JEFFER MANGELS BUTLER MITCHELL LLP KENNETH …michellawyers.com/wp-content/uploads/2012/11/Request-for-Judicial... · notice in support of plaintiff's opposition to defendant's ...

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RECYCLED PAPER

LA 8587461vl

JEFFER MANGELS BUTLER & MITCHELL LLP KENNETH A. EHRLICH (Bar No. 150570) [email protected] ELIZABETH A~ CULLEY (Bar No. 258250) [email protected] 1900 Avenue of the Stars, Seventh Floor Los Angeles, California 90067-4308 Telephone: (310) 203-8080 Facsimile: (310) 203-0567

Attorneys for Plaintiff CALMAT CO. dba VULCAN MATERIALS COMPANY, WESTERN DNISION

SUPERIOR COURT OF THE STATE OF CALIFORNIA

FOR THE COUNTY OF LOS ANGELES

CALMAT CO. dba VULCAN MATERIALS COMPANY, WESTERN DNISION, a Delaware Corporation,

Plaintiff,

v.

SAN GABRIEL VALLEY GUN CLUB, a nonprofit California Corporation; and DOES 1-1000, inclusive,

Defendants.

CASE NO. KC062582J

PLAINTIFF'S REQUEST FOR JUDICIAL NOTICE IN SUPPORT OF PLAINTIFF'S OPPOSITION TO DEFENDANT'S DEMURRER AND MOTION TO STRIKE

[Concurrently filed with Plaintiffs Memorandum of Points and Authorities in Opposition to Demurrer and Motion to Strike; and Declaration of Paul Kroeger]

Date: March 8, 2012 Time: 8:30 a.m. Dept: J Judge: Hon. Dan T. Oki

Action Filed: November 22,2011 Trial Date: None

TO ALL PARTIES AND THEIR COUNSEL OF RECORD:

Plaintiff Calmat Co. dba Vulcan Materials Company, Western Division ("Vulcan" or

"Plaintiff'), requests that the court take judicial notice of the following documents:

1. The August 22,2011 Memorandum Opinion and Order (the "Order") entered by the

Hon. Justin L. Quackenbush, Senior United States District Judge and presiding judge over Vulcan's

REQUEST FOR JUDICIAL NOTICE IN SUPPORT OF OPPOSITION TO DEMURRER & MOTION TO STRIKE

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28 PRlNTEDON

RECYCLED PAPER

Federal Complaint against Defendant San Gabriel Valley Gun Club ("Defendant") in Case No.

EDCV 08-1198-JLQ (the "Federal Court ActiQn"). A true and correct copy of the Order is attached

hereto as Exhibit 1.

2. The Docket in Case No. EDCV 08-1198-JLQ, printed on February 24,2012, a true

and correct copy of which is attached as Exhibit 2.

3. Plaintiffs operative Complaint in Vulcan's Federal Complaint against Defendant San

Gabriel Valley Gun Club ("Defendant") in Case No. EDCV 08-1198-JLQ (the "Federal Court

Action") a true and correct copy of which is attached hereto as Exhibit 3.

Evidence Code section 452( d) provides that judicial notice may be taken of "[r]ecords of (1)

any court of this state or (2) any court of record of the United States or of any state of the United

States." Evidence Code section 453 provides that "[t]he trial court shall take judicial notice of any

matter specified in Section 452 if a party requests it and: (a) [g]ives each adverse party sufficient

notice of the request, through the pleadings or otherwise, to enable such adverse party to prepare to

meet the request; and (b) [fJurnishes the court with sufficient information to enable it to take

judicial notice ofthe matter."

The attached Order, Docket and Complaint are records of the United States District Court

for the Central District of California, and are therefore judicially noticeable under Evid. Code §

452(d). The Order is relevant to this action as Defendant's Demurrer states that the entry ofthis

Order stopped the tolling period on the statute of limitations for the causes of action in this case.

The Docket is relevant to this action to demonstrate that no separate judgment has been entered in

the Federal Court Action as required by the Order. The Complaint is relevant to this action as

Defendant claims that the allegations contained in Plaintiffs current Complaint differ so greatly

from those in the federal Complaint that they do not relate back to the Federal Court Action and are

time-barred.

- 2 -L1&~m§T FOR JUDICIAL NOTICE IN SUPPORT OF OPPOSITION TO DEMURRER & MOTION TO STRIKE

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PRlNTEDON

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DATED: February 24,2012 JEFFER MANGELS BUTLER & MITCHELL LLP KENNETH A. EHRLICH ELIZABETH A. CULLEY

! I

BY:~r-__ ~~~~==~-=~~=-____ __ ELIZABETH A. C LEY

Attome r P aintiffCALMAT CO. DBA VULCAN MATERIALS COMPANY, WESTERN DIVISION

RECYCLED PAPER - 3 -

L1tBt)fM§T FOR JUDICIAL NOTICE IN SUPPORT OF OPPOSITION TO DEMURRER & MOTION TO STRIKE

Exhibit 1

Case :08-cv-01198-JLQ-\....-J Document8? Filed 08/22/11 P~~~1 of13 PageID#:2950

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UNITED STATES DISTRICT COURT

CENTRAL DISTRICT OF CALIFORNIA, EASTERN DIVISION

7 CALMA T CO. dba VULCAN, MATERIALS CO., WESTERN

8 DIVISION,

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10

11 vs.

Plaintiff,

12 SAN GABRIEL VALLEY GUN CLUB, et ai.,

Defendants.

) ) ) ) No. EDCV 08-1198-JLQ ) ) MEMORANDUM OPINION AND ) ORDER ) ) ) ) )

-------------)

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16 BEFORE THE COURT is Plaintiff s Motion for Partial Summary Judgment (ECF

17 No. 55) and Defendant's Motion for Summary Judgment (ECF No. 60). Oral argument

18 was heard on the motions in Riverside, California on June 27, 2011. Plaintiff was

19 represented by Kenneth Ehrlich and Paul Kroeger. Defendant was represented by

20 William Lee Smith and Scott Franklin.

I. Introduction 21

22 PlaintiffCalmat Co. (herein·"Vulcan") owns the Property at issue and also owns

23 an adjacent quarry. Vulcan is one of the large'st, if not the largest, miners of stone, sand,

24 and gravel in quarries throughout the United States. Defendant San Gabriel Valley Gun

25 Club (herein "Gun Club") leased the Property from Vulcan for use as a firing range for

26 approximately 60 years (from 1947 to 2006). The lease agreement was periodically

27 renegotiated and renewed. From 1947 to 1961 the Vulcan lease of the Property speaks

28 ORDER - 1 /-1

Case :08-cv-01198-JLQ -I..-r> Document 87 Filed 08/22/11 Pa~d 2 of 13 Page 10 #:2951

of use of the Property for a firing range. From 1970 and thereafter, the Vulcan leases

2 contained specific language restricting the use of the Property to "only as a Pistol, Rifle,

3 Trap and Skeet range ... " There were a total of eight lease agreements over the 60 years,

4 with the most recent being 1992, which was amended by the First Amendment to the

5 1992 Lease (ECF No.1, p. 141). The First Amendment to the 1992 Lease was executed

6 in May 2002, and only changed the term (to 18 months) and rate ofthe 1992 Lease. The

7 Amendment made no mention of any cleanup obligations upon termination of the Lease.

8 In the late-1980's/early-1990s, Vulcan began depositing mining tailings and

9 overburden from the adjacent quarry on the area of the Property where the discharged

10 bullets came to rest. Vulcan deposited hundreds of thousands of tons of material-:thus

11 burying some of the spent bullets and also creating a large hillside, or berm, into which

12 bullets were fired.

13 Vulcan provided notice of its intent to terminate the Lease on or about May 4,

14 2005. The Lease was terminated on or about November 6,2006. The Gun Club admits

15 that its use of the Property resulted in the deposit of bullets, including lead bullets, on the

16 Property. (ECF No. 64, p. 6). The Gun Club also admits that when it turned over the

17 Property at the end of the Lease "there were casings and spent bullets (including spent

18 lead bullets and portions thereof) present at the Property." (ECF No. 64, p. 11).

19 There is some factual dispute over what the Gun Club did to 'clean' the Property

20 during the years of the Lease. The court need not resolve this dispute and it is not

21 material to the court's decision herein. Vulcan characterizes Gun Club's efforts as

22 inconsistent and sporadic. Gun Club states it regularly swept up casings and that on a

23 less regular basis bullets were recovered and recycled. After the 1992 Lease terminated,

24 the Gun Club also hired Fred Wooldridge to remove and recycle bullets, but Vulcan did

25 not think this was adequate and stopped him from working on the Property. Mr.

26 Wooldridge was on the Property with three truckloads of equipment, but Vulcan did not

27 allow him to commence work. (ECF No. 63-1, Ex. K). In late-2006/early-2007, Gun

28 ORDER - 2 /-2

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Club proposed to remediate the Property in accord with the EPA's Best Management

2 Practices for Lead at Outdoor Shooting Ranges, but Vulcan did not think this was

3 sufficient. (ECF 1, ~ 43-44).

4 The Gun Club admits that at the time of Lease termination it did not have sufficient

5 funds to undertake the cleanup ~fforts proposed by Vulcan. The parties proposed experts

6 have made estimates ranging from under $1.0 million upwards to $7 million to conduct

7 remediation efforts. (See ECF No. 72, at Exhibits T & W). Vulcan has not entered into

8 any contract to clean up the Property and there is no pending federal, state or local

9 regulatory action demanding that Vulcan clean up the Property.

10 II. Claims

11 There are numerous claims and counterclaims. Vulcan filed a IS-count Complaint

12 that with attachments exceeds 140 pages. Vulcan asserts claims under CERCLA, claims

13 under California's Hazardous Substance Act, asserts breach of contract (the Lease),

nuisance, trespass, negligence, waste, and seeks declaratory relief. (ECF No.1). Gun 14

Club's Counterclaim (filed twice at ECF No.9 & 19) asserts 8 claims, including under 15

CERCLA, California's Hazardous Substance Act, negligence, and breach of contract. The

16 only federal claim giving this court jurisdiction over this action is the asserted CERCLA

17 claim. The California state law claims are voluminous and somewhat complex.

18 III. Motions

19 Vulcan's Motion (ECF No. 55) seeks partial summary judgment in its favor on

20 only the state law claims for breach of contract, nuisance, trespass, and waste. It also

21 seeks judgment against Gun Club on Gun Club's counterclaim for breach of contract.

22 Gun Club's Motion (ECF No. 60) argues that the CERCLA claims should be

dismissed because Vulcan has failed to comply with the National Contingency Plan 23

("NCP") and has not demonstrated a commitment to a CERCLA quality cleanup. Gun 24

Club requests the court dismiss the federal CERCLA claims and decline jurisdiction over

25 the state law claims. 26

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IV. Discussion

A. Plaintiffs CERCLA claims

28 ORDER - 3 /-3

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Vulcan's CERCLA claims are the sole basis for jurisdiction in this court, and the

2 Gun Club argues they are unripe, should be dismissed, and this court should decline to

3 exercise jurisdiction over the remaining state law claims. Accordingly, this court begins

4 its analysis with determination of this issue as it could render unnecessary this court's

5 attention to the remaining state law claims.

6 The elements of a CERCLA Section 107 response cost claim are: 1) the area on

7 which hazardous substances are found must constitute a defined "facility"; 2) a "release"

8 or "threatened release" of a hazardous substance has occurred; 3) the plaintiff has

9 incurred "response costs" that are "necessary" and "consistent with the National

10 Contingency Plan ("NCP"); and 4) the defendant is among one of the four classes of

11 persons subject to liability. SPPI-Somersville, Inc. V TRC Companies, Inc., 2009 WL

12 2612227 (N.D. Cal. 2009) citing 42 U.S.c. § 9607(a)(4)(B) and Carson Harbor Village

13 Ltd. v. Unocal Corp., 227 F.3d 1196 (9th Cir. 2000).

14 The Gun Club challenges both that the shooting range is a "facility" and that

15 Vulcan has incurred response costs that are consistent with the NCP. The term "facility"

16 includes "any site or area where a hazardous substance has been deposited, stored,

17 disposed of, or placed, or otherwise come to be located." However, it "does not include

18 any consumer product in consumer use." 42 U.S.C. § 9601(9). Gun Club's argument

19 must be that the bullets are a consumer product in consumer use at a shooting range and

20 thus the range is not a "facility." There apparently is very little authority addressing this

21 precise question. Gun Club relies on the District Court opinion in Otay Land Co. v. UE.

22 Limited, 440 F.Supp.2d 1152 (S.D. Cal. 2006) (which was vacated by the Ninth Circuit

23 on other grounds). Vulcan relies on Kamb v. United States Coast Guard, 869 F .Supp.

24 793 (N.D. Cal. 1994). However, in Kamb the court stated there was "no dispute" among

25 the parties that the shooting range was a "facility." Therefore the court did not decide the

26 issue. Fortunately, this court need not resolve the novel question of law concerning

27 whether a gun range is a "facility" for purposes of CERCLA liability.

28 ORDER - 4 /- 4

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B. Ripeness of the CERCLA claims

2 The Gun Club argues that Vulcan's clean up efforts to date are not consistent with

3 the National Contingency Plan ("NCP") and Vulcan is not committed to a CERCLA-

4 quality cleanup. Gun Club also argues that Vulcan's claims for declaratory relief as to

5 future costs are unripe because Vulcan has not established liability for past costs, and that

6 Vulcan's contribution claims are unripe because Vulcan has not been sued for cost

7 recovery.

8 In response to Gun Club's Motion for Summary Judgment, Vulcan did not offer

9 evidence as to the amount of the costs incurred to date. It is undisputed that Vulcan has

10 not commenced cleaning up the Property, despite the fact that the Lease with the Gun

11 Club terminated over four years ago. A declaration by Michael Linton, a Vice-President

12 of Vulcan, states that they have preserved the Property in the same state as when the

13 Lease terminated, stating Vulcan "has preserved the area in front ofthe firing lines ofthe

14 pistol and rifle ranges, as well as the impact areas, as near possible to the condition they

15 were in when the Gun Club left." (ECF No. 71 at 5). Counsel for Vulcan, at oral

16 argument, conceded that no federal, state, or local governmental agency is pursuing an

17 enforcement action concerning the Property.

18 Other than hiring experts during this litigation, the only discernible effort of

19 Vulcan is the "preliminary environmental inspection" conducted by ENV America who

20 it hired in 2004. (ECF No. 72-2, Ex. R; ECF No. 72-3, Ex. U). In its responsive

21 memorandum, Vulcan sets forth that it has done four things:

22 1) obtained two separate site investigators to suggest methods of remediating the

23 Property potentially in compliance with NCP;

24 2) consulting with the City of Azusa concerning disposition of the Gun Club

25 Property as required by NCP;

26 3) retaining an expert to evaluate the health risks associated with the property and

27 the need for remediation;

28 ORDER - 5 /-5

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4) rejected the Gun Club's proposed remediation because it did not comply with

2 the NCP.

3 (ECF No. 67, p. 15). While Vulcan may have looked at "potentially" NCP compliant

4 remediation plans, consulted with the City of Azusa re: some structures on the Property,

5 hired an expert for litigation, and rejected the Gun Club's proposed cleanup, none ofthis

6 establishes that Vulcan has incurred or committed to necessary response costs consistent

7 with the NCP.

8 This case resembles Otay Land Co. v. United Enterprises, 338 Fed.Appx. 689 (9th

9 Cir. 2009)(unpublished), another case involving a shooting range, where the Ninth

10 Circuit stated: "Because no public agency had indicated the need for remediation of the

11 subject property and Otay has not demonstrated a reliable basis for its claimed remedial

12 costs, this case is not ripe for judicial review." Id. at * 1. Similarly here no public agency

13 has indicated the need for remediation, and although Vulcan has expert projections of

14 clean up costs, it has not begun cleanup or incurred cleanup costs.

15 The court acknowledges a governmentally authorized cleanup program is not a

16 prerequisite to a private action under Section 107(a) of CERCLA. Wickland Oil v.

17 Asarco, Inc., 792 F .2d887 (9th Cir. 1986); Cadillac Fairview v. Dow Chemical, 840 F .2d

18 691 (9th Cir. 1988). However, in both these cases, the district court had dismissed the

19 action for failure to state a claim. Here, at the summary judgment stage, Vulcan has had

20 the opportunity to present evidence that the action is ripe for review. Additionally,

21 dismissing the action based on ripeness will allow Vulcan to pursue a CERCLA action

22 at a later date, if in fact Vulcan does proceed with an NCP compliant response and incurs

23 necessary response costs.

24 The court recognizes that a party does not have to complete a cleanup prior to

25 bringing a CERCLA action. There is some authority that "testing expenses" qualify as

26 response costs (Wickland Oil) and that "testing and security expenditures" can constitute

27 response costs (Cadillac Fairview). However, "Under CERCLA's scheme of private

28 ORDER - 6

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action, response costs may not be recovered when there has been no commitment of

2 resources for meeting these costs. Section 9607(a)( 4)(B) permits an action for response

3 costs "incurred" - not "to be incurred." In re Dant & Russell, 951 F.2d 246,249 (9th Cir.

4 1991).

5 The Ninth Circuit stated in In re Dant & Russell, that the statute,

6 "envision[ s] that, before suing, CERCLA plaintiffs will spend some money

7 responding to an environmental hazard. They can then go to court and obtain

8 reimbursement for their initial outlays, as well as a declaration that the responsible party

9 will have continuing liability for the cost of finishing the job." Id. at 249-250.

10 The Ninth Circuit further explained the process for a private CERCLA action:

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This system strikes a balance between a number of considerations. By requiring a plaintiff to take some positive action before coming to court, CERCLA ensures that the dispute will be ripe for judicial review. On the other hand, by not requiring plaintiffs to perform a full cleanup before coming to court, and by expressly providing for declaratory judgments, CERCLA substantially reduces the risk involved in performing the cleanup. This encourages private response. Similarly, actual cleanup is encouraged by requiring plaintiffs to incur response costs before they can recover them. Since CERCLA places no strings on an award of response costs, allowing recovery for future costs absent any binding commitment to incur these costs would leave no incentive to complete the cleanup. This case provides no occasion for defining what "incurred" means-only what it does not mean. Here, we are presented with nothing but bare assertions by BN that BN will perform future cleanup. These assertions do not amount to response costs.

Id. at 250 (internal citations omitted)( emphasis added). 21

Thus a plaintiff must "take some positive action" and incur some response costs

22 prior to filing suit. Vulcan has not provided any evidence as to an amount of actual

23 response costs incurred. Vulcan may have incurred some minimal amount of recoverable

24 costs at this point, primarily for litigation purposes, but has not demonstrated the amount

25 of such costs or that they are "necessary" and consistent with the NCP. Vulcan has not

26 demonstrated a binding commitment to incur cleanup costs or shown that there is any

27 action or demand by a federal, state or local authority to clean up the site. Vulcan

28 ORDER - 7 /-7

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1 offered only the self-serving declaration of Michael Linton, a Vulcan vice-president who

2 makes the conclusory assertion that "Vulcan will not abandon the Property and is

3 committed to seeing the Property properly remediated." (ECF No. 71, ~ 18). This is not

4 a "binding" commitment.

In order to establish a private party CERCLA cl~im, a party must incur response , 5 costs that are necessary and consistent with the national contingency plan. City of Colton

6 v. American Promotional, 614 F .3d 998 (9th Cir. 2010) . "Response costs are considered

7 necessary when an actual and real threat to human health or the environment exists." ld.

8 Response costs are consistent with the NCP "if the action, when evaluated as a whole, is

9 in substantial compliance" with the NCP.ld.

lOIn City of Colton, the City alleged it had spent $4 million to investigate

11 contamination and implement a wellhead treatment program. The district court granted

12 summary judgment for defendants finding that the City could not prove the costs were

13 consistent with the NCP, and because the City failed in that showing, it was not entitled

to declaratory relief as to future costs. On appeal, the City conceded that it had not 14

complied with the NCP as to past response costs. 15

The Ninth Circuit then turned to: "Whether a CERCLA plaintiffs failure to 16 establish liability for its past costs necessarily dooms its bid to obtain a declaratory

17 judgment as to liability for its future costs" ld. at 1006. The Circuit found CERCLA did

18 not provide such relief: "Providing declaratory relief based on mere assurances of future

19 compliance with the NCP would create little incentive for parties to ensure that their

20 initial cleanup efforts are on the right track." ld. at 1008.

21 Recovery under CERCLA is for costs incurred, that were necessary, and that were

22 incurred in a manner consistent with the NCP. The case law speaks of a "commitment"

23 to complete the cleanup, rather than just bare assertions. In rejecting a request for a

24 declaration as to future response costs when the plaintiff had not incurred proper past

25 response costs, the City of Colton court stated: "We conclude that CERCLA's purpose

26 would be better served by encouraging a plaintiff to come to court only after

27 demonstrating its commitment to comply with the NCP and undertake a CERCLA-quality

28 ORDER - 8 /-8

( Case :08-cv-01198-JLQ ~vr> Document 87 Filed 08/22/11 Pa!;1e 9 of 13 Page 10 #:2958

cleanup." ld. This court finds, on this record, that Vulcan has not demonstrated its

2 commitment to a CERCLA-quality cleanup or shown that its actions to date are NCP

3 compliant. If Vulcan later demonstrates compliance with the NCP and/or undertakes a

4 CERCLA quality cleanup, it can then initiate an appropriate action against the Gun Club.

5 To allow such an action now, with no such commitments, risks a possible recovery from

6 the Gun Club which would then go into the treasury of Vulcan without any assurance that

7 the recovery would be used for a NCP cleanup.

8 This court also finds persuasive the analysis in Walnut Creek Manor v. Mayhew

9 Center, 622 F .Supp.2d 918 (N.D. Cal. 2009), where plaintiff moved for partial summary

10 judgment as to liability under CERCLA and defendant opposed the motion arguing that

11 plaintiff had not incurred necessary remedial costs. The court stated:

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WCM does not claim that it has performed a CERCLA-quality cleanup or that its site investigation is sufficient as is. Rather, WCM argues that it does not have to perform these activities to be "consistent" with the NCP because all of its efforts thus far "will undoubtedly playa significant role in the election of a remediation effort." The clear language of the NCP reveals that a plaintiff cannot collect costs when it has performed some of the NCP requirements. By merely performing a few investigations of a hazardous site, WCM has not "substantially complied" with the entirety of the NCP. Moreover, because a CERCLA-quality cleanup has not even begun, WCM cannot carry its burden to show that its efforts have "resulted in a CERCLA-quality cleanup." WCM's response costs are not "consistent" with the NCP. However, the Court notes that these costs may be recoverable when the cleanup is completed and WCM shows that it substantially complied with the NCP.ld. at 930-31.

21 Similarly, it is undisputed that Vulcan has not begun a "CERCLA-quality

22 cleanup", but rather has just done some investigation and testing, primarily for the

23 purposes of this litigation. The court in Walnut Creek Manor found that a "few

24 investigations" is not substantial compliance with the NCP. In this case Vulcan employee

25 and geologist, Brian Anderson, states he has made "several inspections" ofthe Property.

26 (ECFNo.70). These inspections appear to be walking around the Property and observing

27 bullets and casmgs. While "strict" compliance with the NCP is not required,

28 ORDER - 9

Ca 5:08-CV-01198-J~~ -op Document 87 Filed 08/22/11 I age 10 of 13 Page ID #:2959

"substantial" compliance is required. In Response to Gun Club's Fact #49, Vulcan

2 admits it has not conducted a remedial investigation/feasibility study as set forth under

3 the NCP. See 40 CFR 300.430(c). "The National Contingency Plan requires that the

4 party seeking recovery provide an opportunity for public comment and participation,

5 conduct a remedial site investigation, and prepare a feasibility study." Otay Land Co. v.

6 United Enterprises, 338 Fed.Appx. 689 (9th Cir. 2009)(unpublished) citing Carson

7 Harbor Vill. v. County of L.A., 433 F.3d 1260, 1266 (9th Cir. 2006) ..

8 In Otay Land Co., the Ninth Circuit stated: "Because no public agency had

9 indicated the need for remediation of the subject property and Otay has not demonstrated

10 a reliable basis for its claimed remedial costs, this case is not ripe for judicial review." Id.

11 at * 1. In this case, Vulcan's counsel at oral argument admitted that no public regulatory

12 agency is involved. Vulcan has presented no evidence to substantiate that it has incurred

13 necessary response costs in substantial compliance with the NCP. Vulcan has not

14 demonstrated a binding commitment to remediate the Property even if it were to recover

15 a judgment against the Gun Club on its CERCLA or state law claims.

