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109-H. Declaration of Restrictive Covenant for Building B.pdfATTACHMENT H RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: GOODWIN PROCTER LLP Three Embarcadero Center, 24th Floor San Francisco, California 94111 Attention: Paul Churchill [SPACE ABOVE THIS LINE FOR RECORDER'S USE.] DECLARATION OF RESTRICTIVE COVENANTS THIS DECLARATION OF RESTRICTIVE COVENANTS ("Agreement") is made as of December _, 2010, by CUPERTINO HOUSING PARTNERS LLC, a California limited liability company ("Declarant"). RECITALS A. Declarant owns that certain real property commonly known as 19501 Stevens Creels Boulevard within the City of Cupertino, County of Santa Clara, State of California, more particularly described in Exhibit A attached hereto and made a part hereof (the "Building B Retail Units"). The Building B Retail Units are comprised of three retail spaces. B. Declarant desires to provide that the three retail spaces comprising the Building B Retail Units shall always be owned, sold, transferred and conveyed to the same owner. Now, THEREFORE, Declarant hereby declares as follows: AGREEMENT 1. Conveyance Restrictions and Notifications. From and after the recordation of this Declaration, the Building B Retail Units shall only be owned, sold, transferred and otherwise conveyed to the same owner. Declarant and any subsequent owner owning, selling, transferring or otherwise conveying the Building B Retail Units shall be referred to herein as a "Transferor," and the person or entity acquiring such units shall be referred to herein as a "Transferee." In connection with any sale, transfer or other conveyance of the Building B Retail Units, Transferor shall endeavor to provide Transferee a copy of this Agreement; provided, however, Transferor's failure to so provide such copy shall in no way vitiate the validity or effectiveness of any such sale, transfer or other conveyance. Furthermore, prospective and potential Transferees are advised that the Building B Retail Units are subject to certain restrictions under a Planned Development Zone of the City of Cupertino (the "City") and such Transferees should contact the Planning Department of the City to determine the specific resriictions then in effect. 2. Binding Effect. The restrictions imposed by this Declaration shall burden the Building B Retail Units, and such Building B Retail Units shall be held, transferred, sold and conveyed subject to such restrictions, whether or not reference is made to this Declaration in the related conveyance document. The restrictions imposed by this Declaration shall run with the land and be binding on all successors owners and other parties having any interest in the Building B Retail Units, whether or not so stated in any conveyance document. The restrictions imposed by this Declaration shall benefit and may be enforced by (a) Declarant and any person who, from time to time, is or was the holder of a direct or indirect ownership interest in Declarant and (b) the City. LIBD/2364580.3 1. 3. Governing Law. This Agreement shall be construed and interpreted in accordance with and shall be governed and enforced in all respects according to the laws of the State of California. 