661C-443C-A4E5-501B1DDC79BB 01203.0023/995851.9 1397888 EXHIBIT B HYDRAUGER ARRAY E-1 AND BOREHOLE LOCATIONS LEGEND Docusign Envelope ID: D65717EA-661C-443C-A4E5-501B1DDC79BB Certificate Of Completion Envelope Id: D65717EA661C443CA4E5501B1DDC79BB Status: Completed Subject: Complete with Docusign: Right of Access Agreement PBCA E1 borings(995851.9).pdf Source Envelope: Document Pages: 16 Signatures: 3 Envelope Originator: Certificate Pages: 5 Initials: 0 David Copp AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 30940 Hawthorne Blvd. Rancho Palos Verdes, CA 90275 dcopp@rpvca.gov IP Address: 72.34.97.146 Record Tracking Status: Original 7/22/2024 10:27:08 AM Holder: David Copp dcopp@rpvca.gov Location: DocuSign Signer Events Signature Timestamp Michael Barth michael@barthlaw.com Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 12.202.153.66 Sent: 7/22/2024 10:33:17 AM Viewed: 7/22/2024 11:17:49 AM Signed: 7/22/2024 11:18:00 AM Electronic Record and Signature Disclosure: Accepted: 7/22/2024 11:17:49 AM ID: 362cdac9-8a9d-4f3c-9098-35a8d822b791 Elena Q. Gerli egerli@awattorneys.com City Attorney Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 50.112.162.3 Sent: 7/22/2024 11:18:01 AM Viewed: 7/22/2024 11:25:48 AM Signed: 7/22/2024 11:26:03 AM Electronic Record and Signature Disclosure: Accepted: 7/22/2024 11:25:48 AM ID: 20a9ebb2-0e82-4756-a741-04e28adb4725 Ara Mihranian AraM@rpvca.gov City Manager City of Rancho Palos Verdes Security Level: Email, Account Authentication (None) Signature Adoption: Uploaded Signature Image Using IP Address: 72.34.97.146 Sent: 7/22/2024 11:26:05 AM Viewed: 7/22/2024 2:52:33 PM Signed: 7/22/2024 5:10:34 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 7/22/2024 10:33:17 AM Certified Delivered Security Checked 7/22/2024 2:52:33 PM Signing Complete Security Checked 7/22/2024 5:10:34 PM Completed Security Checked 7/22/2024 5:10:34 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Rancho Palos Verdes (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronicall y through the DocuSign system. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and Signature Disclosure (ERSD), please confirm your agreement by selecting the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system. Getting paper copies At any time, you may request from us a paper copy of any record provided or made av ailable electronically to you by us. You will have the ability to download and print documents we send to you through the DocuSign system during and immediately after the signing session and, if you elect to create a DocuSign account, you may access the documents for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. Further, you will no longer be able to use the DocuSign system to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Electronic Record and Signature Disclosure created on: 6/15/2021 5:55:39 PM Parties agreed to: Michael Barth, Elena Q. Gerli Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. How to contact City of Rancho Palos Verdes: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: terit@rpvca.gov To advise City of Rancho Palos Verdes of your new email address To let us know of a change in your email address where we should send notices and disclosures electronically to you, you must send an email message to us at terit@rpvca.gov and in the body of such request you must state: your previous email address, your new email address. We do not require any other information from you to change your email address. If you created a DocuSign account, you may update it with your new email address through your account preferences. To request paper copies from City of Rancho Palos Verdes To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an email to terit@rpvca.gov and in the body of such request you must state your email address, full name, mailing address, and telephone number. We will bill you for any fees at that time, if any. To withdraw your consent with City of Rancho Palos Verdes To inform us that you no longer wish to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your signing session, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an email to terit@rpvca.gov and in the body of such request you must state your email, full name, mailing address, and telephone number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. Required hardware and software The minimum system requirements for using the DocuSign system may change over time. The current system requirements are found here: https://support.docusign.com/guides/signer-guide- signing-system-requirements. Acknowledging your access and consent to receive and sign documents electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please confirm that you have read this ERSD, and (i) that you are able to print on paper or electronically save this ERSD for your future reference and access; or (ii) that you are able to email this ERSD to an email address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format as described herein, then select the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system. By selecting the check-box next to ‘I agree to use electronic records and signatures’, you confirm that:  You can access and read this Electronic Record and Signature Disclosure; and  You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and  Until or unless you notify City of Rancho Palos Verdes as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by City of Rancho Palos Verdes during the course of your relationship with City of Rancho Palos Verdes.