16 As the CERCLA claim is unripe, this court lacks jurisdiction over the claim and

17 it must be dismissed. Southern Pacific Transp. Co. v. Los Angeles, 922 F .2d 498,502 (9th

18 Cir. 1990) ("If a claim is unripe, federal courts lack subject matter jurisdiction and the

19 complaint must be dismissed."); National Park Hospitality Assoc v. Dept. of Interior, 538

20 U.S. 803, 808 (2003) ("The ripeness doctrine is drawn both from Article III limitations

21 on judicial power and from prudential reasons for refusing to exercise jurisdiction.").

22 The CERCLA claims shall be dismissed.

23 V. Supplemental Jurisdiction Over State Law Claims

24 Gun Club argues that ifthe court determines that the CERCLA claim is unripe and

25 should be dismissed, as it has determined, the court should decline supplemental

26 jurisdiction over the state law claims and dismiss them. Vulcan opposes this, arguing that

27 judicial economy (given the age ofthe case) favors this court retaining jurisdiction. Gun

28 ORDER - 10 /-10

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#:2960

Club counters that this matter has been assigned to three different federal judges, and this

2 judge was assigned the case quite recently, in April 20 11. Thus, the Gun Club argues this

3 court does not have extensive familiarity with the matter and therefore a newly assigned

4 state judge would be in a similar position. The Gun Club additionally argues that no

5 substantive motions have yet been determined. However the parties have briefed and

6 argued the pending cross-motions for summary judgment.

7 Under 28 U.S.C. § 1367(c)(3) this court may decline to exercise supplemental

8 jurisdiction over state law claims if it has "dismissed all claims over which it has original

9 jurisdiction." The Supreme Court in United Mine Workers v. Gibbs, 383 U.S. 715, 726

10 (1966), stated that supplemental jurisdiction "is a doctrine of discretion, not of plaintiff s

11 right." Ordinarily, where the state law claims are dismissed prior to trial, "the state law

12 claims should be dismissed as well." ld. The parties raise numerous state law claims,

13 which may be more appropriately decided in state court. As tl;te Supreme Court stated:

14 "Needless decisions of state law should be avoided both as a matter of comity and to

15 promote justice between the parties" .ld. The court has considered the course oflitigation

16 in this court, and recognizes that the parties have engaged in extensive discovery. This

17 discovery should be utilized to expedite the state court proceedings, or perhaps may be

18 utilized in reaching settlement of the parties' dispute.

19 This court declines to retain jurisdiction over the remaining state law claims, and

20 this action will be dismissed in its entirety.

21 VI. Conclusion

22 In the over four years since the 1992 Lease was terminated and Gun Club vacated

23 the Property, Vulcan has not commenced or contracted for cleanup. Further, Vulcan has

24 not demonstrated convincingly a commitment to perform an NCP compliant cleanup. In

25 fact, there are considerations that cast doubt on Vulcan's intent. First, the fact that

26 cleanup has not commenced. Second, the fact that Vulcan impeded Gun Club's efforts

27 to clean up surface bullets via reclamation and recycling performed by Wooldridge. Even

28 ORDER - 11

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if Wooldridge 's cleanup alone would not have been sufficient, it seems that removing the

2 bullets would be a first step in remediation efforts. Third, Vulcan admitted at oral

3 argument that its actions in dumping overburden at the site had increased response

4 costs-although by what measure has not been quantified. Fourth, Vulcan admits it has

5 not conducted a remedial investigation/feasibility study. And fifth, in a recently filed

6 Joint Status Report (ECF No. 62), Vulcan stated: "Vulcan wishes to advise the Court that,

7 in the event Summary Adjudication is granted as to liability on any of its claims for relief,

8 it intends to dismiss the remaining causes of action leaving only the issue of damages to

9 be tried. This will substantially reduce the estimated time trial of this case will require."

10 (ECF No. 62, p. 11). Vulcan only moved for summary judgment as to some of its state

11 law claims. Thus if Vulcan were to prevail, for example on its claim for breach of the

12 1992 Lease, it would be content to dismiss its remaining claims, including the CERCLA

13 claim. Vulcan could then take its damages on the Lease claim, there would be no

14 judgment as to CERCLA claim, and Vulcan would not be committed by the Judgment to

15 perform a CERCLA quality cleanup.

16 The CERCLA claim is not ripe for review. In the event that Vulcan commences

17 a cleanup in substantial compliance with the NCP, it may in the future bring an action for

18 recovery under CERCLA. As the court is dismissing the only basis for federal

19 jurisdiction, it also declines to exercise supplemental jurisdiction over the remaining state

20 law claims. Gun Club's Counterclaim (ECF No.9 & 19) also asserted claim(s) under

21 CERCLA for contribution and declaratory relief. Those claims are necessarily unripe as

22 well, and the court declines supplemental jurisdiction over the state-law counterclaims.

23 IT IS HEREBY ORDERED:

24 1. Gun Club's Motion for Summary Judgment (ECF No. 60) is GRANTED.

25 Vulcan's CERCLA claims are not ripe for adjudication for the reasons stated herein.

26 2. The Clerk of the Court shall enter Judgment dismissing the Complaint, and

27 claims therein and all Counterclaims, without prejudice, for lack of subject matter

28 ORDER - 12

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jurisdiction.

2 3. The court does not reach the merits of Vulcan's Motion for Partial Summary

3 Judgment (ECF No.5 5), which presented only state law claims, and therefore that Motion

4 is DENIED AS MOOT. The court declines to exercise supplemental jurisdiction over

5 the state law claims.

6 4. The court makes no judgment as to the merit of any of the state law claims

7 asserted by Vulcan, or asserted by Gun Club in its Counterclaims.

8 IT IS SO ORDERED. The Clerk of the court is directed to enter this Order, enter

9 Judgment of dismissal without prejudice for lack of jurisdiction, furnish copies to

10 counsel, and close this file.

11

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Dated August 22,2011.

28 ORDER - 13

sf Justin L. Quackenbush JUSTIN L. QUACKENBUSH

SENIOR UNITED STATES DISTRICT mDGE

Exhibit 2 /

CMlECF - California Central( trict Page 1 of 12

(OPX), CLOSED, DISCOVERY

UNITED STATES DISTRICT COURT, CENTRAL DISTRICT OF CALIFORNIA (E~stern Division - Riverside)

CIVIL DOCKET FOR CASE #: 5:08-cv-01198-JLQ-OP

Calmat Co v. San Gabriel Valley Gun Club et al Assigned to: Judge Justin L. Quackenbush Referred to: Magistrate Judge Oswald Parada Demand: $1,000,000 Cause: 28:1331 Fed. Question

Date Filed: 09/0412008 Date Terminated: 08/22/2011 Jury Demand: Both Nature of Suit: 893 Environmental Matters Jurisdiction: Federal Question

Plaintiff

Calmat Co represented by Kenneth A Ehrlich a Delaware Corporation doing business as Vulcan Materials Company, Western Division

V.

Defendant

San Gabriel Valley Gun Club a non-profit California Corporation

Jeffer Mangels Butler & Marmaro 1900 Avenue of the Stars, 7th FI Los Angeles, CA 90067-4308 310-203-8080 Email: [email protected] LEAD ATTORNEY ATTORNEY TO BE NOTICED

Michael J Stiles Stiles Law Group 800 E. Colorado Boulevard Suite 210 Pasadena, CA 91101 626-243-5599 Fax: 626-3889-0599 Email: [email protected] LEAD ATTORNEY ATTORNEY TO BE NOTICED

Paul A Kroeger Jeffer Mangels Butler & Mitchell LLP 1900 Avenue of the Stars 7th Floor Los Angeles, CA 90067-4308 310-203-8080 ATTORNEY TO BE NOTICED

represented by William Lee Smith Michel & Associates, P.c.

d.-I

180 East Ocean Boulevard, Suite 200 Long Beach, CA 90802

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Defendant

Does 1-10 inclusive

Counter Claimant

San Gabriel Valley Gun Club a non-profit California Corporation

V. Counter Defendant

CalmatCo a Delaware Corporation

Date Filed # Docket Text

562-216-4444 Email:

Page 2 of 12

[email protected] LEAD AITORNEY ATTORNEY TO BE NOTICED

Scott McClintock Franklin Michel & Associates PC 180 East Ocean Boulevard Suite 200 Long Beach, CA 90802 562-216-4444 Fax: 562-216-4445 Email: [email protected] ATTORNEY TO BE NOTICED

represented by William Lee Smith (See above for address) LEAD ATTORNEY ATTORNEY TO BE NOTICED

represented by Kenneth A Ehrlich (See above for address) LEAD ATTORNEY ATTORNEY TO BE NOTICED

Michael J Stiles (See above for address) LEAD ATTORNEY ATTORNEY TO BE NOTICED

Paul A Kroeger (See above for address) ATTORNEY TO BE NOTICED

09/04/2008 1 COMPLAINT filed by plaintiff Calmat Co against Defendants San Gabriel Valley Gun Club, Does.(Filing fee $350) Jury Demanded. (ad) (Additional attachment(s) added on 9110/2008: # 1 Complaint part 2) (mrgo). (Entered: 09/08/2008)

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09/0412008 20 DAY Summons Issued re Complaint 1 as to Defendant San Gabriel Valley Gun Club. (ad) (Entered: 09/08/2008)

09/0412008 Z CERTIFICATION AND NOTICE ofInterested Parties filed by plaintiff Calmat Co. (ad) (mrgo). (Entered: 09/08/2008)

09/0412008 1 DISCLOSURE STATEMENT filed by PlaintiffCalmat Co. (ad) (mrgo). (Entered: 09/08/2008)

09/1012008 1 STANDING ORDER by Judge Stephen G. Larson. (ad) (Entered: 09/1012008)

0911612008 2 PROOF OF SERVICE Executed filed by Plaintiff Calmat Co, upon San Gabriel Valley Gun Club served on 9/8/2008, answer due 10/8/2008. The Summons and Complaint were served by SubstItuted serVice service, by Federal statute, upon Richard A. Tretter,. Due DiIIigence declaration No. Original Summons No. (Attachments: # 1 Proof of Service of Summons & Complaint)(Stiles, Michael) (Entered: 09/16/2008)

09/3012008 Q FIRST STIPULATION Extending Time to Answer the complaint as to San Gabriel Valley Gun Club answer now due 10/27/2008, filed by Defendant San Gabriel Valley Gun Club.(Smith, William) (Entered: 09/30/2008)

10/3012008 1 Certification and Notice of Interested Parties filed by Defendant San Gabriel Valley Gun Club, identifying Calmat Co. dba Vulcan Materials Co., Army Corps of Engineers, City of Azuza and San Gabriel Valley Gun Club. (Smith, William) (Entered: 10/30/2008)

10/30/2008 ~ ANSWER to Complaint - (Discovery) 1 with JURY DEMAND filed by Defendant San Gabriel Valley Gun Club.(Smith, William) (Entered: 10/30/2008)

10/30/2008 2 ANSWER to Complaint - (Discovery) 1 Counterclaim filed by Defendant San Gabriel Valley Gun Club.(Smith, WiIIiam) (Entered: 10/30/2008)

1110312008 10 SCHEDULING MEETING OF COUNSEL, ORDER PURSUANT TO FRCP 16, 26(f) by Judge Stephen G. Larson. ( Scheduling Conference set for 5/412009 at 09:30 AM before Judge Stephen G. Larson.) (mrgo) (Entered: 11103/2008)

1110312008 11 NOTICE OF NON-OPPOSITION Complaint - (Discovery) 1 filed by Plaintiff Calmat Co. Stipulation and [Proposed} Order to Change Venue to the Western Division o/the Central District (Stiles, Michael) (Entered: 11103/2008)

11104/2008 li STIPULATION to Change Venue to LOS ANGELES filed by Plaintiff Calmat Co.(Stiles, Michael) (Entered: I 110412008)

11106/2008 n NOTICE TO FILER OF DEFICIENCIES in Electronically Filed Documents. The following error was found: Per General Order 08-02, counterclaims must be manually filed. RE: Answer to Complaint (Discovery) 2 . In response to this notice the court may order (1) an amended or correct document to be filed (2) the document stricken or (3) take other action as the court deems appropriate. (gg) (Entered: 1110612008)

1110612008 14 NOTICE TO FILER OF DEFICIENCIES in Electronically Filed Documents.

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The following error was found: Incorrect document is attached to the docket entry. Document attached is entitled "Stipulation to Change Venue," RE: Notice of Non-Opposition to Motion or Document 11 . In response to this

: notice the court may order (1) an amended or correct document to' be filed (2) the document stricken or (3) take other action as the court deems appropriate. (gg) (Entered: 11106/2008)

11106/2008 12 NOTICE TO FILER OF DEFICIENCIES in Electronically Filed Documents. The following error was found: Proposed document was not submitted as separate attachment. You may either refile the Stipulation and attach the Proposed Order, or attach the Proposed Order to a Notice of Lodging. RE: Stipulation to Change Venue 12. In response to this notice the court may order (1) an amended or correct document to be filed (2) the document stricken or (3) take other action as the court deems appropriate. (gg) (Entered: 11106/2008)

1110612008 16 NOTICE OF LODGING filed re Stipulation to Change Venue 12 (Attachments: # 1 Proposed Order Changing Venue to the Western Division of the Central District)(Stiles, Michael) (Entered: 11106/2008)

11107/2008 17 ORDER by Clerk of Court. The proposed order pursuant to stipulation(s), docket Nos. 12 & 16 to change venue to Los Angeles is DENIED. The Court's e-filing procedures are attached. RE: Notice of Lodging .lQ, StipUlation to Change Venue 12 . (mrgo) (Entered: 11110/2008)

11110/2008 II STIPULATION to Change Venue to WESTERN DIVISION OF THE CENTRAL DISTRICT filed by PLAINTIFF Calm at Co. (Attachments: # 1 Proposed Order Proposed Order)(Stiles, Michael) (Entered: 1111 0/2008)

11110/2008 19 COUNTERCLAIM filed by counter claimant San Gabriel Valley Gun Club against Counter Defendant Calmat Co; Jury Demand.(ad) (Entered: 11112/2008)

12/04/2008 20 CALMAT Co. dba VULCAN MATERIALS COMPANY WESTERN DIVISION'S ANSWER TO COUNTERCLAIM OF SAN GABRIEL VALLEY GUN CLUB filed by PlaintiffCalmat Co.(Stiles, Michael) (Entered: 12/04/2008)

03/0312009 21 STIPULATION AND ORDER TO CHANGE VENUE TO THE WESTERN DIVISION OF THE CENTRAL DISTRICT DENIED by Judge Stephen G. Larson. (mrgo) Modified on 3/3/2009 (mrgo). (Entered: 03/0312009)

04/2012009 22 JOINT REPORT Rule 26(f) Discovery Plan Conference of Counsel ; estimated length of trial 8-10 days, filed by PlaintiffCalmat Co, Defendant San Gabriel Valley Gun Club, Counter Claimant San Gabriel Valley Gun Club, Counter Defendant Calmat Co .. (Ehrlich, Kenneth) (Entered: 04/2012009)

05/04/2009 23 SCHEDULING ORDER by Judge Stephen G. Larson:( Discovery cut-off 5/7/2010. Motions due by 8/3012010. Final Pretrial Conference set for 10/4/2010 at 11 :00 AM before Judge Stephen G. Larson. Jury Trial set for 1011912010 at 09:30 AM before Judge Stephen G. Larson.) (mrgo) (Entered: 05/05/2009)

05/04/2009 24 NOTICE AND REQUEST of Settlement Procedure Selection (Spl); parties request to Appear Before Magistrate Judge for settlement proceedings. Filed

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by PlaintiffCalmat Co, Defendant San Gabriel Valley Gun Club.(mrgo) (Entered: 05/06/2009)

05/04/2009 25 ORDER by Judge Stephen G. Larson granting the NOTICE AND REQUEST of Settlement Procedure Selection (Sp 1 )to Appear Before Magistrate Judge for settlement proceedings. (mrgo) (Entered: 05/0612009)

05/0412009 26 MINUTES OF Scheduling Conference held before Judge Stephen G. Larson. The Court GRANTS counsel leave to obtain up to 50 interrogatories and up to 25 depositions. The depositions are limited to 7 hours. The Court GRANTS counsel leave to obtain an additional 3 hours of depositions without leave of Court. Counsel are directed that for any deposition requiring more than 10 hours they must seek leave of the Court, unless; there is a stipuiation by all parties involved, including the deponent. Counsel stipulated pursuant to Local Rule 16-14, to settlement procedure # 1, to refer this matter to the assigned Magistrate Judge act as the Settlement Officer in this case. The Court approves the request and refers this case to the assigned Magistrate Judge to act as the settlement officer. Counsel are directed to contact the Magistrate Judges deputy clerk to schedule the date for the settlement conference as soon as the parties believe such a conference would be fruitful.Court Reporter: Theresa Lanza. (mrgo) (Entered: 05/15/2009)

0711712009 27 REQUEST to Substrtute attorney W. Lee Smith and Michel & Associates, P.c. in place of attorney W. Lee Smith and Trutanich-Michel, LLP filed by Defendant San Gabriel Valley Gun Club. (Smith, William) (Entered: 07117/2009)

07117/2009 28 REQUEST for Order for Approval of Substitution of Attorney filed by Defendant San Gabriel Valley Gun Club. (Smith, William) (Entered: 07117/2009)

07117/2009 29 ORDER by Judge Stephen G. Larson: granting 27 Request to Substitute Attorney. W Lee Smith substituted in place ofTrutanich-Michel LLP for defendant San Gabriel Valley Gun Club. (mrgo) (Entered: 07117/2009)

07/22/2009 30 NOTICE TO FILER OF DEFICIENCIES in Electronically Filed Documents. The following error(s) was found: Incorrect document is attached to the docket entry. Proposed Document was not submitted as separate attachment. RE: REQUEST for Order for Approval of Substitution of Attorney 28 . In response to this notice the court may order (1) an amended or correct document to be filed (2) the document stricken or (3) take other action as the court deems appropriate. (am) (Entered: 07/22/2009)

0712312009 11 RESPONSE BY THE COURT TO NOTICE TO FILER OF DEFICIENCIES IN ELECTRONICALLY FILED DOCUMENTS. ORDER by Clerk of Court: The Court ORDERS document No. 28, STRICKEN. See Doc. No. 29, approving such substitution of counsel for defendant, San Gabriel Valley Gun Club. RE: Proposed Order Re Substitution of Attorney 28. (ad) (Entered: 07/23/2009)

1112312009 32 ORDER OF THE CHIEF JUDGE (#09-063) approved by Judge Audrey B. Collins. IT IS ORDERED, with the concurrence ofthe Case Management and Assignment Committee, that the following case be reassigned from the

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calendar of Judge Stephen G. Larson to the calendar of Judge William H. Stafford, Jr. for all further proceedings. The case number will now reflect the initials of the transferee Judge EDCV 08-1198 WHS (OPx). (mrgo) (Entered: 11124/2009)

12110/2009 33 MINUTES OF IN CHAMBERS ORDER held before Judge William H Stafford, Jr: This action has been reassigned to the HONORABLE WILLIAM H. STAFFORD, JR., District Judge, Sitting by Designation. Please substitute the initials WHS in place ofthe initials SGL. The case number will now read: EDCV 08-01198-WHS (OPX). As documents are routed using the judges initials, it is important to use the correct initials on all subsequent filings. Judge Stafford's Courtroom Deputy Clerk, Angie Maxwell, can be reached at (850) 521-3516 or at [email protected]. (mrgo) (Entered: 1211112009)

0311212010 34 STIPULATION for Extension of Time to File Expert Reports and Designate Experts filed by Defendant San Gabriel Valley Gun Club. (Attachments: # 1 Proposed Order)(Smith, William) (Entered: 03112/2010)

0311512010 35 ORDER by Judge William H Stafford, Jr, re Stipulation for Extension of Time to File 34 . It is hereby ORDERED that: 1. the last day to disclose expert witnesses and produce reports required under Federal Rule of Civil Procedure 26(a)(2)(B) shall be May 7, 2010; and 2. the last day to disclose rebuttal expert witnesses and produce rebuttal expert reports required under Federal Rule of Civil Procedure 26(a)(2)(B) shall be May 28,2010. (mrgo) (Entered: 03116/2010)

04/2112010 36 Joint STIPULATION for Order to Extend Trial and Pretrial Dates filed by Defendant San Gabriel Valley Gun Club. (Attachments: # 1 Proposed Order) (Smith, William) (Entered: 04/2112010)

0412212010 37 ORDER by Judge William H Stafford, Jr, approving Stipulation for Order 36 . ( Discovery cut-off 8/612010. Motions due by 1113012010.) The court will set pre-trial and trial dates at a later time. (mrgo) (Entered: 04/23/2010)

07/2712010 38 Joint STIPULATION for Order to Extend Pretrial Dates filed by plaintiff Calmat Co. (Attachments: # 1 Proposed Order)(Kroeger, Paul) (Entered: 07/27/2010)

07/3012010 39 ORDER by Judge William H Stafford, Jr, approving Stipulation to Further Extend Pretrial Dates 38. (Discovery cut-off 111112010. Motions due by 113112011. Last date to conduct settlement conference is 2/15/2011.) (mrgo) (Entered: 07/30/2010)

0811112010 40 NOTICE of Change of Firm Name filed by Defendant Calmat Co. (Kroeger, Paul) (Entered: 08111/2010)

12/0212010 11 ORDER RE: SETTLEMENT CONFERENCE by Magistrate Judge Oswald Parada: Settlement Conference set for 2/312011 at 09:30 AM before Magistrate Judge Oswald Parada. (am) (Entered: 12/03/2010)

1212712010 42 Joint STIPULATION to Continue Pretrial Dates filed by Defendant San Gabriel Valley Gun Club. (Attachments: # 1 Proposed Order)(Smith, William)

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(Entered: 12/27/2010)

0110512011 43 ORDER by Judge William H Stafford Jr Re Stipulation to Extend Pretrial Dates 42 , it is hereby ORDERED that: 1. The last day to conduct expert discovery is reset to March 1, 2011 (was January 15, 2011; and 2. The last day to file dispositive motions is reset to March 17,2011 (was January 31,2011): (ad) (Entered: 01106/2011)

0210312011 44 MINUTES OF Settlement Conference held before Magistrate Judge Oswald. Parada: Settlement Conference continued to 2123/2011 at 09:30 AM before Magistrate Judge Oswald Parada. All parties are to appear by phone. Court Recorder: CS R-3. (mrgo) (Entered: 02/07/2011)

02/2312011 46 MINUTES OF Telephonic Settlement Conference held before Magistrate Judge Oswald Parada: Further discussions re: settlement were held. The matter is continued to March 11,2011, at 9:30 a.m. All parties are brdered to be present in court before Magistrate Judge Oswald Parada. (am) (Entered: 03/0112011)

02/2412011 45 STIPULATION for Extension of Time to File Dispositive Motions filed by Defendant San Gabriel Valley Gun Club. (Attachments: # 1 Proposed Order) (Franklin, Scott) (Entered: 02/24/2011)

02/2812011 47 ORDER GRANTING STIPULATION TO EXTEND DISPOSITIVE MOTION FILING DEADLINE by Judge William H Stafford, Jr: Pursuant to the Stipulation ofthe parties, and good cause being shown thereby, it is hereby ORDERED that: The last day to file dispositive motions is reset to March 31, 2011 (was March 17,2011.) 45 (am) (Entered: 03/0112011)

0311112011 21 MINUTES OF Settlement Conference held before Magistrate Judge Oswald Parada: Further discussions re: settlement were held. The case did not settle. Parties may contact the clerk to schedule a further settlement conference ifthey find that it may be fruitful. Court Recorder: CS RS-3. (mrgo) (Entered: 03/25/2011)

0311612011 48 STIPULATION to Continue Stipulation To Reopen Discovery And Further Extend Dispositive Motion Filing Date from 1110112010 to 06/30/2011 filed by Plaintiff and Counter-Defendant Calmat Co. (Attachments: # 1 Proposed Order)(Kroeger, Paul) (Entered: 03/1612011)