4. Entire Agreement. This Agreement and the attached exhibits, which are by this reference incorporated herein, and all documents in the nature of such exhibits, when executed, contain the entire understanding of the parties and supersede any and all other written or oral understanding. IN WITNESS WHEREOF, Declarant has executed this Declaration of Restrictive Covenants as of the date first written above. DECLARANT: CUPERTINO HOUSING PARTNERS LLC, a California limited liability company By: Menlo Equities III LLC, a California limited liability company, Manager By: Menlo Equities LLC, a California limited liability company, Managing Member By: Menlo Equities, Inc., a California corporation, Managing Member In 11 2 LIBD/2364580.3 Henry D. Bullock, President EXHIBIT A LEGAL DESCRIPTION AND DEPICTION OF 19501 STEVENS CREEK BOULEVARD [BUILDING B RETAIL UNITS] All of that certain real properly located in the City of Cupertino, County of Santa Clara, State of California, described as THREE RETAIL SPACES COMPRISED OF: PARCEL ONE: UNIT NO. R101, R102 AND R103 LOCATED IN BUILDING B, AS DEPICTED UPON THAT CERTAIN CONDOMINIUM PLAN FOR METROPOLITAN AT CUPERTINO (THE "PLAN) WHICH PLAN IS ATTACHED AS EXHIBIT A TO THE DECLARATION OF COVENANTS AND RESTRICTIONS ESTABLISHING A PLAN FOR CONDOMINIUM OWNERSHIP FOR METROPOLITAN AT CUPERTINO (THE "DECLARATION') WHICH DECLARATION RECORDED DECEMBER 01, 2005 AS DOCUMENT NO. 18700161, OFFICIAL RECORDS, SANTA CLARA COUNTY, SAID UNIT AND BUILDING BEING SITUATED ON LOT 1 AS SAID LOT IS SHOWN UPON THAT CERTAIN MAP ENTITLED "TRACT NO. 9655", WHICH MAP WAS FILED IN THE OFFICE OF THE RECORDER, COUNTY OF SANTA CLARA, STATE OF CALIFORNIA ON JANUARY 27TH IN BOOK 780 OF MAPS, AT PAGES 40 AND 41. PARCEL TWO: AN UNDIVIDED 3.009% INTEREST IN THE BUILDING B - BUILDING COMMON AREA IN WHICH THE CONDOMINIUM UNIT DESCRIBED IN PARCEL ONE ABOVE IS LOCATED, AS DEPICTED ON THE PLAN AND AS DEFINED ON THE DECLARATION AND AS SAID UNDIVIDED INTEREST IS SET FORTH IN EXHIBIT E ATTACHED THERETO. EXCEPTING THEREFROM AND RESERVING THE FOLLOWING: 1. ALL THE CONDOMINIUM UNITS DEPICTED ON THE PLAN AND DEFINED IN THE DECLARATION OTHER THAN THE UNIT DESCRIBED IN PARCEL ONE ABOVE. 2. THE EXCLUSIVE USE COMMON AREAS AS DEFINED IN THE DECLARATION AND THE EXHIBITS ATTACHED THERETO AND AS DEPICTED ON THE PLAN WHICH ARE SET ASIDE AND ALLOCATED FOR THE EXCLUSIVE USE OF THE OWNERS OF CONDOMINIUMS OTHER THAN THE CONDOMINIUM UNIT DESCRIBED IN PARCEL ONE ABOVE. 3. NON-EXCLUSIVE EASEMENTS FOR INGRESS, EGRESS, SUPPORT, ENCROACHMENT, USE, ENJOYMENT AND RIGHTS OVER, UNDER, UPON AND THROUGH THE COMMON AREAS APPURTENANT TO ALL UNITS AS SAID EASEMENTS AND RIGHTS ARE DEFINED IN THE DECLARATION. PARCEL THREE: THE EXCLUSIVE RIGHT TO THE USE, POSSESSION AND ENJOYMENT OF THE EXCLUSIVE USE COMMON AREAS APPURTENANT TO PARCEL ONE ABOVE, AS DEFINED IN THE DECLARATION AND THE EXHIBITS ATTACHED THERETO AND AS DEPICTED ON THE PLAN WHICH ARE SET ASIDE AND ALLOCATED FOR THE EXCLUSIVE USE THE OWNER OF THE UNIT TO WHICH THEY ARE ATTACHED OR ASSIGNED. PARCEL FOUR: A NON-EXCLUSIVE EASEMENT FOR INGRESS AND EGRESS, SUPPORT, ENCROACHMENT, USE, ENJOYMENT AND RIGHTS OVER, UNDER, UPON AND THROUGH THE COMMON AREAS AS SHOW ON THE PLAN AND DEFINED IN THE DECLARATION. APN: 316-49-110 and 316-49-111 and 316-49-112 LIBD/2364580.3 EXHIBIT 'A" FIRST FLOOR —FLOOR PLAN CONDOMINIUM PLANS METROPOLITAN AT CUPERTINO DATED: OCTOBER, 2005 ® p 0 w U-127B U-129BU-13B U-125B 1268 U-1308 U-219B U-120B COURTYARD 4 8U- Mmi00 ca U-11713 I BUILDING B Ln u-1t28 m E. a i •1 co M � I U-2098 m . N u—loss U-107 U-1538 EQUIPMENT caumum: I 0 ° U-155B r —I U- 05B I n�c�. a m U-102B o d o s 1= _ _ � I . I BUILDING A COURTYARD 5 I o m R-U-101A R-U-102A �-R-U-1019 R-U-1028 R-U-103B R-PA-A R-PA-B I 1U 19501 Stevens Creek (3 retail units only) K: \SUR03\036049\DWG\CONDO\SHEET 14.DWG 2 LI1313/2364580.3 ACKNOWLEDGMENT State of California County of On before me, (insert name and title of the officer) 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 hue and correct. WITNESS my hand and official seal. Signature 0 LIBD/2364580.3 (Seal)