0311612011 49 MINUTES OF Telephonic Status Conference held before Judge William H Stafford, Jr: Parties advise court as to status of case. Court inquires of counsel as to holding trial in Riverside or Los Angeles Divisions. Counsel prefer Los Angeles as it is closer for counsel, parties and witnesses. Counsel advise court they estimate trial to take 10 to 14 days to complete. Court grants parties Stipulation to reopen Discovery and Further Extend Dispositive Motion FilingDate. Order to follow.Court Reporter: Lisa Jones. (am) (Entered: 03/18/2011 )

03/1712011 50 ORDER APPROVING PARTIES' STIPULATION TO REOPEN DISCOVERY AND EXTEND DISPOSITIVE MOTION FILING DATE by Judge William H Stafford, Jr, re Stipulation to Continue 48 .( Discovery cut-off6/30/2011. Motions due by 7/3112011.) (mrgo) (Entered: 03/2112011)

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04/05/2011 52 ORDER Designating the Honorable Judge Justin L. Quackenbush, to perfonn duties ofU S District Judge temporarily for the Central District of California for the specific case Calmat Co. v. San Gabriel Valley Gun Club, et aI, EDCV 08-01198. Signed by Alex Kozinski, ChiefJudge, U S Courts of Ninth Circuit. (rn) (Entered: 04/05/2011)

04/051201 I 53 NOTICE OF REASSIGNMENT OF CASE filed. Pursuant to Designation of aq District Judge for Service in Another District within the Ninth Circuit filed on 04/05/2011. Case transferred to Judge Justin L. Quackenbush for all further proceedings. Case number will now read EDCV 08-01198 JLQ(OPx). (m) (Entered: 04/0512011)

04125/2011 54 ORDER TO FILE STATUS REPORT and FOR IN-PERSON STATUS HEARING by Judge Justin L. Quackenbush.( Status Conference set for 6/27/2011 at 10:00 AM before Judge Justin L. Quackenbush.) On or before May 25,2011, counsel for the parties shall personally meet, confer, prepare, and file a Status Report. The Report shall be filed not later than June 3,2011 and shall include, but not be limited to the following: (see document for specifics). (mrgo) (Entered: 0412612011)

05/1612011 55 NOTICE OF MOTION AND MOTION for Partial Summary Judgment as to 4th, 5th, 6th, 7th, 8th, 1 I th Claims in Complaint and 8th Counterclaim Memorandum of Points and Authorities filed by Plaintiff and Counter-Defendant Calmat Co. Motion set for hearing on 6/27/2011 at 10:00 AM before Judge Justin L. Quackenbush. (Attachments: # 1 Proposed Order) (Kroeger, Paul) (Entered: 0511612011)

05/1612011 56 NOTICE OF LODGING filed Statement of Uncontroverted Facts and Conclusions of Law in Support of Motion for Partial Summary Judgment re MOTION for Partial Summary Judgment as to 4th, 5th, 6th, 7th, 8th, lIth Claims in Complaint and 8th Counterclaim Memorandum of Points and Authorities 55 (Attachments: # 1 Proposed Statement of Uncontroverted Facts and Conclusions ofLaw)(Kroeger, Paul) (Entered: 05/16/2011)

05/1612011 57 DECLARATION of Brian G. Anderson In Support of Plaintiffs Motion for Partial Summary Judgment MOTION for Partial Summary Judgment as to 4th, 5th, 6th, 7th, 8th, 11 th Claims in Complaint and 8th Counterclaim Memorandum of Points and Authorities 55 filed by PlaintiffCalmat Co, Counter Defendant Calmat Co. (Kroeger, Paul) (Entered: 05116/20 I 1)

05/1612011 58 DECLARATION of Michael Linton In Support of Plaintiffs Motion for Partial Summary Judgment MOTION for Partial Summary Judgment as to 4th, 5th, 6th, 7th, 8th, 11th Claims in Complaint and 8th Counterclaim Memorandum of Points and Authorities 55 filed by PlaintiffCalmat Co, Counter Defendant Calmat Co. (Attachments: # 1 Exhibit Exhibits A thru E, # 2. Exhibit Exhibits F thru J)(Kroeger, Paul) (Entered: 0511612011)

05/1612011 59 DECLARATION of Paul A. Kroeger In Support of Plaintiffs Motion for Partial Summary Judgment MOTION for Partial Summary Judgment as to 4th, 5th, 6th, 7th, 8th, 11th Claims in Complaint and 8th Counterclaim Memorandum of Points and Authorities 55 filed by Plaintiff Calmat Co, Counter Defendant Calmat Co. (Attachments: # 1 Exhibit Exhibits K thru M, #

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2 Exhibit Exhibits N thru R, # J Exhibit Exhibits S thru W)(Kroeger, Paul) (Entered: 05116/2011)

05/16/201 I 60 NOTICE OF MOTION AND MOTION for Summary Judgment as to Portions of Plaintiffs Complaint filed by Defendant San Gabriel Valley Gun Club. Motion set for hearing on 6/27/2011 at 10:00 AM before Judge Justin L. Quackenbush. (Attachments: # 1 Memorandum of Points and Authorities in Support of Motion for Summary Judgment, or in the Alternative, Summary Judgment as to Portions of Plaintiffs Complaint, # 2 Declaration of Scott M. Franklin in Support of Motion for Summary Judgment, or in the Alternative, Summary Judgment as to Portions of Plaintiffs Complaint, # J Exhibit A-G to Declaration of Scott M. Franklin, # :! Exhibit H -0 to Declaration of Scott M: Franklin, # 2: Exhibit P-BB to Declaration of Scott M. Franklin, # Q Attachement 1 to Declaration of Scott M. Franklin, # 1 Proposed Order Granting Defendant SGVGC's Motion for Summary Judgment, or in the Alternative, Summary Judgment as to Portions of Plaintiffs Complaint) (Franklin, Scott) (Entered: 05/1612011)

05/1612011 61 STATEMENT of Uncontroverted Material Facts and Conclusions of Law in Support of MOTION for Summary Judgment as to Portions of Plaintiffs Complaint 60 filed by Defendant San Gabriel Valley Gun Club. (Franklin, Scott) (Entered: 0511 6/20 I 1)

06/0312011 62 STATUS REPORT Joint Status Report filed by PlaintiffCalmat Co, Counter Defendant Calmat Co, Counter Claimant San Gabriel Valley Gun Club, Defendant San Gabriel Valley Gun Club. (Kroeger, Paul) (Entered: 06103/2011)

061031201 I 63 OPPOSITION to MOTION for Partial Summary Judgment as to 4th, 5th, 6th, 7th, 8th, 11th Claims in Complaint and 8th Counterclaim Memorandum of Points and Authorities 55 filed by Defendant San Gabriel Valley Gun Club. (Attachments: # 1 Declaration)(Franklin, Scott) (Entered: 06/03/2011)

06/031201 I 64 STATEMENT in Response to Plaintiffs Statement of Uncontroverted Facts re: Notice of Lodging, 56 . (Franklin, Scott) (Entered: 0610312011)

0610312011 65 PROOF OF SERVICE OF SERVICE filed by Defendant San Gabriel ValIey Gun Club, re Statement 64 , Response in Opposition to Motion, 63 served on June 3, 2011. (Franklin, Scott) (Entered: 06/03/2011)

0610612011 66 NOTICE OF ERRATA filed by Defendant San Gabriel Valley Gun Club. correcting Response in Opposition to Motion, 63 Declaration of Scott M F-:anklin (attachment 1 to Opposition) (Franklin, Scott) (Entered: 06106/2011)

0610612011 67 OPPOSITION to MOTION for Summary Judgment as to Portions of Plaintiffs Complaint 60 Plaintiffs Opposition to San Gabriel Valley Gun Club's Motion for Summary Judgment or in the Alternative, Summary Judgment as to Portions of Plaintiffs Complaint filed by PlaintiffCalmat Co, Counter Defendant Calmat Co. (Kroeger, Paul) (Entered: 06106/201 I)

06/06/2011 68 Evidentiary Objections to and Request to Strike Portion ofthe Declaration of Scott M. Franklin Offered in Support of San Gabriel Valley Gun Club's Motion for Summary Judgment, or in the Alternative, Summary Judgment as to

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Portions of Plaintiffs Complaint Declaration of Scott M. Franklin re: MOTION for Summary Judgment as to Portions of Plaintiffs Complaint 60 filed by PlaintiffCalmat Co, Counter Defendant Calmat Co. (Kroeger, Paul) (Entered: 06106/2011)

06106/2011 69 STATEMENT of Plaintiffs Statement Of Genuine Issues And Additional Material Facts In Support Of Opposition To The Gun Club's Motion For Summary Judgment, Or In The Alternative, Summary Judgment As To Portions Of Plaintiffs Complaint MOTION for Summary Judgment as to Portions of Plaintiffs Complaint 60 filed by PlaintiffCalmat Co, Counter Defendant Calmat Co. (Kroeger, Paul) (Entered: 06106/2011)

06106/2011 70 DECLARATION of Brian G. Anderson In Support of Opposition to Motion for Summary Judgment MOTION for Summary Judgment as to Portions of Plaintiffs Complaint 60 filed by Plaintiff Calmat Co, Counter Defendant Calmat Co. (Kroeger, Paul) (Entered: 06106/2011)

06106/2011 71 DECLARATION of Michael Linton in Support of Opposition to MSJ MOTION for Summary Judgment as to Portions of Plaintiffs Complaint 60 filed by Plaintiff Calmat Co, Counter Defendant Calmat Co. (Attachments: # 1 Exhibit Exhs A - E, # 2. Exhibit Exhs F - J)(Kroeger, Paul) (Entered: 06106/2011)

06106/2011 72 DECLARATION of Kenneth A. Ehrlich In Support of Opposition to MSJ MOTION for Summary Judgment as to Portions of Plaintiffs Complaint 60 filed by Plaintiff Calmat Co, Counter Defendant Calmat Co. (Attachments: # 1 Exhibit Exhs K - M, # 2. Exhibit Exhs N - R, # 1 Exhibit Exhs S - V, # 1 Exhibit Exhs W - Y)(Kroeger, Paul) (Entered: 06106/2011)

06/1312011 73 REPLY Support MOTION for Partial Summary Judgment as to 4th, 5th, 6th, 7th, 8th, 11th Claims in Complaint and 8th Counterclaim Memorandum of Points and Authorities 55 Plaintiffs Reply Briefin Support of Motion for Partial Summary Judgment filed by Plaintiff Calmat Co, Counter Defendant Calmat Co. (Kroeger, Paul) (Entered: 06/13/2011)

06/1312011 74 STATEMENT of Response to Defendant's Additional Facts Portion of their Response to Plaintiffs Statement of Uncontroverted Facts MOTION for Partial Summary Judgment as to 4th, 5th, 6th, 7th, 8th, 11 th Claims in Complaint and 8th Counterclaim Memorandum of Points and Authorities 55 Plaintiff Vulcan's Response to Defendant Gun Club's Additional Facts Portion of Their Response to Plaintiffs Statement of Uncontroverted Facts filed by Plaintiff Calmat Co, Counter Defendant Calmat Co. (Kroeger, Paul) (Entered: 06/13/2011)

06/13/2011 75 Objections and Request to Strike Support re: MOTION for Partial Summary Judgment as to 4th, 5th, 6th, 7th, 8th, 11th Claims in Complaint and 8th Counterclaim Memorandum of Points and Authorities 55 Evidentiary Objections to, and Request to Strike Portions of the Declaration of Scott M Franklin Offered in Support of San Gabriel Valley Gun Club's Opposition to Plaintiffs Motion for Summary Judgment filed by Plaintiff Calmat Co, Counter Defendant Calmat Co. (Kroeger, Paul) (Entered: 06/13/2011)

06/16/2011 76 REPLY in Support of MOTION for Summary Judgment as to Portions of Plaintiffs Complaint 60 filed by Defendant San Gabriel Valley Gun Club.

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(Attachments: # 1 Declaration of Scott M. Frankl in) (Frankl in, Scott) (Entered: 06116/2011 )

06116/2011 77 STATEMENT In Response to Plaintiffs Statement of Genuine Issues and Additional Material Facts in Support of Its Opposition to the Gun Club's Motionfor Summary Judgment re: Statement (Motion related), Statement (Motion related) 69 . (Franklin, Scott) (Entered: 06116/2011)

0611612011 78 OBJECTIONS to Statement (Motion related), Statement (Motion related) 69 of PlaintiffRe Statement of Genuine Issues and Additional Material Facts in Support of Opposition to the Gun Club's Motion for Summary Judgment, or in the Alternative, Summary Judgment as to Portions of Plaintiffs Complaint filed by Defendant San Gabriel Valley Gun Club. (Franklin, Scott) (Entered: 06/16/2011)

06/16/2011 79 RESPONSE filed by Defendant San Gabriel Valley Gun Clubto Objection/Opposition (Motion related), Objection/Opposition (Motion related) 68 and Request to Strike Portions of the Declaration of Scott M Franklin Offered in Support of San Gabriel Valley Gun Clubs Motionfor Summary Judgment, or in the Alternative, Summary Judgment as to Portions of Plaintiffs Complaint (Franklin, Scott) (Entered: 06/16/2011)

0611712011 80 ORDER RESCHEDULING JUNE 27, 2011 HEARING by Judge Justin L. Quackenbush: This matter is rescheduled to commence on June 27, 2011 at 9:30 a.m. vice 10:00a.m. before Judge Justin L. Quackenbush (am) (Entered: 06/17/2011)

06/2012011 ~ OBJECTION Opposition re: MOTION for Summary Judgment as to Portions of Plaintiffs Complaint 60 Plaintiffs Objections to Supplemental Declaration of Scott M Franklin Offered in Support of Defendant San Gabriel Valley Gun Club's Motion for Summary Judgment, or in the Alternative, Summary Judgment as to Portions of Plaintiffs Complaint filed by Plaintiff Calm at Co, Counter Defendant Calmat Co. (Kroeger, Paul) (Entered: 06120/2011)

06/2012011 82 RESPONSE filed by Defendant San Gabriel Valley Gun Clubto Objection/Opposition (Motion related), Objection/Opposition (Motion related), Objection/Opposition (Motion related) 75 to and Request to Strike Portions Of, the Declaration of Scott M Franklin Offered in Support of San Gabriel Valley Gun Clubs Opposition to Plaintiffs Motionfor Partial Summary Judgment (Franklin, Scott) (Entered: 06/20/2011)

06/2112011 83 RESPONSE filed by Defendant San Gabriel Valley Gun Clubto Objection/Opposition (Motion related), Objection/Opposition (Motion related) ~ to and Request to Strike Portions Of, the Supplemental Declaration of Scott M Franklin Offered in Support of San Gabriel Valley Gun Clubs Motionfor Summary Judgment, or in the Alternative, Summary Judgment as to Portions of Plaintiffs Complaint (Franklin, Scott) (Entered: 06/2112011)

0612712011 84 MINUTES OF (1) PLAINTIFF AND COUNTER-DEFENDANT CALMAT CO., DBA VULCAN MATERIALS COMPANY, WESTERN DIVISION'S MOTION FOR PARTIAL SUMMARY JUDGMENT, DKT NO. 55;(2) DEFENDANT SAN GABRIEL VALLEY GUN CLUB'S MOTION FOR SUMMARY JUDGMENT, OR IN THE ALTERNATIVE, SUMMARY

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JUDGMENT AS TO PORTIONS OF THE PLAINTIFF'S COMPLAINT, DKT. NO. 60 held before Judge Justin L. Quackenbush: The Court having heard oral argument as presented on the record, all matters were taken under submission. A formal ruling will issue. 55 60 Court Reporter: Alex Joko. (am) (Entered: 06/28/20 I 1)

07/211201 I 85 TRANSCRIPT for proceedings held on June 27,201 I; 8:30 AM. Court ReporterlElectronic Court Recorder: Alexander Joko, phone number aL [email protected]. Transcript may be viewed at the court public terminal or purchased through the Court ReporterlElectronic Court Recorder before the deadline for Release of Transcript Restriction. After that date it may be obtained through PACER. Notice ofIntent to Redact due within 7 days of this date. Redaction Request due 8/1 112011. Redacted Transcript Deadline set for 8121120 11. Release of Transcript Restriction set for 10/19/2011. (Joko, Alexander) (Entered: 071211201 I)

0712112011 86 NOTICE OF FILING TRANSCRIPT filed for proceedings JUNE 27,2011; 8:30 AM (Joko, Alexander) (Entered: 07/2112011)

08/22/2011 87 MEMORANDUM OPINION AND ORDER by Judge Justin L. Quackenbush: BEFORE THE COURT is Plaintiffs Motion for Partial Summary Judgment (ECF No. 55) and Defendants Motion for Summary Judgment (ECF No. 60): (see document image for further details). IT IS HEREBY ORDERED: 1. Gun Clubs Motion for Summary Judgment (ECF No. 60) is GRANTED. Vulcans CERCLA claims are not ripe for adjudication for the reasons stated herein. 2. The Clerk of the Court shall enter Judgment dismissing the Complaint, and claims therein and all Counterclaims, without prejudice, for lack of subject matter jurisdiction. 3. The court does not reach the merits ofVulcans Motion for Partial Summary Judgment (ECF No. 55), which presented only state law claims, and therefore that Motion is DENIED AS MOOT. The court declines to exercise supplemental jurisdiction over the state law claims. 4. The court makes no judgment as to the merit of any ofthe state law claims asserted by Vulcan, or asserted by Gun Club in its Counterclaims. IT IS SO ORDERED. The Clerk ofthe court is directed to enter this Order, enterJudgment of dismissal without prejudice for lack of jurisdiction, furnish copies to counsel, and close this file. MD JS-6. Case Terminated. (ad) (Entered: 08/22/2011)

I PACER Service Center I I Transaction Receipt I I 02/241201209:37:40 I IPACER .Login: !~m6742 ! Client Code: 158038-0059 I Description: II~ocket Search 11~:08-CV-01198-JLQ-OP End

Report Criteria: date: 2124/2012

Billable E]!cost: 110.80

! Pages:

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Exhibit 3

.. . 1 JEFFER, MANGELS~ BUTLER~& MARMARO LLP

KENl'{ETH.A. EHRLICH (Bar No. 150570) 2 [email protected] ....

MICHAErSTILES~BarNo. 179214) 3 [email protected].· .

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6 Attorneys for Plaintiff· . . CALMAr CO. dba VULCAN MATERIALS

7 COMPANY, WESTERN DIVISION

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UNITED STATES DISTRICT COURT co :--1;0 -i,

CENTRAL DISTRICT O~ ~IfQ~ . 1E!Q)CV~~oJ!,J1,?J~

11. CALMA T CO. dba VULCAN MATERIALS COMPANY .

12· WESTERN DIVISION, a Delaware Corporation

13

14 vs. Plaintiff,

15 SAN GABRIEL VALLEY GUN 16 CLUB, a non-profit California

Coworation; and Does 1-10' 17 inclusive,

Defendants.

•• CASE NO. ______ _

PLAINTIFF'S COMPLAINT FOR;

(1) CERCLA COST RECOVERY (§ 107) ,

(2) CERCLA CONTRIBUTION (§107) (3) CONTRIBUTION AND

INDEMNITY UNDER THE CARPENTER-PRESLEY-TANNER HAZARDOUS SUBSTANCE ACT

4 BREACH OF CONTRACT 5 CONTINUING NUISANCE 6 PERMANENT NUISANCE 7 . CONTINUING TRESPASS 8 PERMANENT TRESPASS 9 NEGLIGENCE 10~ NEGLIGENCE PER SE . 11 WASTE . 12 CONTRACTUALINDE~TY 13 E8UITABLE

C NTRIBUTIONIINDEMNITY (14) DECLARATORY RELIEF (15) DECLARATORY RELIEF UNDER

FEDERAL LAW

DEMAND FOR JURY TRIAL

18

19

20

21

22

23

24

25

26 Plaintiff CALMAT CO. dba VULCAN MATERIALS COMPANY,

27 WESTERN DIVISION alleges for its Complaint as follows:

28

RECYCLED PAPER 52J9049v5 0-/

· 1· JURISDICTION AND VENUE

2 1. Jurisdiction is proper in this Court pursuant to 28 U.S.c. § 1331 (federal

3 question), Section l07(a) of the Comprehensive Environmental Response,

4 Compensation, and Liability Act (,'CERCLA"), 42 U.S.C. § 9607(a), and 28 U.S.C.

5 § l367(a) (supplemental jurisdiction).

62. Pursuant to 42 U.S.C. § 9607(a) and 28 U.S.c. § 139l(b), venue is proper

7 inthis'District because the releases or threatened releases of hazardous substances

8 that give rise to the claims alleged in this Complaint occurred and are occurring at

9 real property located in this District.

10 PARTIES

11 3. PlaintiffCALMAT CO. dba VULCAN MATERIALS COMPANY,

·12 . WESTERN DIVISION ("Vulcan") is a Delaware corporation qualified to do

13 business in the State of California.

14 4. Defendant SAN GABRIEL VALLEY GUN CLUB ("SGVGC") is a tax-

15,exempt Internal Revenue Code § 50l(c)(4) corporation that, at all relevant times, has

16 done business in the State of California and whose principle place of business is in

17 the State of California.

·18 5. Plaintiff is ignorant of the true names and capacities of Defendants sued in

19 this Complaint as Does 1 through 10 inclusive, in that their identity and/or the facts

20 pertaining to their liability is unknown or was concealed at the time of the drafting of

21 this Complaint, and therefore, Plaintiff sues these Defendants by such fictitious

22 names. Plaintiffwill amend this Complaint to allege their true names and capacities

23 when ascertained. Plaintiff alleges on information and belief that: (a) each of the

24 fictitiously named Defendants is responsible in some manner for the occurrences

25 alleged in this Complaint, and (b) the naming of such Does does not defeat federal

26 jurisdiction.

27 6. Collectively SGVGC and DOES 1-10 are referred to in this Complaint as

28 "Defendants."

- 1 - COMPLAINT

3-R

1 7. Plaintiff alleges on information and belief that, at all materials times, each

2 of the Defehdants, including the fictitiously named Defendants, was acting' in an

3 individual, corporate, partnership, associate; conspiratorial, or other capacity as the

4 agent, employee, co-conspirator, and/or alter ego of its co-defendants, and in doing

5 the acts herein alleged, was acting within the course and scope of his or her authority

6 ·as suchpactner, associate, agent, employee, co-conspirator, or alter ego, and with the

. 7 . permission, consent, knowledge, authorization, ratification and direction of its co-

8 defendants, i.iJ.c1uding all fictitiously named Defendants .

. 9 GENERAL ALLEGATIONS

10 8. Since prior to January 1947, Vulcan and its predecessors-in-interest have'

11. owned certain real property in.theCity of Azusa, California, identified as Tax Parcel

12 No.' 8684-008-014 and commonly known as 4001 Fish Canyon Road, Azusa,

13 California (previously known as 4001 Fish Canyon Road, Duarte, California). This

14 Complaint shall refer to this real property as the "Azusa Property." Portions of the

. 1.5· . AzusaProperty.were condemned at various times by the United States between

16 January 1947 and December 1970 for flood control purposes.

17 . 9.' From approximately January 1947 to November 2006, pursuant to a series

18 ... of written leases, SGVGC leaSed some .orall of the Azusa Property from Vulcan for

19 the purpose of operating a gun club. Between 1947 and November 2006, when

20. SGVGC's use of the subject property ceased; the extent of the property leased by

21' SGVC changed on several occasions principally as portions of the Azusa Property

22 were condemned for flood control purposes. However, as of December 1970, the

·23' leased property remained unchanged through the end of the lease term.

24 10. SGVGC's activities have extensively contaminated the soil and potentially

'. 25 groundwater at and underlying the Azusa Property and, potentially, neighboring

26 parcels, with heavy metals and other hazardous substances (the "Contamination") .

. 27 . Defendants are responsible for the Contamination and should therefore bear the sole

28

-2- COMPLAINT

s~

.. 1 cost and expense of remediating the Azusa Property to the condition as it existed

' ... 2 before the 1 ease commenced.

3' THE LEASES,

4 11. On or about January 1, 1947, Vulcan, then known as Consolidated Rock

5. Products ("Consolidated"), as owner, and SGVGC,as tenant, executed a written lease

6 . for the use of the Azusa Property for gun club operations (the H 1947 Lease"). A true

··7 " and correct copy of the 1947 Leaseis.attached as Exhibit A. As defined by the 1947 .

8 Lease, the property encompassed approximately70 acres. Paragraph 7 of the 1947

9 Lease obligated SGVGC to return the leased property to a condition satisfactory to

10 Vulcan. Paragraph 3 obligated SGVGC to indemnify and hold Vulcan harmless from

11 and against Hany and. all liability, loss; costs~ and expense, which in any way arise out

12 of or result from any failure of [SGVGC] to perform its covenants hereunder. II

13' 12. SGVGC continued. to operate'under the 1947-Lease until approximately

'., 14 August 31, 1950;'

15 13. On or about September 1, 1950, Consolidated and SGVGC executed a

16 'second lease for the use of the Azusa, Property for gun club operations (the" 1950

. IT' Lease') A true and correct copy of the 1950 Lease is attached 'as Exhibit B. The',

18 ,1950' Lease covered the same property as the 1947- but excepted two parcels .... - a

19 23.27 acre parcEll on ,the northeastern portion of the Azusa Property and a '3 .84 acre

20' parcel in the south central portion of the Azusa Property;

,21 14. Like the earlier lease, the 1950 Lease obligated SGVGC, upon termiriation

22 of its· tenancy, to return the Azusa Property to a condition satisfactory to Vulcan. ' ,

, 23 , (1950 Lease, ~ 7.) The 1951 Lease also mandated that SGVGC indemnify and hold

24 Vulcan harmless from and against "any and all liability, loss, costs, and expense

'25 (including reasonable attorneys' fees) which in any way arise out of or result from any'

26 failure of [SGVGC] to perform its covenants II, under the lease. (1950 Lease, ~ 3.)

27 15. ·SGVGC continued to operate under the 1950 Lease until approximately

28 January 1, 1958.

- 3 - COMPLAINT

3-1-

- 4 - COMPLAINT

3-i{

1 Property, an approximately 21 acre portion and an approximately 4 acre portion, for

2 flood control purposes.

3 23. On or about December 11, 1970, Consolidated and SGVGC executed a

4 fifth written lease for the use of a portion of the Azusa Property for the continuation

5 of gun club operations (the "1970 Lease"). A tiue and correct copy of the 1970 Lease

6 is attached as Exhibit E. . The 1970 Lease covered an approximately 15 acre portion

7 of the Azusa Property (the "Final Leas.ehold Property").

8 24. The 1970 Lease obligated SGVGC to indemnify Vulcan against cl£iims or'

9 losses relating to SGVGC's operatio!1s at the Leasehold Property. (1970 Lease, ~ 8.)

10 ("[SGVGC] ... covenants with Landlord that Landlord shall not be liable for any

11 damage or liability of any kind or for any damage or injury to persons or property .

12 during the term of this agreement from any cause whatsoever by reason of the use,

13 occupation, and enjoyment of the Property by [SGVGC], and [SGVGC] shall

14 indemnify and hold harmless Landlord from all liability whatsoever on account of

15 any such damage or injury. ")

16 25. SGVGC continued to operate under the 1970 Lease until approximately

17 .December 10, 1977 .

. . 18. . 26. On or about December 11, 1977, Consolidated, which had changed its

19 name to Conrock Co., entered into a sixth written lease with SGVGC for the'

20 continued use of the Final Leasehold Property as a gun club (the "1977 Lease"). A

21. true and correct copy of the 1977 Lease is attached as Exhibit F ..

22 27. Like the previous lease agreements, the ]977 Lease required SGVGC to

23 indemnify Vulcan against claims or losses related to SGVGC's use of the property.

24(1977 Lease, ~ 8.) ("Tenant ... covenants with Landlord that Landlord shall not be

25 liable for any damage or liability of any kind or for any damage or injury to persons

26 or property during the term of this agreement from any cause whatsoever by reason of

27 the use, occupation, and enjoyment of the Property by Tenant, and Tenant shall

28

- 5 - COMPLAINT

1 indemnify and hold hannless Landlord from all liability whatsoever on account of

2 any such damage or injury. ")

3 28.· SGVGC continued to operate under the 1977 Lease until approximately

4 February 3, 1988.

5 29. On or about February 4, 1988, Vulcan and SGVGC executed a seventh

6 . written lease for the continued use of the Final Leasehold Property as a gun club (the

7 "1988 Lease"). A true and eorrect copy'ofthe 1988 Lease is attached as Exhibit G.

8 30. Among other things, the 1988 Lease precluded SGVGC from committing

9 waste or nuisance on the property and from interfering with the Use and enjoyment of

10 neighbbringptoperty. (1988 Lease, ~9.} The 1988 Lease also' obligated SGVGC to'

11 comply with all applicable federal; state and local laws, including environmental

12 laws. Id. Further, the 1988 Lease required that SGVGC maintain the property in

13 good condition and repair and, upon termination of the lease, return the Final

14 Leasehold Property in'an orderly, safe and sanitary condition. (1988 Lease, ~10.) .

15 Finally, the 1988 Lease mandated that SGVGC indemnify Vulcan against" all

16 claims, actions, damages, liability· and expenses in connection with loss of life,

17 personal injury or damage to property arising from or out of any occurrence in, upon

18 or at the Premises. " (1988 Lease, ~17.)

19 31. The 1988 Lease remained in effect until approximately May 19, 1992.

20.32. On or about May 20,1992; Vulcan and SGVGC executed an eighth and

21 final written lease for the continued use of the Final Leasehold Property as a gun club

22 (the "1992 Lease"). A true and correct copy of the 1992 Lease is attached as Exhibit

23 H.

24 33. Among other things, the 1992 Lease precluded SGVGC from committing

25 . waste or nuisance on the property and from interfering with the use and enjoyment of

26 neighboring property. (1992 Lease, ~9.) . The 1992 Lease also obligated ·SGVGC to

27 comply with all applicable federal, state and local laws, including environmental

28 laws. Id. Further, the 1992 Lease required that SGVGC maintain the property. in

- 6 - COMPLAINT

1 . good condition and repair and,upontenninationof-the lease, return the Final

2 Leasehold .property in an orderly, safe and sanitary condition. (1992 Lease, ~1 0.)

3 Finally, the 1992 Lease mandated that SGVGC indemnity Vulcan against II all claims;

4 actions, damages, liability and expenses in connection with loss of life, personal

5 . injury or damage to property arising from or out of any occurrence in, upon or at the

6 . Premises." (1992 Lease, ~17.)

.7 34. On or about May 15,2002, Vulcan and SGVGC amended the 1992 Lease,

8 effective May 20~ 2002, to, among other things, change the lease term to an 18 month·

9 ro.1ling tenn (the "1992 Lease Amendment"). A true and correct copy of the 1992

10 Lease Amendment is attached as Exhibit 1. The 1992 Lease Amendment specified

11 . that "either party maY tenninate the Lease at any time upon eighteen (18) months'

12 . prior written notice to the other-." (1992 Lease Amendment ~ 1.) All other tenns of

13 the 1992 Lease remained in full force and effect. (1992 Lease Amendment ~ 4.)

14 35. On or about May 4,2005, Vulcan notified SGVGC in writing of the .

15 . termination- of the 1992 Lease. A true and correct copy of the Termination of Lease

." 16 " n·oticeis attached as Exhibit J,

17

18

19

20

21

22

23

24

··25

26

27

28

36. Pursuant to the May 4,2005 Termination of Lease notice, SGVGC's

leasehold interest in any portion of the Azusa Property· terminated on or about

November 6,2006.

DEFENDANTS FAIL TO REMEDIATE CONTAMINATION

37. On or about July 29,2005, Vulcan alerted SGVGC that its activities

caused environmental contamination at the Azusa Property. Vulcan urged SGVGC to

take immediate steps to remediate the Azusa Property.

38. In or about August arid September 2005, Vulcan and SGVGC exchanged ,

correspondence about SGVGC's remediation alternatives. Among other things,

SGVGC disclaimed responsibility for remediating the Contamination.

39. By July 2006, SGVGC had done little or nothing to remediate Vulcan's

Azusa Property.

- 7 - COMPLAINT

1 40. On. or about November 1,2006, Vulcan received a proposal from SGVGC

2 for a Phase I Environmental Site Assessment ("ESA") and a Phase II ESA proposal

3 (the "Assessment Proposals") for the Azusa Property.

4 41. SGVGC ceased gun club operations as of approximately November 6,

5 2006 but remained in possession of the Final Leasehold Property, purportedly for the .

6 purpose of remediating the contamination caused by the gun club's operations.

·7 42: On November 9,2006, Vulcan detailed its concerns about the Assessment

8.· Proposals. Among other things; Vulcan informed SGVGC that the Assessment

. 9 Proposals: (a) failed to mention the requirement for governmental oversight of the

10 assessment and cleanup; (b) did not provide for thorough remediation of all

11 contamination caused by SGVGC's activities during its tenancy; (c) would leave

12 significant contamination remaining in the ground on the Azusa Property and,

13 potentially, in off-site areas ·contaminated by SGVGC activities; and (d) failed to

14 provide for confirination sampling to ensure proper and sufficient clean up:

15 43. Rather than specifically respond to Vulcan's November 9,2006

16 . correspondence, SGVGC responded on or about January 2, 2007 with a letter stating

17 .. that lithe cleanup of the site has·commenced and may well be complete before the end

18 of January 2007.". SGVGC further indicated that on-site cleanup would be performed

19 in conformity with, and there was no money for remediation beyond, the EPA's Best

20 . Management Practices for Lead at Outdoor Shooting Ranges ("EPA's Shooting

. 21 Range BMP").

·22 . 44. By letter dated January 4, 2007, Vulcan informed SGVGC that EPA's

23 Shooting Range BMP does not provide the appropriate remedial guidance or

24 standards for closed gun ranges. Notably, EPA's Shooting Range BMP neither sets

25 numerical standards for lead or other hazardous substances in soil nor complies with

26 the California Department of Toxic Substances Control's ("DTSC") regulation of

27 closed and abandoned outdoor shooting ranges. Vulcan therefore insisted that

28 SGVGC's remediation comport with DTSC requirements, including, but not limited

- 8 - COMPLAINT

1 to, a,dequate soil sampling and preparation of a Preliminary Endangerment

.... , 2 Assessment ("PEA").

3 45. Vulcan again wrote to SGVGC on May 17,2007, expressing its concern .

4 that SGVGC had not yet commenced clean-up efforts and had only recently hired a

5 lead reclamation contractor to ,begin reclaiming lead at the Azusa Property. Vulcan .

.6 also noted that SGVGC's contractor was not properly licensed or insured and had not

7 obtained the permits necessary to perform any work. Additionally, Vulcan explained

8 that SGVGC's contractor had not prepared a proper scope of work nor complied with

9 Vulcan's previous requests that the cleanup be perfonned under appropriate

10 governmental oversight.

11 46; On May 30,.2007, SGVGCdeclared that it is not required to provide a

12 Preliminary Environmental Assessment or a proper scope of work (including ,

13 . necessary assessment, confinnation sampling, and remediation requirements ),ahd

14 claimed that its limited finances precluded SGVGC from performing the type of

15' remediation required by Vulcan and mandated by applicable law.

16 47. AfterSGVGC failed to take any meaningful steps to investigate and

17 remediate the Contamination, Vulcan again wrote to SGVGC on or about January 16,

18 2008 demanding that SGVGC cominence agericy approved remediation activities by

-19 February 4,2008. .

20 . 48~ Defendants failed to comply with the February 4, 2008 deadline.

21, 49. Defendants have not followed DTSC requirements for environmental

22 cleanup and have' failed to remediate the contamination at the Azusa Property.

23 50. Vulcan is informed and believes, and thereon alleges, that since November

24 6,2006, no known hazardous substances or other pollutants have been used, dumped,

25 released, deposited, and/or disposed of onto and into the soil or groundwater at,on, '

26 and beneath any portion of the Azusa Property other than what might have occurred

27 as a result of activities or actions by SGVGC during its holdover tenancy of the Final

28 Leasehold Property.

- 9 - COMPLAINT

3-/0

- 1 51. During SGVGC's operation and use of the Azusa Property, hazardous

2 substances were used, dumped, released, deposited, andlor disposed of onto and into

3 the soil and, potentially, the groundwater at, on, beneath the Azusa Property and,

4 potentially, neighboring properties.

5 FIRST CLAIM FOR RELIEF

6 (CERCLA Cost Recovery, 42 U.S.C. § 9607 Against All Defendants)

-7 52: Vulcan realleges paragraphs 1 through 51, above, and incorporates them in

8 full by this reference.

9 - 53. SGVGCis a "person" within the meaning ofCERCLA §.101(21), 42

10 -U.S.C. § 9601(21).

11 54. The soil, and· potentially groundwater,.at and underlying the Azusa.

12 Property is currently contaminated, and was 90ntaminat~ by Defendants with

-13 . "hazardous substances," as defined by section 101(14) ofCERCLA, 42U.S.C. §

14 9601(14), including, but not limited to, the Contamination and other hazardous.

_ 15 substances used, released, deposited, or disposed as part of SGVGC's use of the

-16 Property ..

17 55. -The Azusa Property, together with the buildings, structures, and other

18 equipment located thereon, constitute a "facility" or !!facilities" as defined in 42

19 U.S.C. § 9601(9).

20 56. Spilling, leaking, pumping, pouring,. emitting, emptying, discharging,

21 injecting, escaping,. leaching, dumping, or disposing of hazardous substances, which

22 constitute "releases" of hazardous substances within the meaning of CERCLA section

23 101(22),42 U.S.C.§ 9601(22), occllrred during SGVGC's tenancy on the Azusa.

24 Property, including, without limitation, the Final Leasehold ·Property.

25 ·57. After December 11, 1970, when the property leased by Vulcan to SGVaC

. 26 consisted only of the Final Leasehold Property, SGVGC continued to release

27 hazardous substances upon the entirety of the Azusa Property, including portions no

28 longer leased to SaVGC as of December 11, 1970.

- 10 - COMPLAINT

3---1 (

1 58. The leaking, spilling, leaching and/or migration of hazardous substances-

2 - which occurred during Defendants' operations on the Azusa Property constitute a

3 "disposal" as defined by section 107(a) ofCERCLA, 42 U.S.C. § 9607(a).

-4 59. During Vulcan's ownership of the Azusa Property, Vulcan has not

5 disposed of any hazardous substances or haiardous wastes at, on or underneath the

6 property.

7 60; Defendants are liable for the necessary costs of response and remediating

8 the releases alleged in this Complaint because they constitute a "person" and were

-9 "operator[s]" of the Azusa Property and the Final Leasehold Property, as defined by

10 section 107(a) ofCERCLA, 42 U.S.C. § 9607(a); at the time of disposal of hazardous

-II. substances and hazardous wastes .

. 12 61. Vulcan has incurred and will continue to incur necessary response costs,

13 consistent with the National Oil and Hazardous Substance Pollution Contingency

14 Plan ("NCP"), 40 C.F.R. Part 300, including costs for testing and investigating the

15 - releases of hazardous substances into the soil, subsoil, and, potentially, groundwater

16 at, and in the vicinity of, the Azusa Property. Vulcan is entitled to recover said

17 response costs from Defendants as a liable party in an amount according to proofat

18 trial.

19 62. Defendants are jointly, severally and strictly liable to Plaintiff for all

20 response costs Plaintiff_has incurred to date and will incur in the futUre including

-21 interest-incurred or to be incurred. Plaintiff will seek leave of this Court to amend

22 this Complaint when its total damages have been ascertained.

23 SECOND CLAIM FOR RELIEF

-·24 (CERCLA Contribution, 42 U.S.C. § 9607 Against All Defendants)

-25 63. Vulcan realleges paragraphs-lthrough62, above, and incorporates them in


27 -64.' SGVGC is a "persontl. within the meaning ofCERCLA § 101(21),42

28 U.S.C. § 9601(21).

- 11 - COMPLAINT

c3-/S<

1 65-. Thesoil, and potentially groundwater, at and underlying the Azusa

2 Property is- currently contaminated, and was contaminated by Defendants with

3 . "haiardous substances," as defined by section 1 0 1 (14) of CERCLA, 42 U.S.C. §

4 9601(14), including, but not limited to the Contamination and other hazardous

5 - substances used, released, deposited, or disposed as part of SGVGC's use of the

6 Property.

7 66. The Azusa Property, together with the buildings, structures, and other

·8 equipment located thereon, constitute a "facility"-or "facilities" as defined in 42

9 U.S.c. § 9601(9). -

10- 67. Spilling, leaking, pumping, pouring, emitting, emptying, discharging,

-II injecting, escaping, leaching, dumping, or disposing of hazardous substances, which

12 constitute "releases" of hazardous substances within the meaning ofCERCLA section

13. 101(22),42 U.S.C. § 9601(22), occurred during SGVGC's tenancy on the Property.

14 68. After December-II, 1970, when the property leased by Vulcan to SGVGC

·15 .. consisted only of the Final Leasehold Property, SGVGC continued to release·

16 -hazardous· substances upori -the entirety of the Azusa Property, inclUding portions no

17 longer leased to SGVGCas of December 11, 1970.

18 69. The leaking, spilling, leaching and/or migration of hazardous substances

19 which occurred during Defendants' operations on the Azusa Property constitute a

20 "disposal" as defined by section 107(a) bfCERCLA,42 U.S.C.§ 9607(a).

21 70. During Vulcan's ownership of the Azusa Property,_Vulcan has not

22 disposed of any hazardous substances or hazardous wastes at, on or underneath the

23 property.

24 71. Defendants are liable for the necessary costs of response and remediating

-25 the releases alleged in this Complaint becausethey constitute_a "person" and were-

26 "operator[ s]" of the Azusa Property and the Final Leasehold Property, as defined by

27 section 107(a) ofCERCLA, 42 U.S.C. § 9607(a), at the time of disposal of hazardous

28 substances and hazardous wastes.

-12 - COMPLAINT

3-13

1 72. Vulcan has incurred and will continue to incur necessary response costs,

2 consistent with the NCP,-including costs for testing and investigating the releases of

3 .. hazardous substances into the soil, subsoil, and, potentially, groundwater at; and in

4 the vicinity of, the Azusa Property. Vulcan is entitled to recover said response costs

5 from Defendants as a liable party in an awount according to proof at trial.

6 73. Defendants are jointly, severally and strictly liable to Plaintiff for all

7 response costs Plaintiff has incurred to date and will incur in the future including

8 interest incurred or to be incurred. Plaintiff will seek leave of this Court to amend

9 this Complaint when its total damages have been ascertained.

10 THIRD CLAIM FOR RELIEF .

11 (Contdbutioll and Indemnity Under the Carpenter-Presley-Tanner

- 12 Hazardous Substance Account Act, California Health & Safety

13 Code § 25310, et seq., Against All Defendants)

14 74. Vulcan realleges paragraphs 1 through 73, above, and incorporates them in


16 75. Section 25363(e) of the California Health & Safety Code, provides that-

17 "any pers.on who has incurred removal or remedial action costs in accordance with

18 this chapter or the federal act may seek contribution or indemnity from any person

19 who is liable pursuant to this chapter." Each of the Defendants is a "liable person"

20 within the meaning of Health & Safety Code § 25323.5.

21 76. Releases of hazardous substances within the meaning of both CERCLA §§

22 101(14) and 101(22),42 U.S.C. §§ 9601(14),9601(22), and California's Hazardous

23 Substances Account Act have occurred at the Azusa Property. These releases, which

24 continue to date,·have and will cause Vulcan to incur response costs and other

25- damages.. _ .. . . ..

26 77. Vulcan has incurred and will continue to incur removal response costs, and

27 remedial action costs under the California Hazardous Substances Account Act and

28 . CERCLA. Defendants are liable to Vulcan for contribution and/or indemnity for all

- 13 - COMPLAINT

3-1r--

1 . of said costs in an amount as determined using such .equitable factors as the Court

2 deems appropriate. Vulcan will seek leave· of this court to amend this Complaint

3 when its total damages have been ascertained ..

4 78. Vulcan has given notice to the Director of Toxic Substances Control

5 pursuant to Health & Safety Code § 25363(e) of the filing of this action.

6 FOURTHCLAUMFORRELffiF

. 7 (Breach of Contract against SGVGC)


9 . full by this reference.

10 80. Except those obligations excused as a result of SGVGC's breaches, Vulcan

.11 has performed each (Uld every obligation or condition under the 1947 Lease, 1950

12 Lease,1958 Lease, 1961 Lease, 1970 Lease, 1977 Lease, 1988 Lease·and the 1992

13 Lease (as amended) (collectively, the "Leases").

14 81. SGVGC breached the Leases by, among other things:

15 • failing to indemnify Vulcan for damage to the leased property

16 . caused by SGVGC's use of said property;

·17 • failing to· indemnify Vulcan for damage to portions of the Azusa

18 Property not leased by SGVGC and caused by SGVGC's use of

19 ·leased portions of the Azusa Property;

. 20 • permitting waste on the Azusa Property;

: 21 •. permitting nuisance on the Azusa Property;

22 • interfering With the use·and enjoyment of neighboring real

23 property;

24 • failing to keep the leased property in good repair and condition;

25 • failing to keep the leased property in good order and in a safe,

26 sanitary condition;

27 • failing to return the leased property in a good, safe and sanitary

28 condition satisfactory to Vulcan at the termination of the Leases;

- 14 - COMPLAINT

3--/5·

1 • permitting the conduct of unlawful activities on the leased

2 property; and

3 • _ failing to comply with all applicable laws wherein the leased

4 property is located.

5 82. The activities referred to above have caused Vulcan to suffer damages

6 including, but not limited to; costs of investigation, assessment and remediation of the

7 Contamination at the Azusa Property; loss of future rent; loss of use of the Azusa

8 Property; and loss of value to the Azusa Property ih thatthe property has become

9 stigmatized; costs to repair and restore the Azusa Property to proper condition;

10 statutory costs; attorneys' fees and costs; and other damages.

I-I FIFTH CLAIM FOR RELIEF

- 12 (Continuing Nuisance Against All Defendants)


14 -full by this reference.

15 84. As defined and governed by California Civil Code § 3479, Defendants-

16 created conditions at the Azusa Property which constitute a continuing nuisance by

17 permitting the Contamination to exi~t at the Azusa Property. In addition, Defendants

18 failed to initiate ihvestigation, monitoring, remediation, or abatement of the nuisance:

19 85. The Contamination existing at the Azusa Property is actually and

20 practicably abatable by reasonable measures and without unreasonable expense. -

21 86. The Contamination at the Azusa Property constitutes a nuisance and has

22 _ interfered with, and continues to interfere with, Vulcan's use and enjoyment of the

23 property, and has created a risk to human health and the environment.

24 87. As a direct and proximate result of said Defendants' activities, Vulcan has

25 incurred and will-continue to incur damages in an amount subject to proof at trial,

26 including but not limited to costs of the investigation, assessment, monitoring, and

27 remediation of the nuisance; loss of property value, including but not limited to losses

28 due to the stigma associated with the Contamination; loss of future -rent; costs to

-15 - COMPLAINT

6-/b

1 repair and restore the Azusa Property to proper condition; statutory costs; and other

2 damages.

3 ·88. Vulcan seeks a permanent injunction requiring Defendants to abate the

4 nuisance by implementing all investigation and response activities demanded by

5 . federal, state and local authorities. Vulcan also seeks damages and declaratory relief

6 requiring reimbursement for costs expended by Vulcan to abate the nuisance and for

7 damages sustained as a result of the nuisance.

8 SIXTH CLAIM FOR RELIEF

. ··.·9 (Permanent Nuisance Against All Defendants)



12 90. As defined and governed by California Civil Code § 3479, Defendants

13 created conditions at the Azusa Property which constitute a ·permanent nuisance by

14 . permitting the disposal of the hazardous substances into the soil and, potentially,

15 groundwater underlying the Azusa Property. In addition, Defendants have failed to

16 take the necessary steps to· investigate. or remediate the nuisance.

17 91. The nuisance at the Azusa Property has interfered with and continues to

18 interfere with Vulcan's use and enjoyment 0fthe Azusa Property, and has created a

19 risk to human health and the environment. As an alternative to other claims for relief

20 alleged in this.Complaint, Vulcan alleges on information and belief that the nuisance

21 at the Azusa Property is permanent and is not reasonably abatable at a reasonable

·22 cost.

23 92. Vulcan has notified Defendants in this claim for relief of the damage to the

24 Azusa Property caused by the nuisance, but Defendants have failed and refused to

·25 . compensate Vulcan for its damages suffered or otherwise remedy the situation.

26 93. As a proximate and direct result of Defendants' nuisance, Vulcan has

27 incurred damages and seeks reimbursement for costs expended by Plaintiff to address

28 the nuisance and for damages sustained as a result of the nuisance in an amount

- 16 - COMPLAINT

3-/7

1 subject to proof at trial. These damages indude, but are not limited to, costs for·

2 investigation, assessment, monitoring and remediation of the nuisance; loss of

3 property value during the existence of the nuisance, including, but not limited to,

4 losses due to the stigma associated with the Contamination; loss of future rent; cost to

5 repair and restore the Azusa Property as close as possible to its prior condition;

.. 6 .. statutory costs; and other damages.

7 SEVENTH CLAIM FOR RELIEF

8 (Continuing Trespass Against All Defendants)

·9 94. Plaintiff realleges paragraphs -1 through 93, above, and incorporates them

.10 in full by this reference.

11 95. As a result of the control, maintenance, use and/or occupation of the Azusa

12 Property, and/or any portion thereof, by Defendants, the Contamination was caused to

13 remain in, on or under the· Azusa Property without Vulcan's knowledge or consent.

14 The existence of the Contamination at, on and under the Azusa.Property has

15 unlawfully interfered, and continues to interfere, with Vulcan's possession, use and

16 enjoyment of those properties.

17 . 96-. The Contamination has been; and continues to be, released and discharged

18 at, on and under the AZUSa ·Property as a result' of Defendants' actions or failure to act,

19 causing the Contamination to remain ''On' and beneath those properties.

20 97. The Contamination is "actually and practicably abatable by reasonable

21 measures and without unreasonable expense ..

22 98. As a direct and proximate result of such trespass; Vulcan has incurred and

23 will continue to incur damages including, but not limited to, costs of the investigation

24 and remediation of the trespass; loss of property value during the existence ofthe

25 trespass, losses due to the stigma associated with the Contamination; loss of future

26 rent; costs to repair and restore the Azusa Property to proper condition; statutory

27 costs; attorney's fees and costs; and other damages.

28

- 17 - COMPLAINT

d--/~

1 99. Vulcan seeks an injunction requiring Defendants to abate the trespass by

2 implementing all investigation and response activities demanded by federal, state and

3 local authorities.' Vulcan also seeks damages and declaratory relief requiring

4 Defendants to reimburse costs expended by Vulcari to abate the trespass and for

5 damages sustained as a result of the trespass.

6 EIGHTH CLAIM FOR RELIEF

7 (permanent Trespass Against All Defendants)

8 100. Vulcan realleges paragraphs 1 through 99., above, and incorporates them

9 in full by this reference. .

10 101. As a result of the control, maintenance, use and/or occupation of the

11 'Azusa Property, and/or any portion thereof, by-Defendants, the Contamination was

·12 caused to remain in, on or under the Azusa Property without Vulcan's knowledge or 13 . consent As an alternative to other claims for relief alleged in this Complaint, Vulcan

14 alleges on information and belief that the trespass at the Property is permanent and is

15 .. not reasonably abatable at a reasonable cost.

16 102. As a proximate and direct result of Defendants' trespass, Plaintiff has

17 .. incurred damages and seeks reiJ;l1bursement for costs expended by Plaintiff to address

18 the trespass and for damages sustained as a result of the trespass in an amount subject

'19 to proof at trial. These damages include, but are not limited to, costs for

20 investigation, asses~ment, and monitoring of the trespass; loss of property value

21 during the existence of the trespass, including, but not limited to, losses due to the

22 stigma associated with the Contamination; loss of future rent; cost to repair and

23 restore the Azusa Property to proper condition; statutory costs; and other damages.

24 NINTH CLAIM FOR RELIEF

25 (Negligence Against All Defendants)

26 103. Vulcan realleges paragraphs 1 through 102, above, and incorporates

27 them in full by this reference.

28

-18 - COMPLAINT

3--17

1 104. Defendants owe and owed Vulcan a duty to use, dispose of and release

. .2 hazardous substances.and hazardous materials in a manner which would·not cause the

3 oWl).er ·or subsequent users or operators of the Azusa Property to sustain damages or

4 losses of any kind or nature. In addition, Defendants owe and owed Vulcan a duty to: .

5 (1) maintain the leased property ina manner that would not allow the release of the

6 Contamination and/or other hazardous materials and hazardous substances into the

7 soil and; potentially, groundwater on, at, and under the leasehold property and

8 adjacent properties; (2) promptly and timely assess, investigate, monitor, and

9. remediate the Contamination upon the discovery of same; and (3) upon tennination of

10 . the SGVGC's tenancy, inform Vulcan about the scope and breadth of the

. 11· . Contamination.

12 .105. Defendants breached their duties of care owed to Vulcan by failing to

13 exercise reasonable care in the conduct of its occupation, use, and/or operation of the

14 Azusa Property, and any portion thereof, and in allowing its operations to

15· contaminate the Azusa Property and/or adjacent properties: More specifically,

·16 Vulcan alleges on information and belief that Defendants breached its duties of care

17. by;·among otherbreaches, using, storing, disposing of and releasing hazardous

18 substances and hazardous materials, including but not limited to the Contamination,

19 into the .soil and, potentially, groundwater at the Azusa Property in a manner which

·20· has caused Vulcan to sustain damages and losses.

21 106. Vulcan further alleges on information and belief that Defendants

22 breached their duties of care by, among other breaches: (1) maintaining the leased

23 property in such a way that allowed the release of the Contamination into the soil and, .

24 potentially, groundwater at the Azusa Property and adjacent prop€rties; (2) failing to

25 follow applicable standards and regulations for retrieving spent ammunition rounds,

26 slugs, and/or shell casings, (3) ceasing its collection and recovering of spent

27 ammunition rounds, slugs, and/or shell casings; (4) failing to assess, investigate,

28 monitor, and remediate the Contamination upon discovery of same; and (5) failing to

- 19 - COMPLAINT

3-;2 CJ

1 . infonn Vulcan about the scope and breadth of the Contamination at the Azusa'

2 Property.·

3 107.' Defendants' breaches of the duties outlined above constitute the direct

4 and proximate cause of the damages sustained by Vulcan:

. 5 . 108. The activities referred to in this claim for relief have caused Vulcanto

6 suffer damages including, but not limited to, costs of investigation, monitoring,

. 7 . 'assessment and remediation of the Contamination; loss of future rent; loss of value to

8 . the Azusa Property iIi that said properties have become stigmatized; costs to repair

9 . and restore the Azusa Property to proper condition; statutory costs; and other

10 damages.

11 TENTH CLAIM FOR RELIEF

12 (Negligence Per Se Against All Defendants)

13 . 109. Vulcan realleges paragraphs' 1 through. 1 08 above, and incorporates them

14 ·in full by this reference.

15 11 0, Among other relevant statutes, California Health & Safety Code § 5411

16 prohibits the'discharge of waste in any manner which will result in contamination,

. 17· pollq-tion, or a nuisance. In addition, California Civil Code §§ 3479-J481 prohibit the

18 creation of both public and private nuisances. Plaintiff further alleges on information

19 and belief that the other state aIid federal statutes or regulations govern the

20 maintenance of facilities, such as closed gun ranges, containing lead (collectively,

21 "Lead Laws"). Among other points, these Lead Laws create standards for the

22 . maintenance and operation of gun ranges and the investigation and remediation of

23 closed gun ranges such as that operated by SGVGC on the Azusa Property. These

24 Lead Laws were designed to prevent the contamination of real property and

25 groundwater by hazardous wastes, iIi.eluding the Contamination, and to protect the

26. public from the dangers and health effects caused by lead. Vulcan is among the class .

27 of people and entities for whose protection these provisions were adopted.

28

- 20 - COMPLAINT

3-c21

1 111. Defendants violated the prohibitions and standards of care established by _

2 statutes referenced in this claim for relief by causing the-Contamination. The

3 - violation of these statutes and the Lead Laws render Defendants strictly liable for -

4 Vulcan's damages. ,_. - .

5 - 112. Vulcan has incurred damages including, but not limited to, costs of

6 investigation, monitoring, aSsessment and remediation of the Contamination at the _-

7 Azusa Property; loss of future rent; loss of value to-the Azusa Property in that the

8 properties have become stigmatized; costs to repair and restore the Azusa Property to -

9 proper condition; statutory costs; and other damages.

10 NINTH CLAIM-FOR RELIEF

11 (Waste Against All Defendants)



14 114. While in possession or use of the Azusa Property, or any portion thereof,

- 15 Defendants acted:willfully and intentionally to commit and permit waste and damage

16 - to the Azusa Property.

17 115. In committing and permitting waste, Defendants acted despicably ·and

18 _ with malice, in bad faith and in conscious disregard of its obligations- not to commit

-19

20

21

22

23

24

25

26

27

28

or permit waste at the Azusa Property. Pursuant to California Code of Civil

Procedure § 732; Vulcan is entitled to recover its actual damages as well as treble

damages as a result of Defendants' waste at the Azusa Property.

TWELFTH CLAIM FOR RELIEF - -

(Contractual Indemnity AgainstSGVGC)

116. Vulcan realleges paragraphs 1 through 115, above, and incorporates

them in full by this reference.

_ 117. In the Leases, Defendants agreed to indemnify and hold Vulcan harmless

for all damage to the leased property and neighboring properties, caused by SGVGC's

use of the leased property.

- 21 - COMPLAINT

1 118. Vulcan has either performed every obligation required of it lmder the

·2 Lease or such -performance has been excused.

3 ·119. As a result of the indemnity provisions in the Leases, Defendants are

4 obligated to indemnify and hold Vulcanhcmnles.8..from and against all costs and

5 . damages incurred by Vulcan as a result of the Contamination~

6 . 120. Defendants have breached their contractual duty to indemnify, defend,

7 . and hold Vulcan haI1"»less, and as·a result,'Vulcan has been damaged in an amount

8 subject to proof at trial.

9 . THIRTEENTH CLAIM FOR RELIEF

·10 (Equitable ContributionlIndemnity Against All Defendants)

11· 121. Vulcan realleges paragraphs 1 through 120, above, and incorporates


13 122. As a result of Defendants' conduct, Vulcan has suffered and will suffer

14 damages in an amount to be proven at trial. Defendants have failed and refused to

-15 payor compensate Vulcan for the hann. Vulcan has· and will suffer as a result of

16 Defendants' conduct as alleged herein.

17 123 .. Vulcan's damages, including but not limited to any liabilities to

18 gov.ernmentalagencies or other third parties, is solely and proximately caused by the

19 acts and omissions of Defendants and do· not arise from any active fault on the part of..

20 Vulcan.

21 124. Therefore, Vulcan is entitled to contribution and indemnity from

22 Defendants for all damages Vulcan has incurred and will incur in connection with the

23 Contamination at the Azusa Property, including but not limited to the costs of

24 investigation, assessment, monitoring, remediation, and liabilities to third:parties.

25 125. In addition, as a result of Defendants' conduct, Vulcan has been forced to

26 retain legal counsel to protect and enforce its rights .. Vulcan has incurred and will

27 continue to incur attorneys' fees, costs, and expenses .. Vulcan is entitled to judgment

28

- 22 - COMPLAINT

3-:2.3

1 against-Defendants for such attorneys' fees, costs and expenses in an amount

. 2 according to proof ..

3 FOURTEENTH CLAIM FOR RELIEF

4 (Declaratory Relief Against All Defendants)



7 127 .. Ah actual controversy now exists between Vulcan and Defendants in

8 that Vulcan contends, and Defendants deny, that: (a) releases and threatened releases

9 of hazardous substances as a result of the activities of Defendants, and each of them,

10 occurred during Defendants' operation of the Azusa Property, and (b) Defendants are

11 liable to Vulcanfor.response costs incurred and to be incurred by Vulcan as a result

12 of said releases.

13 1:28. Vulcan desiresa"judicial detenriihation of the respective rights and

14 obligations of Vulcan and Defendants, and each of them, with respect to the response

15 and other costs, damages or· specific relief regarding the Contamination as alleged

16 herein.

17 129. A declaratory judgment is necessary and appropriate, and in the interests

18 . of justice , because it will obviate the need for multiple lawsuits·and provide complete

·19 resolution of the dispute between the parties.

20 130. Specifically, Vulcan requests a judgment declaring: (a) Defendants are

21 the sole" cause of the Contamination; (b) Defendants are solely responsible for

22 Vulcan's damages incurred because of the Contamination, including but not limited to

23 assessment, investigation, monitoring, and remediation costs; loss of future rent; loss

24 of value due to the Contamination; attorneys', expert, and consultants' fees, costs and

25 . expenses; (c) Vulcan is not liable for any such damages; and (d) Defendants are

.. 26 obligated to completely hold harmless and indemnify and defend Vulcan at the

27 expense of.Defendants with counsel acceptable to Vulcan from and against any and

28

- 23 - COMPLAINT

1 all adverse claims, demands, damages, actions, orders and/or judgments arising out of

2 or related to the Contamination.

3 13 i . Vulcan requests such other and further decrees as may be just,- necessary

4 or appropriate.

5 FIFfEENTH CLAIM FOR RELIEF

6 (Declaratory Relief Under Federal Law Against All Defendants)·



9 133. A dispute has arisen and an actual controversy exists between Vulcan

10 . and Defendants in that Vulcan claims that Defendants, jointly and severally, are

11. .obligated to indemnify Vulcan against and reimburse Vulcan for all necessary

12 . response costs and any other costs and attorneys' fees past or future incurred by

13 Vulcan in responding to the release or threatened released of hazardous substances

. 14· and/or hazardous waste or taking any other removal or remedial action as a result of

15 . Defendants' acts and conduct.

16 134. Substantial costs will be incurred by Vulcan over time and after

17 conclusion of this action. Unless declaratory relief is granted, it will be necessary for

18 Vulcan to commence many successive actions against Defendants to secure

19 compensation for the costs incurred and damages sustained, thus requiring a

20 . multiplicity of suits ..

21 . 135. Vulcan is entitled to and hereby seeks a declaratory judgment, pursuant

22 to CERCLA § 113(g)(2), 42U.S.C. § 9613(g)(2), of Defendants' liability to Vulcan

.23 for all response costs incurred or to be incurred by Vulcan.

24 PRAYER

25 WHEREFORE, Vulcan prays for judgment against the Defendants as follows:

26 ON THE FIRST CLAIM FOR RELIEF:

27 1. For cost recovery as appropriate from Defendants for response costs and

28 other damages and expenses incurred and to be incurred by Vulcan in response to the

- 24 - COMPLAINT

3-~5

1 release of hazardous substances, including the Contamination, into the environment at

2 and around the. Azusa Property;

J 2. For declaratory judgment binding Defendants on any subsequent action

4 or actions to recover further response costs or damages;

5 3. . F or prejudgment interest at the legal rate; and

6 4. For attorneys' fees, expert witness' fees, consultants' fees and costs, as

. 7 . appropriate;

8 ON THE SECOND CLAIM FOR RELIEF:

. 9 1. For contribution andlor indemnification as appropriate from Defendants

10 for all response costs and other damages and expenses incurred and to be incurred by

11 .. Vulcan in response to the release of hazardous substances, ·including the·

12· Contamination~ into the enviroru::herit at and around the Azusa Property;

13 2.·· For judicial determination of the comparative fault of Vulcan and

14 Defendants for the damages claimed by Vulcan-.in accordance with Vulcan's

15 contentions as outlined in this Complaint;

. 16 .. - 3 . For a judicial declaration that Defendants must indemnify Vulcan for

J 7. attorneys' fees, defense costs, response. costs, damages, and other sums for which

18· Vulcan may be held liable;

19 . 4. For prejudgment interest at the legal rate; and

20 5. For attorneys' fees, expert witness fees, consultants' fees and costs, as

21 appropriate;

22 ON TilE THIRD CLAIM FOR RELIEF:

23 1. For contribution andlorindemnification as appropriate from the

24 Defendants for all response costs and other damages and expenses incurred and to be

25 incurred by Vulcan in response to the Contamination at, around, and under the AZlisa·

26 Property;

27 2. For judicial determination of the comparative fault of Vulcan and

28 Defendants for Vulcan's damages;

- 25 - COMPLAINT

J-Qt

1

2

3

4

5

6

7

8

9

10

11

12

13

3. For a judicial declaration that the Defendants must indemnify Vulcan for

attorneys' fees, defense costs, response costs, damages, and other sums for which

Defendants may be held liable;

ON THE FOURTH CLAIM FOR RELIEF:

1. For damages according to proof at trial, including, but not limited to:

Vulcan's costs incurred for investigating, monitoring, and remediating the

Contamination and/or other hazardous substances actually or potentially present at or

around the Azusa Property; loss of property value incurred due to the existence of

environmental contamin-ation at those properties; including, but not limited to, loss of

permanent value as caused by the- stigma of environmental contamination; loss of

future rent;-costs to repair and restore the Contamination to proper condition; -

statutory costs; and other damages;

2. For specific performance requiring SGVGC to remediate the proper to

14 -safe and-sanitary conditions in compliance with prevailing law and under the

15 oversight of the appropriate governmental regulatory agency;

16 3.. - For prejudgment.interest at the legal rate;

17 ON THE FIVfH, SIXTH, SEVENTH, EIGHTH NINTH AND TENTH

18 CLAIMS FOR RELIEF:

19 1. For damages according to proof at trial, including, but not limited to:

20 _ Vulcan's costs.incurred for investigating~as.sessing, monitoring, and remediatingthe

21 Contamination; loss of property value incurred due to the existence oflhe

22 Contamination including, but not limited to, loss of permanent value as caused by the

23 stigma of environmental contamination; loss of future rent; costs to repair and restore -

24 - • the Azilsa Property to proper condition; statutory costs; and other damages;

25 2. For an injunction requiring Defendants to abate the nuisance and trespass

26 by implementing all investigation and response activities demanded by federal, state

27 and local authorities;

28

- 26 - COMPLAINT

3-~7

..

1 ,3. For punitive and exemplary damages in a sum according to proof at trial;

2 .and

3

4

5

6

7

,8

9

-10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

4. For prejudgment interest at the legal rate;

ON THE ELEVENTH CLAIM FOR RELIEF:

, 1. For treble damages including, but not limited to, the loss of permanent

value to the Azusa Property as caused by the stigma of environmental contamination,

loss of future rent, costs to repair and restore said properties to proper condition,

statutory costs, and other damages;

ON THE TWELFI'H AND THIRTEENTH CLAIMS FOR RELIEF:

1. For damages against Defendants according to proof at trial;

2. For a. declaration that Defendants must indemnify and defend Vulcan for

attorneys' fees and costs, defense costs, prosecution costs, response costs, damages,

and other sums for which Vulcan may be held liable or responsible related to the.

Contamination at or emanating from the Azusa Property; and

3. Vulcan's attorneys' fees according to proof;

'ON THE FOURTEENTH AND FIFTEENTH CLAIMS FOR RELIEF:

1. ' A judicial decree and declaration against all Defendants, that; ( a)

Defendants constitute the sole cause(s) of the Contamination at the Azusa Property;

(b) Defendants are responsible for Vulcan's damages, fees, and costs in connection

with the· Contamination, including but not limited to assessment, investigation,

monitoring, and remediation costs, loss of future rent, attorneys' fees and costs, expert

and'consultant fees and costs, loss of property value due to the Contamination

(including those fees and costs to be incurred in the future); ( c) Vulcan is not liable

for any such damages, fees, or costs; (d) Defendants are obligated to completely hold .

harmless and indemnify and defend Vulcan· from and against any and all adverse

claims, demands, damages, actions, orders and/or judgments arising out of or related

to the Contamination; and (e) Defendants are obligated to pay for any past, present,

- 27 - COMPLAINT

1 and future damages, losses, costs, expenses and/or injuries resulting to Vulcan as a

2 result of the Contamination; and .

3 2. Such other and further decrees and declarations as may be just, necessary

4 . or appropriate;

5 ON ALL CLAIMS FOR RELIEF:

'. 6 1. . .' Vulcan's cost of suit and attorneys' fees as may be permitted according to·

7 proof; and

8 2. Such other and further relief, decrees and orders as the Court deems just,

9 necessary and/or appropriate and/or according to proof at trial.

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DATED: September 2, 2008 JEFFER, MANGELS BUTLER & .MARMAROL

By: __ ~~~~~~~~~~~ __ __

Attorneys for CALMAT CO. dba VULCAN MATERIALS COMPANY, WESTERN DIVISION . .

- 28 - COMPLAINT

1 JURy DEMAND

2 Pursuant to Federal Rule of Civil Procedure Rule 38(b) and Local Rule 38-1 of

3 the United States District Court for the Central District of California, Plaintiff

4 CALMAT CO. dba VULCAN MATERIALS COMPANY, WESTERN DIVISION

5 hereby demands a jury trial.

6 DATED: September 2,2008

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Attomey§ for CALMAT CO. dba VULCAN MATERIALS COMPANY, WESTERN DIVISION .

- 29 - COMPLAINT

3-30

o

EXHIBIT A

3-3/

LICENSE AGREEMENT

THIS AGREEMENT made and entered into this /4L flay O~4.1f' H41, by and between CONSOLIDATED ROCK

PRODU S co., a oorporation, 2730 South Alameda Street,

Vernon, California, hereinafter oalled "Consolidated", and

SAN GABRIEL VALLEY GUN CLUB, an unincorporated, non-profit

assooiation, located at 509 West Foothill Boulevard,

Monrovia, California, hereinafter oalled "Club~.

RECITALS

(a) The Club has been organized for the pur-

pose of making available to its members and their families

a location and facilities for target practice and related

activities;

(b) The Club has approached Consolidated and re

quested that permission be granted by Consolidated to the

Club for use on the terms .hereinafter provided of real

property described as follows:

That portion of the South half of the Northwest quarter and of the ~orth half of the Northwest quarter of the Sout~west quarter ot Section

v 22, Township 1 North, Range 10 West, S.B.Y., in the County of Los Ange~es, stat~ of California, lying East of a line drawn due North and South through a point wh1eh 1s 656.80 feet due East of a two-inch pipe set at Station 8 of the boundary survey of the Azusa Ranoho, as shown on map recorded in Book 2, pages 560 and 561 of Patents, in the office of the Recorder of Los Angeles County,

(0) Consolidated is willing to give to the Club

a license to use said property upon said terms.

3-3c1

\- t { ; If, T (

Sf \ t - I w

\,\} \, ~ .,

NOW, TIfEREFORE, IN CONSIDERATION OF THE. MUTUAL

COVENANTS HEREIN CONTA,INED, and other good and val ua hie

oonsideration, reoeipt by each of the parties hereto is

hereby acknowledged,Consolidated and the Club agree as

follows:

1. The Club shall pay to Consolidated at the

time this agreement is exeouted the sum of Ten Dollars in

lawful money of the United States, as oonsideration for

the use of the property herein permitted for a period of

one (I) year.

2. Consolidated may revoke the license herein

granted by giving to the Club at the above-mentioned ad

dress (or to such other address as the Club may designate

in writing to Consolidated) written notioe of its inten

tion to do so. Said notioe may be given by mail and shall

be effective exaotly ninety (90) days following Consoli

datedts deposit in the United states mails of the notice

herein in this paragraph mentioned. Consolidated shall

not be required to return to the Club all or any part of

the unearned oonsideration for this lioense as a condition

to revocation or otherwise.

3. The Club h~reby agrees to indemnify and hold

Cons olida ted" its offioers, agents, and employees harmless

t'rom. any arid. all liability, 108s, oosts, and expense,

which in any way arise out of or result from any failure

of the Club to perform its covenants hereunder, or from

-2-

any use of said property by the Club, or anyone in its be

half. The Club shall at all times, during the effective

period "of the within license, carry publio liahility and

property damage insurance in a oompany or companies satis

factory to Oonsolidated. The limits for such insurance

shall be $25,000.00 and $50,000.00 for publio liability

(that is, "425.,000.00 for injury or death to one person,

arising out of eaoh aooident, and $50,000.00 for injury or

death to two or more persons, ariSing out of each aooident;

and $1,000.00 for damage to property_ Said insuranoe shall

be otherwise in form and substance satisfaotory to Consoli

dated and the policy evidencing such coverage (or a certifi

oate issued by the" insurer) shall be deposited with Consoli

dated at all times during whioh this agreement remains in ef

fect. Should the Club fail to obtain insuranoe as herein re

quired, then Consolidated may purohase the same as agent for

the Club and bill the Club therefor. In such event the Club

shall promptly pay Consolidated therefor.

4. The Club shall at all times be possessed of

all required permits or other valid authority for the oonduct

on said property of the aotivities herein authorized.

5. The Club shall exereise every preoaution in the

operation ot the target range. Oonsolidated shall have the

right to require additional preoautions to be taken, but

sball not be obligated to make any inspeotion of safety mea

sures and shall not be liable for injury or damage resulting

from any aocident on the property whether or not oaused by

the negligenoe of the Clu~, its members, or any persons using

-3-

3-31-

the premises for the p~pose for which this lioense is

granted.

6. The Club shall keep Consolidated advised in

writing at all times of the names and addresses of the

Club's officers. Any notioe required hereunder; or as a -

result of Consol~dated granting the within lioense. may. be

served by malilng the same to any of said officers. Should

the Club attempt to dissolve upon less than ninety (90)

days' notioe to CeDSolidated, then any notioe required or -

permitted hereunder fram Consolidated to the Club may be

given to any offioer of ·the Club on the list last plaoed on

tile wi th Consolidated.

7. Upon the termination, cancellation, or revooa-

tion of the wi thin lioense in any manner or for any reas(:>ll,

the Club shall promptly plaoe the property in a conditien

satisfaotory to Consolidated.

IN WITNESS WHEREOF, the parties hereto he ve aft' hed

their names an'd the seal or said corporation the day and year

tirst hereinabove written.

-4-

SAN GABRIEL V ALLEY GUN CLUB N.iLA. CLASS If APFlUATeD

Consolidated Rook Produots Company p.O. Box 2950, Terminal Annex Los Angeles 54, Cal1.tornia

Attention. 1Ir. Robert Mitohell

Gentlemen.

POST OFFICE BOX 329 MONROVIA, CAUFORNIA

January 1, 1948

'\faret'er you to a License Agreetnent between your oompany and our club, dated the lst day of JanU8.r7, 1947. We desire to e-rl.end that agreement £t1r the oa.1endar year 19~, subjeot, or oourse, to your right at termination upon notiae as provided in said agreement·. To ths. t' end we herewith tender to 700 our cheek in the amOWlt ot $10.00 as consideration tor the use of the premises tor the extended period just mentioned. Should ;rou agree to said extension, it is requested that yoU exeoute the enolosed copy ot this letter and ret-urn it to us to evidenoe our right to use tho property on the terms and oonditions herein and :in said License Agreement set forth.

It 1s our understanding that the QondellUlation suit 1nst! tuted by the United States Government is now on file effecting all or a portion of the propertY' covered by said LioenseAgreement. In oonneotion therewith we herabf irrevocab17 waive 8.DY and all right, title and interest in and to the oondemnation prooeeds that the olub may have ot- hereat'ter aoquire under said License. Agreement as extended·. We herewith transfer and. assign an;r Buch right,

. title and interest to you in oonsideration of your extending Baid· License Agreement as aforesaid.

\fe herebT agree to cooperate nth you in said conde1llJl8tion suit to the extent ot executing a.ny agreement; appearanoe, etc., whioh you ma;r require in oonnection with said suit.

ACCEPTED AND APPROVED, January ~. 194~

Consolidated Rock Products Co.

By

Very truly yours,

San Gabriel Valley Gun Olub

By President

\ )

EXHIBITB

'1 I.

. y o

LICENSE AGREEMENT

THIS AGREEMENT made and,~ptered into this 1st

day of September, 1950, by and between CONSOLIDATED ROCK

PRODUCTS CO., 'a corporation, 2730 South Alameda Street,

Vernon, California, hereinafter called "Consolidated", and

SAN GABRIEL VALLEY GUN CLUB, an "incorporated, non-profi tO ~~ p. !'.tJ.$O'i. 31 - ~I • 1tJJ1

association, located at 599 We~b Foothill Booleqard, Monrovia, ~~JV

California, hereinafter called "Club".

RECITALS

(a) The C.lub has been organized for the purpose of

making available to its members and their families a location

and facilities for target practice and related activities;

(b) The Club has approached Consolidated and requested

. that permission be· granted by Consolidated to the Club for use

on the terms hereinafter provided of real property described

as follows:

That portion of the South balf of the Northwest quarter and of the North half of the Northwest quarter of the Southwest quarter of Section 22, Township I North, Range 10 West·, S.B .M., in the County of Los Angeles, State of California, lying East of a line drawn due North and South througb a point which is 656.80 feet due East of a 2 inch pipe set at Station 8 of the boundary survey of the Azusa Rancho, as shown on map recorded in Book 2, Pages 560 and 561 of Patents, in the office of the Recorder of L05 Angeles County.

Excepting therefrom that portion described as follows:

Beginnin§ at the center of said Section 22; thence North 89 24' 38" West along the South line of the Northwest quarter of said Section 22, 1308.35 feet to the S~)UthweBt corner of .. the Southe.ast quarter

U Q

of the Northwest quarter of said Section 22; thence North 39° 43' 29" East 1699.40 feet to a point on the North line of the Southeast quarter of the Northwest quarter of said Section 22; thence South 890 25' 17" East 229.42 feet along said North line to the Northeast corner of said Southeast quarter of the .. /torthwest quarter of said Section 22; thence South og 18 1 50" West 1318.24 feet to the center of said Section 22, the point of beginning, containing 23.27 acres, more or less.

Also excepting therefrom the following described par.cel

of land:

Beginning at the Northeast corner of the Northwest quarter of theoSouthwest quarter of said Section 22; thence South 0 27' 03" West 660.83 feet along the Easterly·line of said Northwest quarter of said Southwest quarter to a point; ~hence North 890 23' 15" West 506.12 feet; thence North 370 57' 31" East 831.24 feet to' the point of beginning, containing 3.84 acres, more or .. less ..

hereinafter called "said property".

(c) Consolidated is willing to give to the Club a

license to use said property upon said terms.

AGREEMENT

NOW, THEREFORE, IN CONSIDERATION OF THE MUTU~~COVE

NANTS HEREIN CONTAINED, and other good and valuable consideration,

receipt of which by each of the parties hereto is hereby acknow

ledged, Consolidated and the Gun Club agree as follows:

1. The Club shall pay to Consolidated at the time this

agreement is executed the sum· of Ten Dollars in lawful money

of the United States, as consideration for the use of the

property herein permitted for a period of one (I) year.

2. Consolidated may revoke the license herein granted

by giving to the Club at the above-mentioned address {or to

such other address as the Club may designate in writing to

-2 ...

Consolidated) written notice of its intention to do so. Said

notice may be given by mail and shall be effective exactly

ninety (90) days following Consolidated's deposit in the

United states mails of the notice herein in this paragraph

mentioned. Consolidated shall not be reqUired to return to

the Club all or any part of the unearned consideration for

this license as a condition to· revocation or otherwise.

3. The Club hereby agrees to indemnify and hold Consoli

dated~ its officers~ agents~ and employees harmless from any

and all liability, loss~ costs, and expense, (including

reasonable attorney's fees) which in any way arise out of

or result from any failure of the Club to perform its

covenants hereunder, or from any use of said property by

the Club, or anyone in its behalf. The Club shall at all

times, during the effective period of the within license,

carry public liability and property damage insurance and

workmen's compensation insurance in a company or companies

satisfactory to Consolidated. The limits for such insurance

shall be $100,000 . .00 a;nd.$300,000.00 for public liability

(that is, $100,000.00 for injury or death to one person,

arising out of each accident, and $300,000.00 for injury or

death to two or more persons; arising out of each accident),

and $50,000.00 for damage to property. Said insurance shall be

otherwise in form and substance satisfactory to Consolidated and

the policy evidencing such coverage (or a certificate issued by

the insurer) shall be deposited with Consolidated at all times

during which this agreement remains in effect. Should the Club

fail to obtain insuranc~ as herein required, then Consolidated

-3-

may purchase the same as agent for the Club and bill the Club

therefor. In such event the Club shall promptly pay Consolidated

therefor.

4. The Club shall at all times be possessed of all re

quired permits or other. valid authority for the conduct on

said property of the activities herein authorized.

5. The Club shall exercise every precaution in the

operation of the target range. Consolidated shall have· the ·right

to require additional pre'cautions to be taken, but shall not be

obligated to make any inspection of safety measures and shall not

be liable for injury or damage resulting from any accident on

the property whether or not caused by the negligence of the Club,

its members, or any persons using the premises for the purpose

for which this lieense is granted.

6. The Club shall keep Consolidated advised in writing at

all times of the names and addresses of the Club's officers. Any

notice required hereunder, or as a result of Consolidated granting

the ~thin license, may be served by mailing the same to any of

said officers. Should the Club attempt to dissolve upon less

than ninety (90) daysr notice to Consolidated, then any notice

required or permitted hereunder from Consolidated to the Club may

be given to any officer of the Club on the list last placed on

file with Consolidated.

7. Upon the termination, cancellation, or revocation of

the within license in any manner or for any reason, the Club

,shall promptly place the property in a condition satisfactory

to Consolidated.

IN WITNESS WHEREOF, the parties hereto have affixed

their names and the seal of said corporation the day and year

-4-

3-#

first hereinabove written.

Presi ent

By ~ ~~._._ .. _ Secretary /

/ SAN GABRIEL VALLEY GUN CLUB,

By

~:~ Secretary

-5-

\. :

EXIDBITC

.~-tj-3

LICENSE AGREEMENT

THIS AGREEMENT made and entered into as of the

1st day of January, 1958, by and between CONSOLIDATED ROCK

PRODUCTS CO., a corporation, 2730 South Alameda Street,

Vernon, California, hereinafter called "Consolidated", and

SAN GABRIEL VALLEY GUN CLUB, a non-profit corporation located

at 4001 Fish Cany~n Road, Duarte, California, (mailing address

is P. O. Box 31, Monrovia. California) hereinafter called "Clubn •

RECITALS

(a) The ·Club has been organized for the purpose of

making available to its members and their families, (including

junior Gun Club members) a loc~tion and facilities for target

practice and related activitiesj

(b) The Club has approached Consolidated and requested

that permission heretofore granted.py Consolidated to the Club

be extended for use on the terms hereinafter provided of real

property described in·Exhibit "A", attached hereto and made a

part hereof, hereinafter called "said property".

(c) Consolidated is willing to give to the Club a

license to use·said property upon said terms.

'AGREEMENT

NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVE

NANTS HEREIN CONTAINED, and other good and valuable consideration,

receipt of which by each of the parties hereto 1s hereby acknow-

ledged~ Consolidated and the Gun Club agree as follows:

1. The Club shall pay to Consolidated the sum of Two

Hundred and Fifty Dollars ($250.00) in lawful money of the

United states, as consideration for the use of the property

herein permitted for the month of January, 1958 and a like

sum on or before the first day of every calendar month there

after while this agreement remains in effect. Receipt is

hereby acknowledged of' Two Hundred and Fifty Dollars ($250.00)

for January, 1958~

·2. Consolidated may, with or without cause, revoke the

license herein granted by giving to the Club at the above

mentioned address (or to such other address as the Club may

deSignate in writing to Consolidated) written notioe of its

intention to do so. Said notice may be given by mail and shall.

be effective exactly ninety (90) days following Consolidated's

deposit in the United states mails of the notice herein in this

paragraph mentioned; provided, however, that in case of default

or breach of this agreement by the Club such revocation may be

on ten (10) daya'notice. Similarly, on ninety (90) days' notice

to Consolidated at its address above mentioned, the Club may,

by the payment to Consolidated with said notice, of three

thousand dollars ($3,000.00) (in addition to rent for said

ninety (90) day period) terminate this license agreement.

3. The Club hereby agrees to indemnify and hold Consoli

dated, its officers, agents·, and employees harmless from any

and all liability, loss, costs, and expense, (including reasonable

attorney's fees) which in any way arise out of or result from any

failure of the Club to perform its covenants hereunder, or from

any use of said property by the Club~ its employees, members or

-2-

anyone else. This indemnity agreement shall further include

damage by fire or otherwise from whatever cause and whether

or not it originates on said property. The Club shall at all

times during the e~~ective period o~ the within license, carry

public liability and property damage insurance and workmen1s

compensation insurance in a company or companies satisfactory to

Consolidated. The limits ~or such insurance shall be $250,000.00

and $1,000,000.00 for-public liability (that is, $250,000.00

~or injury or death to one person, arising out of each accident,

and $1,000,000 for injury or death to two or more persons,

ariSing out of each accident), and $50,000.00 for damage to

property. Said insurance shall be otherwise in form and sub

stance satisfactory to Consolidated and the policy evidencing

such coverage (or a certificate issued by the insurer) shall be

deposited with Consolidated at all times during which this agree

ment remains in effect. Should the Club fail to obtain insurance

as herein required, then Consolidated may terminate this agree

ment immediately or it may purchase such insurance as agent for

the Club and bill the Club therefor. In such event the Club

shall promptly pay Consolidated therefor.

4. The Club shall at all times be possessed of all re

quired permits or other valid authority for the conduct on

said property o~ the activities herein authorized.

5. The Club shall eXercise every precaution in the

operation of the target range. Consolidated shall have the right

to require additional precautions to be taken, but shall not be

obligated to make any inspection o~ sa~ety measures and shall not

be liable for injury or damage resulting from any accident on

the property whether or not caused by the negligence of the Club,

-3-

its members, or any persons using the premises for the purpose

for which this license is granted.

6. The Club shall keep Consolidated advised in writing at

all times of the names and addresses of the Club's officers. Any

notice required hereunder~ or as a result of Consolidated granting

the within license, may be served by mailing the same to any of

said officers. Should the Club attempt to dissolve upon less

than ninety (90) days I notice to Consolidated, then any notice

required or permitted hereunder from Consolidated to the Club may

be given to ~ny officer of the Club on the list last placed on

file with Consolidated.

7. The Club shall not make any further improvements on

the property without the prior written consent of Consolidated

in each instance.

8. The Club will make every reasonable effort to permit

regular and adequate use of the property, without charge, by the

San Gabriel Valley Junior Gun Club and/or other junior and/or

military organrzations.

9. Upon the termination, cancellation, or revocation of

the within license in any manner or for any reason, the Club

shall promptly place the property in a condition satisfactory

to Consolida.ted and remove any or all bUildings placed thereon

by the Club at Consolidated's option; provided, however, that

the Club may~ if not in default hereunder, at its option and

expense, remove improvements installed by the Club if such

improvements are used exclusively for shooting purposes, and if

such removal is accomplished within five (5) days of such termi

nation, cancellation, or revocation. Should the Club fail to

-4-

comply with the provisions of this paragraph, Consolidated may,

at its option, do so on behalf of the Club and the Club will

repay Consolidated the. expense thereof on demand.

IN WITNESS WHEREOF, the parties hereto have affixed

their names and the seal of said corporation the day and year

first hereinabove written.

CONSOLIDATED ROCK PRODUCTS CO.

B~~~ B~dmZc~~

i

SAN GABRIEL VALLEY GUN CLUB

By lS-Vvvu-~~. President

By_a_C_· . -a....,.,..s-::--e~-'-re~-'-~"'----· ..,...:-: . .........---_

-5-

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Co' i :::(') ',.~ ·C:.,s-;·,=-~J The K~.:,:)l\);; C--:;"J ('.0, :(:l ~ J ~ _ /'~~_6. V\ '<:' •• '>6. :,:,.,. L.·'!,." C"I.t..

\=;\ ~j '.-' C,/.\~·.(O~.i .--... . \--R oJ \:'>':" : • .:-:::- \/

• • ~1 {e;;.::];:--i?jQm;rsr·ma-fl PYFms"'iF7ai7!··:.a...;

/" I--:J (o "0 '~_J/') I?"r < , - '- . -'~. ....... -. I

EXHIBITD

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thU···~ 18 .. ~ •· .. t z.. __ lea, calif ...

.....ua .. orw:tl: ~ ot ~.4Y.. .... " 1911 l>7 - -

b4i~ ~. BOelt ~.I., a ~~ __ ~t1on (~-~~ ... ~ .. ) 4-r ... ,..1'AWm' OW

GLUB, a ~.~1; ·~:(.~ter ... _'l~"" ........ w.. ... 'ao-4iJ,\ .. '. . ,:-. ~ ~.~ •. ,.f. .tj

·,

"'-';'~\"~'

A. ". : ... : .......... ~ .. * u .,...,... n""sed ... ' . ..... .. _ .. :~ .f:d teach-

1n& .. toj.:.~" tUPtCt ~r"': ~::~iOn or.,. ttH ..... ~>4~~.h1.O __ tot .... ~i~l 1n.-(~:lr ueJ tbe ~ ....... kU·njng 6t;".~iJow. 1J\lPPO .... ; _ •. ~ ..-u4 ...

tt.. to1! ... _~ ..•• J ~_J! .. 'tii tre~ .. c_" &JJ4 lWOr¥11llNt' . ,,-..... ,::!;ng.j.:~Jiat ..... ~~

-_-.. ...... • · .. ·'c· ...... "";1

k.1U~'_~t of mb ~ . vWng ~·I~*, _Uo .l'.ftl. 4' te . ·tA4·W·~·""'ft~t o't e. ~ .,_,._ .. ~~ ... ..,..~.

leNt ~~~'Z~~ lboated'·1.n _i'~. or loa ~It) 4Q.rib..,d ~ ,.14 'fA'; .~tae~·

r.v.I'.;LL~"' •. ~ ."..ir use J

.... tI~ .. with the W .:' ..... "''1 ... I . ...... ~ pro-

~~~, :natiOnal

,-':c •. llport$ma1UJh1p.

,~1OCiI Qt ~o~ .. **' .......... part hfJveot ......... ··~ber.etn ...

{~tb ~.~ 019 ..... . : ,- '. '. . .; .. : .. ..:..::; . .;. . !.,' -

atte~ ea11t4 .t!ie. ;~ptl't)rtt, :sa:U.~~_ ~~ Peen made . . " 's-, .,-.;~ .. '

c·'i-·' .

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or to be 'aa4e W hnant) on the Ml'Id an4 .nti.Uona eot ronh tbere1l'h A.,ut of the Jt'r!opertJ·u atta0be4b1JHto u

ibcbibi.t M;e- aDd. -.de a part hereOf. c. 1!be ~s _lit 48~ to ~l tn4 tem1bate

an ex1atmg UMnae &gi'eeD8nt "tween the ,aHU. M1'8to as

of .um-''I#~l9'i ~

In IOMido.ratton or tbt, .~~ !\Nl_b ani or the

JBW;ual ......... "~ .. ti~ t)1e' ~1J haMto " " '. ,;,::".,

agi'ee .. ·toUo_I' ,

l~ _~tA9R rtt ~J'~~! '!be l1Hnee

Ilg!'etman't ........ _1'e4 into ,,,;::1>1 the, t.tda7 o:t janli1lU"¥, .'~ .

1!)58 by __ '"~ the p8.rt1.es ~~to tebtH.),r tendnated .......

by the dH1,tUfm 'tit t1l14 leah. :~;; , . ~

t..!!l.,U ifhe te_ or";. __ ... ,to ~he Property , "'v,s., ' .

• ball ~,' ... tuet 4aJ of . · . .nth t6~ the

"O\lti.ont~ ~ andlball . tor- ~ ·(loG) Je&NI rrosn N14 4a~ ~ ..... taol'Udtng the 6f ,.;.t&~ 1911

W11 ... O~~ ~tM . ..,.~ .,,,

i •. ' JWa!1. ~t ~ 1bu.,.~t .. ,"·OG) per

.~; .... « &b1. Oil .. ·.ll··~· -6!~;SI.d~

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.~ ~tl1t .. :..,. o~ bm.rGlram1

by ami''''' o~Uons ror, tht .

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w· ... beNOt, ~~_ ,,61_ ~1"Nl'te1'

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lnaMJ.ttob, .~ .,OOMbUot U . .,.,ae to ... net.ruc.t-ed

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\l,on the ~~ a })uU41.ng to ·_ •• 4 as ... t1JIs ball tor

1ta aotiY1t1Q. ~ tM P~-:1t.n4 'MOU'1<tat1ons all4

the ~1..'14r hOh ~truet~ -are tuat afprove4 by -r .

Lan4lo~, ~Oh ~VU --.U •. _-_ ~~l¥ ld.tbbeld.

lImdlol'6 *7 ,Uo a no.1_ot ~.PQDllitltU't7 With J'dpHt

te hOb .. ~ or hOb ... -. b&ll ..,. hnant .naU

1~tr I'n4 _14 ~ ~ frola tn4 ap1n8t arq and

aU el,ai., .~ an4~11 (l~udi:l1B mio.nabl. a-ttoraeya r

tM.) ~ ~ ·ant act, omU~~ or._,~"" ot hMtlt --'.-:-: .

or ita ~~, lUC .... ,· _~ •• ~ -_~, or

a.rU:lDS hcrll .. t.Mt4ent. W\1t"i::~ ......... soeve~ _uaed . ",: ,- '.

by_ ~ .. pro:~ "~-.-'1n» .. Qt" about the hop-.... :

euch tuWtu.. ." '.:.

·lH.~.not ~ tban 't~ (JQ-) .. O't the end of

tbe te_ ~Ic:~t •• 11 (.)::'~ve __ "ll buU4-. . ... :

JJlP ~ ... '.~ -~vementa ''''',::~ .,.~W' ~ (b)

eon~ ~ ...... HIlt at "the ~- ~,:,t: -~~ph l be~ lIJltJ;l ~ ..... 'iJal 1B 0CIi)1.. it .. ~ ta1.l.a to

. '~'1:.~~-:. , .... . .

"~lUh ...oa ~val.~ La'tMU-0r4\1if ~ .. W ··.and au hoh

~u11d~nsa ~J" ... r ~~~i. ~lJ} ' ..... ,~ .• , !t.il!! .l£.tJ!$l~,;·~'t~t .... 1 lIP tbe hOp

~ onl¥ .Al't41 .•• 1"17 tor ~ OA_ ,,..~ Mt~ .~. . ..... '.

~ ~ ~ rnou. .-. .17 .~Wd .etiT.1ts.. ••

In tho o~l._ -or ita iarS9t ~~ ~ ,,11 uereise

.Vlt17 po.~l" ·~t~ At no". -bf.U; ~ 4Oildu~t or ~_t tbe~~t or any l1fl~ Q't1"*~ on the ~IS.8.

6 r AtlWt~· ~-~t 4~.iI~ ~ JI&1ntaln 1n ," .~ .. J _~ ~ -"II .. . ..' .. ','

~'., ...

--

Wo~t.~t1on LaweOl' • ,Btl.. otC&Ut~m1a, ":'"

(b) ~1 .. 1iab1U.t7 ~, btJ.~ pr.opel'ty .:;!

....... D4 (4) .tUe ~ W1~ ~IO"~, aU

1ft ......... , .. ~ .. un_ •• &JI8 ...... lJDder all

ot tbe ~~ at tbe "-.. ~~ ~1e ~ ten41ord.

Bald UObIUtJ' .and tire ....... ~i.u ... ~t· &J)d

'''101'4. ~ in~_ ~. .SaY. Jub1Ut7 and . . . .-:' .... ~- .

~ ....... ~ 'bUl;:J.j:;~ ~ or the _m ';. . . 'l'~:::;'·~ ", .

"' .... ---t .~ .. ~ · ....... '.;.oood_ ....... .a ... ~ •• iir(.::~::, .... -_. I ~\~ .~ .. w_~ ~""';':'d

, .. }·· ... ,OCO ~ .·~ ... tb to ... J6~ -Uba6 ~ ·ft UGh aoo.t.Untj'~··:

.f» .• 1,ooojooo fo~ ~ or ~'to ~w

or • .N . .,..... ~.ns eNt .. t: ... ~ .. ~tJ ... --~ ~:". ~ .~.I.;~ ....

(0) · ... 000 tor ............. pw>....,. ~t w.tU.: ...... LamS~ Wi.th~~~"~ ... ~Ge' h'ODl ~ ~ltQgetber trj.'tb .~~~t~ ,.. .~ 1ne~re. WblOk .~#t • ..,tUOb ~ .1 ne ... ___ il.ed

.-.pt an. _ (.1,..) .,., JJiO_?~ ~~ to ~l&N. '. . .~:~~:'.:!'-~;.

Xt ~t ~ ~ .til>"tdniM~I. _~ '",,"in, tun Ltm4lOH __ tbq\it C.J¥ ob]4ga~~~~ •.•.. ~. INCh

~ .. __ \ lor~. ~~':.~ or bOb ~hUe, . '.'.:q::. .

~ .bAll ~;e ~~ ~ea. ,~_ tor the . .' . \~~'

oost of ... ~. i;;.~;:. .

1.. '_c~ ... ! ~ tbb ' .. . (11 tb18 l.ea1l8

JMt410X'd .1" ,~ ..,.~ abal1 __ !~ ~:.~ ~ on . .', --,"

tbe ~ . ..y.aOmtt ~ tM hOpPt7 :" .. lQt4P.S, tr·e.1V' otber ;",:;, , .

.. ,"-.uIt ~.4;.\;;.._ ............... ""_ .... -- o· r !g"o-' ;to ... · it.. ..l\OUl4 a--r .~h'Q~il~' It.~ .~ ~"" ... ~ ~ ..... ~ pc ~

( (

_t _nt.~ ~ opera~ IIdpt, ,in LalUIlord"

fdA~ ·IlWl."t .. ~.~,* ""lol'dw1U iI-.--v , . .0;...... . .':.':." ... '. . . . "'::-1-;-

mtOJll ~ :91 '."" Pl"OPOM4' ao~~. __ · ... ~lb ~ Pl'$..s.tM ~# 1n ~llmlt •. "Ie ~t, be .~ ·.n ~t ~laIm~:9i ~ -.n o,t ~'. lIM of _A44:~n" a.tMr ,~~,,:~ ... ~ N.tb

baM at ...... . ~.~V$ w.. ~jt.# tl*l .... tt. _e _ball )e ... f»4.mtt dQ1m ,,_.~. __ _

. .~.

~ in ,,*.:~:t. mint.i· ... • :~ ~ ab\d; .' ; ." .... \':. ". ',:" . . . ~~~-~. . - ..

__ • tbt :~."'h .. ~ tbM:·-It .. -..· .... Jeot to

_..ttlablt .,~.a... . '.;<' . ....... - '.' .. , ... ~~., ',. a.:'.,!!!IIt 91, ~. It ..... aotiri.u.s

ot ~'t .... ........ ll¥ . .-. .' .. r ~.~ l:aiY 08 ...

~t ~ ... ~~ .. W., .. , ........ ~ _fl.D& w1~ M~·:tt·,~ a. __ ~ -' by NaOV-. -r:.: ,,' >:.~:~. .

1Dg eu. .... ~.,.:~_otmr . ~ .. .hojlUtJ

Within .... ~.~ ___ (~j'~:r:.

~1oe. • ..... v. .4ate 01 $llfltt~"'-'~..-ll be

tbat daM • "".u., .~ ., 'W ..,. bUU4-

AD.p" .. ~_" ue M_A ..

',fl. :.".LSBI •• ,:. Jiaftdlolld _i_:~U ·rtWJl 1WQJ.m

:.:::a;C =~. ~l. tn·~~, ~t '11 m;l.~~;:a.~~s .. -A •. ~ l ..... a .' ~.,,~.'lI't,J'.~ ~.-.

to ,~ b_.~_·::.Of. .othe ..,my.-.Mi .... ~ta%" looate4 on ... ~rt,.. 8Mb ablU ~ _de 1n ebb

3-35

( (

and pnor 'to .. ute hOb taxa. ~ ... dUo an4 parable.

lOt . IUJJ.t3Nu tenant_ball,.,~ ~ the tom

bareof, au.t.u ,.tee, HntsGi"~".u Ue"r1c, gas,

01' otbBr ~ &i\4 beating C~'8, :and ... ~ eYOl"7

other ebal'p, ~ or expena~ ~ ~ tbete$ here

of in ~ W.1tb '-he Propex'tq II··

u. ~tHB 1m ~ o£ ,"1 ... 21"

MfJ¥tf!r.aU. .., .. ~1J&t1o#.:;~ ~~ or 4ao1venov

be JIUt ~ ~ aaa~t ~ ... ~ ... it • MOat'Ve1' or the

b ..... or ... 01' __ ~ .~~.~ ~, 01" 1n the

• ..,.. _ .~ OX' ~ ";:~:l-~'" •• bua1ne •• OR

...... of ~ .. Ud *tteb at~ ··-VI01'~n b not . . .

~ .", .. ~ (30) ~# ~;.~ the ~ Of ~ aale

or .. ~_. a1t '01 t_ 1euebo14·~~t ·bel"fib)' cr.eated . .~~-

lSI)der 0).' W .~ot ~ "C\ltto.i~~ otMl' 1t6JU 01' Ju41ual

ordAw til' ~ •. 'the Lar:t41or4 ~~. at #;.ta. op1a1on. t~N~ -' ..... *,-..~ or .~., •• ~ ~tel¥

"-,.,

~te ~ ~ •• sn4 remove thf.(~t .¥b1 . .u, ~ ~t· 8

~rtv t~ .... ~~ I .. h4.~, tb.m .• V (lerpoJ'atlon

.. ball baft_; ~ to WJ«, po .... 2~ o~ :tbt ·fro~ Or

an)' part ~ ..... or lJ7 ~H~ ... _~ or th1n88 .. ~:..'. "'4' •• ' / ;:. '. '.'~~\':: . ,'- ••

beWlin in. ~Jh "t to~ ~~thout the ~1;~ t\~t

o£ I"~·"'. ~ *t14 .~(~Y'1A4'~'YU6 hnant mai eldt M .• *,' 8nF nuh .<t~t Or "~n b7 glrtng

.. ,. . ';~'. .

Leh41;ont wttl\.lb, .. ~ periGd.f)~ bQJl4 .. other ind$n:nit;y .....

. .

1eaQ by~:.Ot .~ .t-~t ...... wm.. ~t .., not ltlthout *,·'·lfr1ttan~nt of Land

lord l':s.r.t bli4 ~o.bta1ned mort~,·.tqp.o~.te Qr enourab.er

(

the ~ld '-terNt beJ'~ribT ~, aDd .Ill tho event tbe .... :

.... 1a _~~ .~re4 or ~ __ W .. ~ to

the ~ ~.t no ,urobfi.8W' ... ,..,~ 1&1e

abaU aocpailt ., $Atel'eat tn ~be~~ _ .., ~ ".

~ .

u •...... ~ lem ~'i .. ~ «et6Ut be made

. in tbe ~ fit ... Of tbe ~.:~ 9tll.W .. ....,. prov14e4

to be pa14 ~ u and WhIm ~.\ ... -~ au, or

feJ\ant or .. ., ;"'t'. apnu OJ'~~..,~ .. ute U1J

of the ~"':.t1On* r4 -.: .. II ~ aet forth,

or "..., ...... ' ... " ...... &)r ..... the ~~ 01-~ pit.rt

the ... , ~""1,1 baD tl\e ~ to .~ ~tel¥ . ; '.'~

t'4IIn41.-, .:.'·f·" Lau4lOJId. .. ~_~\i : .. ~ or prooQ8

of laW " .... ~:'., t#lte poII .... ,.ift tbt:·~, J*emOW

~t; •• ~·~~'jl ... ::i"·~t.:~ in ator-

aGe th ......... ~.; ~~ _~ Of_. ~ Mf ~.·:~jU~" o~~ .... in or to

.. ~_, •• _ ~ ~~ ~t~ "let the

~ .... '~~ _MOt em .. ~~; .... ;'_ .. and

ftl'lUla .. .... ~ .. 4Hm ~\tW.·~.., at - ,".".' .~:;:. - .. ., ~t. ~l.·.~ ~~t~"'i ... m.ae~ ott ~ ~.: _ _ IF tt. """l~ that_ ,. oou.oted ." ", . .. . '~'.~:.~;: .

tl'Oil A14 ~ leg ·tho b""~:Jt .0 ._~ Ui01Ud1ng • -, _ " • I.. : •.•• / i.~ . . .

the .,.t or __ ~ ~ 01' all . _'~J.'tQtCm the rent to ~.: '".. ~ "\ ;?:~,,~,.' . .. ~

he i*1dbt ~':.D4 holt ~t.clP.-r Ant ~ thf.t may be .' ".' < .~;. '~.' . . '.:>'- ~ '. . . .

4ue ~ 'bP·~.~t htri17.!~~m :.1~tw.- rOi' . '. . . " .. -.: .

(

tand)O" 1n .. ~ter1n& and takiD;: )OQeU1on or the Prop

erty as ~ ~~. The J.antQol'd aballtn no event be

liable torll:iq lNs.; thett, dama&e :or 1l\$lD7 to the PropeI*'t7

o~ p$l"eOtl ot tenant OP any O(lC~t or the t.roJ)ftrt7.

13" Nab~!I!flH7. i_lord httr.by expressly

reserves the JiA$bt tor 1 t8~U.t tnd1ta agcmta at au r4U0n

able timQ ~. tbe tum Mre6t 40 enter ~ the froperty

tor the ~It 1n$peCting t~·~ And. aot.l1'1t!es of

~t or .~~. (nth or wttbou'i ~tt, ~nt) being

oon4uot6a ....

~~ 1lUlH!DE. It t+nant e6ld4 ~!n in

possustonor .. J':r&~ attal' ~ ..-uem of the tel'llll

U4 ntMti"·.·~ a nell ~.~~n ~:r}d may, at 11>8

OJ>'t1on~ tnat ..... ti014~ over .... t~ at Wl.ll; lNb.teot

\0 all the ...,~ uti Ob:u.sa~ of' ** ;~. lJ.~ ~! .~. It. the ~ Oat any port ton

tn.l18Ot •• 1' ... ·~ \liUteXl tbe~v ot -.Mnt domain, ". .... ..

Lim4'lo~ AaU be .-ntttlft to .-ny __ Ul J)~_aru1ng

"the~ ~ arq-~ .~t1JIg to iiqirovementlS

~bf""'t .. 16..-mn t l.t!a. It·''''t'''t.ltJ.~D in the

~~ or'" or the te~ ot·'~ 1. ... t . ~ .ball . .

o\.U"1*ed b¥.NU~ In ~xmecrt1On ~th.. . . -ij" .~.

if. ··.mE·et. W&).~!I!.s.~., :MndlPnl Of

&nJQtaul,,,,"'t tntbe PWto~ ·01 .' It the

covenant., ... ,. eon4lt1olla ~ 1)1\ ~;~ or hnant

to be ~~ ;; .. 1.1 not " 4G1'lI¥d C>JJ ~~_d IltI a WUver . 'c."

or aJV' 1JUl')Q~ oX' other b~cb~' -def'ault It,ftnant or the ~;:.~.: .'

.8aDe # or or &IJJ ·otM.r co-veneAt I \e~ or Mmtl~hel"eOf.

(

18. 'trdM08P I A'n7 ~8 Wb1eh ve required or

permitted 1li) be'Biven hftreun4er'Ihf.U bt ktVlmin writing

either by,~l ae~ce 01" .,J"egUtered or oertU'1ed. mall. . ~ . .

pos-tase ~~.t ~ prGp&rly ~JJed $) tbe other pal"ty at

1t.~" .~.ted as t&llowti

~Udated ~"~ts CitQ. I1JQ ~b .Al~·:~Jtl'$et ~ .. eau.tonf4;a ....

• " Qa$rtel vauv·:hn Club

: )Uh ~':.~ .. ,,.",. ~, eatitomli'

l$~ ,~ ... ,.Wa'Mllt, t'hU 1eaae .ball

not lie "....-.. .. Jw "'~t. __ ~ ."ll DO • ..,let the

Prope~ .~ :~ ~ thereOf wt~ tM ~. '*ttten con ...

sent or ~"* •• ..-as llH.lmEOP:I ~ lAue bail ",n ~OU$ed by

t.an4101'Cl, _ ~t baa cawse4 ~ leue to".,. ex.0.ute4 by . "

J.,. Gt.t~ .:~to ~ am~~ b4 1i_ .~~te Hal

to .. ~ ~ .. .¢: -'lfJ.;- .. or ~~!~£l. 1911>l.

CO)f~~: ElnJlRK ".~~S CO • . ' "~ ..

-.~ .. ~~~~~~~~--

-'~~~~~~~~~

.»8 -W~~~~"*.JJ-"""":

-- ~~~~~+--,te.:~~'.I..t

~:.~~ ... !j.~/:ct" <.w .• ' -i. _ ...... - O .. ~·

.' " ,'."

---

'<t N

~ 00 o -~:! G.D 0{) r.d

I~)

',:;

vV

o .0

;.,' {17 " Y'

r~1 ---r----.' .. v')j 1-. r.J

C,T R... oS if.. c.. T. 2. c) T. IN,)R.. ) ow.

::'K.i~.'i:..l tt..11?~? S~OQ"T\Nc;, ;SA~ GAeR.!\fL VAl..t",Ej G\H.l ChUe

CCl4-~O),..1 O",-tO K'C::.K. P,;:,c9Uc.T~ CC. "_1::'<;:1 ~b,Alc-J.n1~dr:J ~t-. L.A..CoIIY.

~) ~ 14 (' A. 'N '( O~ .. ?R. () f' ~ 'i~"T;-( Ph 0) l=\rA. \-..\ :

EXHIBIT "B"

LEGAL DES,CluFTION . ")'a'

That portion of the South Half of the Wo.ithv"est Quarter and of the

North~est ~rtor of the SoUthVfeBt ~~!ter of Section lZ. TOVfuship 1 North. Ra,nge 10 West S.B.M •• in ~'£ounty Of Los Angeles, State of GalHoma.more part1cularl~~~scribed '~sfollo""8:

- .' .

. '-:" Beginning at the .Northea,st corner of North",sst Qua.:rter of the

.- SoUth\U8t ~t-ter of sald Section lZ . South QO' zi' 03" West 660. 83 feotalo~tblt Easterly line Of~i'~~c1 Northwest Ouarter of said SouthYleIJ~.qlia. .. t8J' to a point; thence 890 i3'un West 664.46 Ieet; thence No~th 0°13' 30" Weet 750.00' thence :Noi'th 530 33' East 950. 00 f88tJ~ei1Ce South 890 Z4' 7001ettt: t),once Southerly to a point ~)~ .. ,.Northerly line of •• ~~"~e~ which fa distant We.j..rl:y::h:o. 6l feet from th ot ·.~d· Section ZZ; thence Wut:erly to the pbtnt of be&innin&.

SUBJ ECT THERETO a flowage eal"Ol'l1:'I~t Summons No. 7)02~B. Fedaral Di ...... ·!!."!'.''!:<'"

, " .. '

.. ~.:;..~ :.

~.,

EXHlBIT '~~tI

/.<.,

recorded as t, d~ted January 8, 1951.

EXIDBITE

3--~D(

LEASE

THIS LEASE entered into as of the /I;f day of &lc#.7TJL 1970, by and between Consolidated Rock Products Co. I a Delaware corpora-

tion, (hereinafter called "Landlord ") and San Gabriel Valley Gun Club, a

California non-profit corporation, (hereinafter called fI Tenant") .

Recitals

A. Tenant is organized for the purpose of teaching and fostering

the respect for I and safe operation of firearms and the development of

knowledge and skill in their use; the organizing and training of young

people for these purposes; providing training and safety courses and

facilities for the public use; cooperating with military and law enforce-

ment agencies and providing facilities for their use; maintaining a Hunter

Safety Program in cooperation with the California Department of Fish &

Game; and generally providing facilities for public recreation, instruc-

tion, national defense and the encouragement of safety and good sports-

manship.

B. Landlord and Tenant desire to enter into a lease from the former

to the latter of certain real property located in the County of Los Angeles I

State of California, described in Exhibit "A", attached hereto and made a

part hereof (with improvements now or hereinafter located thereon, herein-

after called the "Property", said improvements having been made or to be

made by Tenant) on the terms and conditions set forth herein. A plat of

the Property is attached hereto as Exhibit "B" and made a part hereof.

C • The parties desire concurrently with the execution of this

lease to cancel and terminate the existing lease agreement between the

parties hereto.

Agreement

In consideration of the above recitals and of the mutual promises

hereinafter set forth, the parties hereto agree as follows:

1. Terminati~n of Prior Agreement: The lease agreelT'nnt made and

entered into as of the 1st day of September, 1961, by and between the parties

hereto, is hereby terminated and cancelled by the execution of this lease.

2. Term: The term of this lease shall be for a period of five (5) years

beginning on ~.,q.£.. // "

, 1970, and ending on midnight,

1975, unless otherwise terminated as set forth herein. /

The parties understand that Tenant is entering into a lease for certain

adjacent property witJi·the Secretary of the Army. That lease provides,

among other things I that it may be terminated by either party at any time.

Since Tenant requires the use of both the Property herein and the property

described in the lease with the Secretary of the Army for its purposes, it,·

is agreed that if the lease with the Secretary of the Army is terminated by

the Secretary of the Army, Tenant shall have the option to cancel and

terminate this lease by giving written notice of such termination to Land-

lord and by removing all bUilding s and other improvements from the Property

within one hundred twenty (120) days of such written notice. The effective

date of such termination shall be that date on which all, or substantially

all, of such buildings and other improvements are removed and Tenant

shall continue to pay rent at the rate provided in paragraph 3 hereof until

such removal is completed.

3. Rental: Tenant shall pay Landlord rent of Two Hundred Fifty

Dollars ($250.00) per month for the term hereof, payable in advance on

the first day of each calendar month. If the term of this lease shall com-

mence on a day other than the first day of a calendar month, then on the

day of commencement Tenant shall pay to Landlord a pro-rata portion of

said monthly rent for the balance of said month.

4. Use of the Property:. Tenant shall use the property only as a

Pistol, Rifle, Trap and Skeet Range and closely related purposes. In the

operation of its ranges, Tenant shall exercise every possible precaution.

Tenant shall comply with all applicable laws, ordinances, and regulations

of the State, County and Municipality wherein the Property is located,

with regard to construction, sanitation, licenses or permits to do business,

and all other matters.

-2-

5. Impro.nents and Repair: Tenant has tho~ .!ghly examined the

Property and in executing this agreement, relies exclusively upon its own

investigation as to the condition and suitability thereof. Tenant accepts

the Property in the "as is" condition at the commencement of this lease

agreement. Landlord shall not be required to construct or reconstruct any

improvements on the Property t nor maintain or make repairs to improvements

located upon the PI:operty, and Tenant expressly waives any and all of its

rights under Sections 1932, 1933, 1941 and 1942 of the Civil Code of the

State of California as to improvements or repairs.

Within not more than thirty (30) days of the end of the term hereof,

Tenant shall (a) remove any and all buildings and/or other improvements

from .the Property, and (b) continue to pay rent at the rate provided for in

paragraph 3 hereof until such removal is completed. If Tenant fails to

accomplish such removal, Landlord may remove any and all such buildings

and/or improvements at Tenant's expense, and no claim for damages against

Landlord shall be created by or made on account of such removal.

6. Taxes: Tenant shall pay all taxes on all personal property be

longing to or used by Tenant on the Property. Tenant shall pay Landlord,

as additional rental, within thirty (30) days after receipt of a written state

ment from Landlord setting forth the amount thereof, the amount of all taxes

and assessments (including but not limited to, any tax or excise on rents

levied or assessed against Landlord as a result of Landlord's ownership of

this lease or of the rents accruing hereunder) applicable to the Property for

a period within the term hereof.

7. Insurance: Tenant at its sole cost and expense shall carry and

maintain in force at all times during the term of this lease (a) compensation

insurance as required under the Workmen's Compensation Laws of the State

of California, covering all of Tenant's employees with waiver of subrogation

as to Landlord, (b) comprehensive liability insurance, including property

damage, and (c) fire insurance with extended coverage, all in companies,

form and amounts which are adequate under all of the circumstances at the

time and acceptable to Landlord. Said liability and fire insurance shall

-3-

insure Tenant and j .dlord as their interests may appe Said liability

and property damage insurance shall at the beginning of the term hereof,

have the following limits:

(a) $250,000.00 injury or death to one person arising out

of each accident;

(b) $1,000,000.00 for injury or death to two or more persons

ari sing out of each accident; and

(c) $50,000.00 for damage to property.

All such public liability and property damage policies shall contain the

following provision or provisions substantially identical thereto, to-wit:

"The inclusion of more than one corporation, person, organization, firm

or entity as insured under this policy shall not in any way affect the rights

of any such corporation, person, organization, firm or entity either as

respects any claim, demand, suit or judgment made or brought by or in

favor of any other insured or by or in favor of any employee of such other

insured". Certified copies of such insurance policies shall at all times

be supplied to Landlord. Tenant shall immediately notify Landlord of any

lapse, termination or cancellation, actual or contemplated, of such poli

cies. All poliCies shall be subject to revision in the event that Tenant's

activities change to such an extent as to make additional protection to

Landlord necessary.

8. Indemnification: Tenant, as a material part of the considera

tion for Landlord's execution of this agreement, covenants with Landlord

that Landlord shall not be liable for any damage or liability of any kind or

for any damage or injury to persons or property during the term of this

agreement from any cause whatsoever by reason of the use, occupation,

and enjoyment of the Property by Tenant, and Tenant shall indemnify and

hold harmless Landlord from all liability whatsoever on account of any

such damage or injury.

Upon termination of this agreement either by cancellation by

Landlord or Tenant or by any default of Tenant in the performance of the

covenants and conditions contained in this agreement, Tenant agrees to

-4-

surrender immedia'. . possession of the Property to Lan ... .>rd, and if that

is not immediately done, Tenant shall pay Landlord all the damages allowed

by law where a Tenant wrongfully holds over beyond termination of his

tenancy and will indemnify Landlord against all claims made by any succeeding

tenant against Landlord, founded upon delay by the Landlord in delivering

possession of the Property to said succeeding tenant, so far as such delay

is occasioned by foilure of Tenant so to surrender the Property.

Tenant shall at all times keep the Property free and clear of mechanic's

materialmen's and other liens and all charges, claims and encumbrances

caused or created by Tenant or anyone claiming through or under Tenant.

Tenant shall indemnify and hold harmless Landlord from all liens, charges I

claims, encumbrances, losses, penalties, damages and costs, including

reasonable attorneys' fees, caused by or attributable to Tenant's failure to

pay rent or to any other act or omission of Tenant, his employees, agents,

subtenants, invitees or customers.

9. Utilities: Tenant shall pay, during the term hereof, all water

rates, rents or charges, all electric, gas, or other lighting and heating

charges, and any and every other charge, lien or expense accruing during

the term hereof in connection with the Property.

10. Right of Entry: Landlord herehy expressly reserves the right

for itself and its agents at all reasonable times during the term hereof, to

enter upon the Property for the purpose of inspecting the same and activities

of Tenant Of others (with or without Tenant's consent) being conducted thereon.

11. Eminent Domain: If the Property Of any portion thereof shall be

taken under the power of eminent domain, Landlord shall be entitled to any

and all proceeds arising therefrom, excepting any proceeds relating to

improvements erected by Tenant.

A sale under threat of condemnation shall be deemed a taking under

the power of eminent domain.

12. Default: If one or more of the following events shall occur:

(a) Tenant shall default in the payment of rent or in the

payment of any sum due and owing by Tenant to Landlord and shall fail

-5-

3--0J

to rectify said del - 1t within fifteen (IS) days after be -j served with

written notice thereof by Landlord;

(b) Tenant shall make an assignment for the benefit of

creditors;

(c) Tenant shall file a petition or answer seeking reorganiza

tion or arrangement under any of the laws of the United States relating

to bankruptcy or al)Y other applicable statute;

(d) An attachment or execution shall be levied upon Tenant I s

property or interest under this lease, and shall not be satisfied or re

leased within thirty (30) days thereafter unless Tenant protects Landlord

by bond or other security;

(e) An involuntary petition in bankruptcy shall be filed against

the Tenant I or a receiver or trustee for all or any part of the Property of

Tenant shall be appOinted by any court, and such petition shall not be

withdrawn, dismis sed or discharg ed, or such receiver or trustee removed,

within sixty (60) days from the filing or appOintment thereof; or

(f) Default shall be made in the performance or observance of any

other covenant, agreement, obligation I provision or condition to be per

formed or kept by Tenant under the terms and provisions of this lease and

such default shall continue for thirty (30) days after written notice thereof-

given by Landlord to Tenant;

then and in any or either of such events the Landlord may, at its option,

terminate this lease by serving written notice thereof on Tenant I and, with

or without process of law, reenter and take complete possession of the

Property, and with or without process of law remove all persons therefrom,

and all right I title and interest of the Tenant, in and tq the Property shall

immediately thereupon cease and terminate, and the Tenant hereby covenants

in such event to peacefully and quietly yield up and surrender the Property

to Landlord within ten (10) days after service of such notice and to execute

and deliver to Landlord such instrument or instruments as will properly

evidence termination of its rights hereunder and its interest herein, as shall

be required by Landlord. In the event that Landlord after default reenters

-6-

and takes complete possession of the property and with or without process

of law removes persons and property therefrom I the Landlord shall not be

responsible for the care or safety of such property so removed and Tenant

waives all claims for loss or damage which might be incurred in such event.

In the event of any such default on the part of Tenant I Landlord

shall not be required to tenninate this lease but Landlord may I at its

option I reenter the Property as aforesaid and occupy or lease the whole or

any part thereof at any time and from time to time for and on account of

Tenant or otherwise I on such terms and conditions and for such rent as

Landlord may deem proper I and may collect said rent or any other rent that

may thereafter become payable and apply the same first to the payment of

such expenses as Landlord may have paid or incurred in recovering possession

of the Property, placing the same in goOd order and condition, and relett1ng

the same, including attor neys' fees and real estate commissions I and then

to the payment of such amounts as may then or thereafter be due from Tenant

to Landlord. Should such rental be less than that herein agreed to be paid

by Tenant, Tenant agrees to pay such defiCiency to Landlord I in advance I

on the day of each month hereinbefore specified for payment of rental and

to pay to Landlord I forthwith upon any such reletting, the costs and expenses

Landlord may ~ncur by reason thereof. Landlord shall not be deemed to have

terminated this lease I or the liability of Tenant to pay the rent thereafter

to accrue I or Tenant's liability for damages I by any action in unlawful

detainer I or otherwise I unless Landlord notifies Tenant in writing that it

has elected to terminate this lease; and Tenant further covenants that the

service by Landlord of any notice pursuant to the unlawful detainer statutes

of the State of California and the surrender of possession by Tenant pur

suant to such notice shall not (unless Landlord elects to the contrary in

writing at the time of or at any time subsequent to the service of such

notice) be deemed to ;je a termination of this lease. Nothing herein con

tained shall be construed as obligating Landlord to lease the whole or any

part of the Property.

-7-

Landlord shall in no event be in default in the peIiormance of any : .....

of its obligations hereunder unless and until it shall have failed to perform

or commence peIiormance of such obligation within thirty (30) days after

its receipt of written notice from Tenant specifying wherein Landlord has

failed to peIiorm such obligation.

13. Holding Over: Should Tenant hold over or continue in possession

of the Property after the term hereof with the consent of Landlord thereto,

either expres sed or implied, such holding over shall be considered a tenancy

from month to month, subject to all the conditions and restrictions of this

leas e, and Tenant agrees to pay rent therefor at the monthly rental provided

in paragraph 3 hereof.

Any holding over by Tenant without the consent of Landlord either

expressed or implied, after the time within which it is so required to·

surrender the said Property shall be deemed to be a tenancy from day to

day, and Tenant shall pay the Landlord the sum of One Hundred Dollars

($100.00) per day as rent therefor until such surrender shall have been

fully accomplished.

14. Attorneys' Fees: If Tenant defaults in the performance of

any of the terms of this leas e, Landlord shall be entitled to all costs,

expenses and Attorneys' fees incurred by Landlord in connection therewith.

15. Assignments and Subletting: This lease shall not be assigned

by Tenant, and Tenant shall not sublet the Property or any part thereof

without the prior written cons ent of Landlord.

16. Notices: Whenever in this lease it shall be required that

notice or demand be given or served by either party to this lease, such

notice or demand shall be in writing and shall be delivered personally or

forwarded by mail, postage prepaid, addressed as follows:

To Landlord:

To Tenant:

-8-

Consolidated Rock Products Co. 2730 S. Alameda Street Los Angeles, California 90054

San Gabriel Valley Gun Club 4001 Fish Canyon Road Duarte 1 California

or elsewhere, as the respective parties may from time to time designate in

writing. Any notice given by Registered Mail shall be deemed to have been

given not later than twenty-four (24) hours after having been deposited in

the U. S. Mails.

17. Right to Quarry: During the term ofthis lease Landlord or

its assignees shall have the right to quarry on the area adjacent to the

Property by blasting or any other method I within the discretion of Landlord.

If it should appear that contemplated quarrying operations might, in Landlord's

judgment I bring about a hazardous condition I Landlord will inform Tenant of

its proposed activities and the parties will endeavor to agree upon safety

precautions. If the quarryiJig operations cannot ~ in Landlord's sole judg

ment I be carried on without curtailment or shutting down of Tenant's use

of the said Property I after the parties in good faith have attempted to

resolve this problem, then Tenant's use shall be curtailed or shut down

accordingly and during any period in which Tenant' s activities are so

curtailed or shut down I the rent payable under this lease shall be subj ect

to equitable reduction.

18. Cumulative Remedies: The various rights and remedies given

to or reserved by Landlord by this lease, or allowed by law I shall be cumu

lative, and no delay or omission by Landlord to exercise any of its rights

shall be construed as a waiver of any default or acquiescence therein. Nor

shall any waiver by Landlord of any breach of any provision of this lease

be deemed for any purpose to be a waiver of any breach of any other provision

thereof, nor of any continuing or subsequent breach of the same provision.

19 ~ Entire Agreement: This lease contains the entire agreement of

the parties hereto with respect to the matters covered hereby, and no other

agreement, statement or promise made by any party hereto, or to any em

ployee or agent of any party hereto, which is not contained herein shall be

binding and valid.

3--7/

IN WITNESS WHEREOF, Landlord .and Tenant have executed this

lease agreement as of the day and year first above written.

P ESIDENT

2t;dL~~h~. , t/.. SECRETARy' "Landlord n .

"Tenant"

3-7~

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EXHIBIT~ ',)c..-1\·5<J· ~

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3-73

LEGAL DESCRIPTION FOR

SAN GABRIEL VALLEY GUN CLUB LEASE

That portion of the South Half of the Northwest Quarter and of the Northwest Quarter of the Southwest Quarter of Section 22, Township I North, Range 10 West S.B.M., in the County of Los Angeles I State of California, more particularly described as follows:

Beginning at the Northeast corner of the Northwest Quarter of the Southwest Quarter of said Section 2;2; thence South 0° 27' 03" West 660.83 feet along the Easterly line of said Northwest Quarter of said Southwest Quarter to a pOint; thence North 89° 23' IS" West 664.46 feet; thence North 0° 13' 30" West 750.00 feet; thence North 53° 33' East 950.00 feet; thence South 89° 24' 38" East 700 feet; thence Southerly to a point in the Northerly line of said Southwest Quarter which is distant Westerly 510_.62 feet from the center of said Section 22; thence Westerly to the point of beginning.

Except therefrom the following described parcels:

Beginning at the Northeast corner of the Northwest quarter of the Southwest quarter of said Section 22~ thence South 0° 27' 03" West 660.83 feet

---'along-the Easteiiy line of said Northwest quarter of said Southwest quarter; thence :r-Jorth 89° 23' 15" West 506.12 feet; thence North 37° 57' 31" East 831.24 feet to the point of beginning.

Containing 3.84 acres, more or less.

Beginning at a point in the south line of said Northwest quarter of Section 22, distant on said line North 89° 24' 38" West 510.62 feet from the center of said Section 22; thence North S9° 24' 38" West 797.73 feet to the Southwest corner of the Southeast quarter of the Northwest quarter of said Section 22; thence North 39° 43' 29" East 1699.40 feet to a point in the north line of said Southeast quarter of the-Northwest quarter of Section 22; thence South 89° 25' 17" East 229.42 feet along said north line to the Northeast comer of said Southeast quar~er of the Northwest quarter of Section 22; thence South 0° IS' SO" West along the east line of said -Northwest quarter of Section 22 a distance of 881.09 feet to a paint in said line distant thereon North 0° 18' 50" East 437.15 feet :.Lorn said center of Section -22; thence South 49° 54' 19" West 670.58 feet to the point of beginning.

Containing 20.71 acres, more or less.

EXH\B\T~

,3 -7}'-

EXHIBITF

.•.. ~.

TillS LE]'.SE EN'l'BRED IN'I'D as of tho 1// dilY of~Hd~ 1977, by and between CON HOCK CO., a Del<l\~are cesrI?ora tion (hel;"cinaftcl;"

called "r,undlord">; and, SAN GJ\mUEL VALLEY GON CLUB, a Californiil

non-profit COrpOl:ilti.on (hereinafter called "Tenant"}.

Recitals

11. Tenant is organized for the purJ?Ose of teaching and .. fostering the respect fer, and safe opera.tion. of firearms and 'the

.<"

development of knowledge and skill in their use; the organizing and

tra.ining of young people for these pur.poses; providing train.i!lg and

Safety courses and facilities for the pUblic use; qooperating with

military and law enfoT.cell',ent agencies and providing facilities for

thei.r use; mainta:j.ning. a Hunter Safety Prograra hi co~pe~-a.tio!1 with

the Ca·lifornia Department of Fish &- Game; and g~nerally providing

facilities for publiC recreation, instruction, nat.~onal defense anel

the: encouragement of safety. and good sportsro",.nshiP .•

B. Landlord and Te.nant desire to ent,er:into a lea.se from . ri t~.~former to the latt~r of certain real property 'loca:t:ed, ih.th~ 'Cp~~ty' : i;~ of Lo.s: Jmgeles( state of California, describeli. ix)EXhibit"A~;~:: ~tta.¢h-e¢ U~

here~o· and made a Pi3.rt hereof (with improvements n:~w 'or he;;'ein~:fte:t f~~ ~ located thereon, hereinafter called tl).e "Prop,..."'l:ty",: said lmp.rc)".!ement~ .,i-'':

havtPg· been made or to be made by Tenant) on t.he terms and c;q.:n~U.tions·- . ,~'i set. fo:t.t.h herein. A plat of the property is ·a.ttached nere:to a&

. f~~~{

"D" and made a part hereof. . .' '~" ~j . ..:.~ ~:~

~greernent ~:

pro~i.es he::i:::::":::i::r:, t::. ":::i::":::: :r::::~:i~:~" .-~ ..... !.

1. Leas~: Pm:: a'n,d in ·cQnsiderati'.ln.of. _th~pcrt~l,i!l~d(r~ t·'." . "" ' .... 1"\':.-:

.··::r:~:z::a:::n :O::~~:::'~::e:::S::e h:::::f:te~:::~~ti:~~:.· ~:; :::~: ~"::n::::.~:::::" ~ <:.:::, ':::' p;.;,;.:;,~~;;;,;:~:~;;'l;i

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, ..... ., .... , !"

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~ .. ...•.. : ... '.' :.' '~"[.:'.;~:-..~. :'.!f •. "'~.<:.... .". -.. i .. I

2. The. term of thi~ Lea,se. sn~li . be fer a periOd!' . '1 -.' l

of ten (ivi years beginning on Deccwber ll~ 19'17.', and ending c:n mid-I ;

night, D'.:!ccmber 10, 1987, un.l.ess othcl:'1r:ise tcrm'inated as set fortill i I

herein. 'I'he purties 'unI;lerst<lnd that 'l'cnant is entering into a leate

Tha~ .

j-

-for certain adjacent prop.erty with the. Secretary of the Army_ . . .

Lease provides, amon9 other thi!1gs, that it may be: terminated by

eIther party at allY time. Since Tenant requires' the. use of both t*-e I

i

I ! I· I I I f

.1 t

! f \ : Property herein aQq the property described in tl:\e lease with the

Secretary of the Army for its purposes,. it is .agreed . that if the L~ase f :, ! I

,· .. ith the Secretary of the Army ·is terminated by the· Secretary of t~e' I: ArItlY, Tenant shall have the option to cancel and terminate this Le1se t',. by. giving written notice of such termination tQ tanf:rord an~ by ret I~[

movi!19 all buil.di~9s and other improvements from the Property with~ . \; '. I:.~

in one hundred twenty (120) days of such writtehncttic!,!. The effe~- ~~(

tive,date of .!;luch termination· shall be that cateon 'which all, or ~Ub,,;.~ l~i ptan,t1ally all,. of' such Duildin:gs and other improvem'e~ts are r<m10V1d" 11:~ ana Teriant shall continue to ,pay rent at the r. __ ate::J?f;~~ided in paral ~:

gr.aph 3 t.-·~reo£ untU such. removal is ~?mplete~~i~i1.:~he: eventTenan~ r.~: doe $. not e~e~cise such option'r this. Lease wLl;t. ,'endu·re according. to I . t;:', t.tl;! terms. : rr::;

! r' j. E~~";'

3 _ ~en tal: 'l'enantshall pay Lan~lord relii:. of . TWo nundJed' ~i!'~~

::v:::::::v:n D:~:a::r~:2::~ 0,:: :::h m::::n::: :::t:~rmI:e::fo:et ... p.rmaaYc:lJ.I'een_ >.I,'~.~.::.;_;.' this' Lease shall commence on ii, day other tha.n. f~e ~frst day , .

dar month, then on thed., of =~encement Te"ntshal~ pay to Lan+ord .. f, •. ~ .... ~.~,~.·.:~_~.:,~~l. a prP-l:'a,ta portion 0$' said monthly l:'ent fo~ Uie. b'al~?~.¢ of si;l,id m01th. :~,S'.

. r'''' as a Pis tOl:' Ri:::, O:r::o::t:~ .. :e::::e s::' c~::e:r~:::::::t:u::r. . · ~~ In the operatio[1 of its' r:anges; Tenant 'shall e~c::+c.is~ everr pbssib-~e ::'~'!

precClut'i.on.. T~nant shall cornpl:t with a iJ. applic~bl¢' i,aws; ordinan~es !,. >;.;; - - j

a.nd regulations of the State, County and rlunic1pality wherein the I

s<lriitation, licenses

- 2. -

".,'

"

, . . ' ...... :,,:, .",. '," -,,:' "

• ..... ;,,"..>;:.;.; ,,-:-.., .. - .• :0-:;"";," ," ...... ':". - ...... ".:' .: ....

5. Iinprovements «od R(;!p;lir: Tenari.i:.. h<l.s thorougllly.

eXilmlnedt~e Froperty <lnd irl executing this'~glieeiiient, relies. exclu

sively upon its own investig~.tion as to the condition and suitab::lity

ther~of. Tenant ac.cep.ts the Proper·ty in the "as is" condition at

the' commencement pf this' lease agreement: La:ndlord' shall not be

rc<auired to constru~.t or reconstruct any .i.mproyements on the pr.operty, ',' . .

nor maintain or make' repairs to improvements' located upon the Property.

Within not more than thirty ()(H day,s of .the end of

the. term hereof, Tenant shall: (a) remoV.e aily and· a.ll building.s and/or.

ot~er imprOVements frOm the Property, and. (b) . continue to pay ren.t

at the. rate provided for in Paragrapp 3 he:r::eot· u':r),ti'l such refl\0v.al i~

);em6ve:· any and' all such. ~uildings and!o~· j,mtu;~~~e:n~7 at.Ten~nt· s

~.X~~~~S¢, . and n~~l,~i.n.i fo~ damages agains't ;LMd;I;6rd'$lial1b~. creCj.te~ .

b~ oJ:: made on accoun t of such removal. . .. '. ~.

! j. !. !

; i' ','

6. 't~~s: T~hant sha,Ll :pay a],lt;axe~q~ .all J?ersona.l pro.p-:_~ ~

~r:tj< b.elQn~~n9>~~ .~r .use~ b¥..:renant on th~· iftol?ert-y.:· Ten.il·:it shall ' J

:.: .::::L. ..• - - ~ ,-

paY~Lapdl01;d~~~ .• addit~oMl:t~~ta.l., \'1itYi'i-~th.'l_;'~;': .. J . .'};O} days aft~~" t:,: t· ~

rece.il'~ of a wr~otten statement from Landl'or4:~7.~f;c:i\iWiort:h the alqo,tmt

tlj~t-ebJ:', the ambuilt of· ap. taxes and asse~Slrtents- C!n.chuding· bu't ncit i . . . ~ . .'. " .. ~ ';',- '. '. . ,., "

liinitedto, any. tax or exc~se on rents. levi¢d:.O,r ~~sessed against

::::::::~~::::~:::~r~:;::::~:,:::r:~~::;;~ .. ::": :r::~h' ... 1 1:.!Murance~ 'ren;ant at.i~~' s~\~.~!.d:6:1?:t;,rd expense shaU·.. .;.='::

ahd

tiori L<;lws of the' state;"~f; califoruicr,

Playees' with WcllVerQf subiogil.p.<in'as to Lahdl<;>~'~'C1:ll·~iveliabiUtY..·· inSuranqE!, inchxlln.g Property;~~, all iri·· d:inpanie:3;. torin.£'ld~·~ur\ts which are

-.:--&~ .... :0 ':":'" ;:.:F-??' ~ '.:.~~ ":'.',:

- 3

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. ~ '.' :-r" ~ .

·:"t.·····i . ,'~.'. . ... -.. ~ .. ..:;

adequate under. all o,f the· .::i.lc.umf:tances at th~·~ime and accQptatite.

to. Landlord. said lial>nityinzuranceshaii· iJ'~l£~e Tenant and:

Landlo,rd as their interests may appear. Said liability and property

dalllage insurance s1)al1 at the beginning of the· term hereof, have the

following limits:

'. j

~ t i I:

1 '-"1

(a) $250" O'OO~ 00 injury o,r d¢ath tq one person arising out

of each accident;

. (ll)· $l',OQ·(},QOO.OO for injury or dea.th. to two or more

persons arising out. of each:. accident; and .,.;

(c) $50,000.00 for 'damage to propert:y.

All ,Such public· liability and property dalllage policies shaH conta.in

,the, fQl~owing p!,ovisi()n or proo.visions sUbstanti~ilYidenticalthereto;. . ,- . .. .'. ~ .

to. wlt:i-' .' .. .

. "-rh~:'i.rt~iusion of more than one cqrpo:z:atii>n, persqn, , orgiiriita tiori~ n:rnj or entity as ipsu:t;edun.derthis p¢l:.iqyshall not in any way affect the~ights o.~&nY s,?,~h, .. cor~ratiori, . fer son ( organf~~·t;i,9.n{ .firmc:fii "i!,~~" t.1tY,:~H:.her· as r~spects a.ny claJ;!l\,. d~ma.nd, SUl.t at: . juqgm~h:t: J;Ilaoe or lirought by or in fa;vcir 6f any other illsured or by' or j,n:filvor of any employee of s~oh otbe .. ~illsurea;,. . . . '., .-.;.

Ce~tif:;eo cOl?i:eli>qt s:u,qh in~1ir:ance policiel?' shail,'a;i .. all ':tim¢:$ 'pes~I?-::.

pl:i~d' :to r,andlo~'d\ 'Te~:~llt· ~h~ll' iItilllediat.ely.·.i1d:ttfYL~q1dlQra<Qf an~\' :. . -:. .... .' . . . ;.," .. ~ . . ' .... ~. . .. . '. . .;

l:ap'~.e;·· termitla'~i~~ or canceUition, aC.tual ox. contcimpiated~ Of ~:b.~.lt

G1

l poXicies. AiipQIH!ies shall .be sUbj'ect to' r~vi~io.rrf~·· thei ev'ent···· t""

that Tenant' s 9-.cJ:ivi ties ch.q:n$e to ~uch' an ex,.Mn t ;~ to. riia:~e ... ~dditi.:'(m<!.J.: '. f~'.:.[::.·,' .• ,'~l:.'~.~i:':i'

pro.t,ec:::t;ion to iand,l:ord ~eaess~ry. . .' ~ .. ... ,'. - . . . ,.~~: " .:.

6. I~.demnifi¢ation: Tenant". . " : .. ' ~" .

:., •. j

..

. :

erty':du.nng t1'!e te·rm of· thl:~' agreement from.ail:}>t cau,se' .. what-so¢ver-bY. .~:~~ . ...' .....- . . .•.. .... . .... . ·f--j.~i

reas.on' of . t!'le: u.s,a ( occupad:6/'i,; .aJnd~n joyrne~t of:. th~ . ~rop.~r1Y ·BY.;. ' mJ 'remirit,' and; Teb'a~'t shaJ.lindqlllllHy '<)od hOldh~~I'e~;~:tan(UOrd'hoJil aLi: ~.: .. ~.,f,~~.r,.l; liability \vhatsoover on acc~tin,t of any such danl~ge OF i~jury~.

"""'~"". "+ - • - ',.', ".'" . . . . ,I .......

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Upon tenilination··of thisagreell1e~:~ .¢it~.e~ bY: canc-~hat.i.CIfl:·-" ;- -.... .--

by. Liuidi(>:rd, or Tenant or by~ny defa:ult of Te~~~t: intit'e perform.an·ere . . . of the covenants and conditions contained in tiiis' a9re~ent; Tenapt'

a9.reElsto 'surrender inune~i~te possession. of tijeprope~ty.t.() La~dXo.rd; .. ·

and' if that. is not l.lIUilediate,ty ·donej. T7nant shall p~Y Landl.ord· ~'i-l: '.,

h-l-s tenancy' anI;] wiil iJJdeinn:;ifY'L~ni:l19:i'~ iag:":1Jls~cq:~, . . . - .. :'. - - ~. .:.- . -- :-.... . .

Qla:1.n'i~; ~ade byail~' sl2cic.eedi~%·:~e1).;int 'agail1,st, fi(l~.dlord~·. f6tl~d~~::··~:on. :' terminaj::ion of

, ,.' i

f .del~¥ .. ~Y,the L41l~~ord in d~1±yerin9 poSS~~:SiCiP.9'jf:tti~:~:?r~p~~~~':~~ .... F·· said succeeding tenant, so far as such de~y is: occasiQri~d. Q¥ 1;ai-1ure ' F

.' l ot: 'tenant s.o·to~:urrendei: the: P.roPerty. '" f'

o.~ .... #e~=~=i:::~:.~£~::e:~:en~·.:j;K~~::~;!it:; ·1, .an~,:e~4;#B~~i\c¢~Aa?~e,d> .. ~r ... ~.c.~·.:.·,_,~.a.::.·.:ed .. Sh:~.l. ~::.d.a .. ~.:.:::::.:.: .. :.·.·::.·~.::-.< .• ;~:::a.~.:.n ... ·.·.:.-.:·.() ... ,: ... : .... ·.:r.:, .• ·.~~ .. ~.· .. ~.:!~ ... ~.:~ .. ;& .... :.;':... ~ t.ht.p.u.~!t/~~~:i{md~?~;:;j!~na:~t.: ~r .I' . t

::r~~~~:'::.:~~'~::·~:::;f~:l::~·~:;~ir:~;;~t;~}' .•.•..... f: :!&6t:2!E:?:·;~:¥.1·:~:~ ~::~;:;j.~;~;r:i~~~p •..... ~

.. . .. . . . .".,,; ··'.~;~;~~i~~, f

~P~ .• :,.w.t,: .. :.E ... ;:.~: .• ::::,:.:_~.·,' .. : .• ;.~ •.. ··.i: .•. t .••.. ! .. ~ ... :_i.:.t.:~:~a:i.~:~~_t;".iij~.;~ .•. ~.·~.;.;[.' .. :.~.;.~.E .• ·ff.'·;i~;:; .~i :>.7;>. th'e~ .': .' ""?' ~r·~p.~r..~Y·. ~:".

'" .. ' .,.' .. ' ,.;..... .... ." U'.··.: En t~:i;:.- .,Landlo.rgfn~~~l?y~,:.~x~~~'StU::· r~!3~~~ ·i1i'~·rJ~(

~~~ ...... +.->-~~""""". " . ~ ~ ~ _, -:~ i. . ... , ..

...... '.. ...·;~:i~;tl .. . '. '.'!Q>~.

-.. : •.. -"

...- . ., "".-::. b~?""'>: ;;~~

':'i~,. ~~""t """.i~~·\ >Of thO;P.".."t", ~..riyi, porti~h i~~;~ot I shC! ll:b.~ .:t~~~lr .~~~~~ \h~.·~~~.~g:;~f:.emi~~·~~~_i,,~;i~t ·~:~~1:.~~g;·~h~h'.kc~.- .. \ .. enti':f:led to any and all proceeds arising' therefrom, e~'ceptin'g any pro- ~f~

. ceed ~:~:~.i;'~i;i~~~~:l;:¥~;.~·:Mi(;'fi.;~~~b't~~i::HY~1f~~;.Vf:7\';;;{~:::<>:G ',. . 't::~ '.>.;': '-rJ:~

_-- 5 .....

"

. ta~ing .. under the power of. cmin~nt domain~ ,,';. "

~ ..

12. Default: If one or more of: the 'fol1owi~g events·

shaii. occur;

(a)" Tenant shall· q~faul t in the p~rmenf of., reil cor' in

th~ payment of any spm due and.owi!l9 by Tenailt tq ¥.ndiord ~nd shall

fa.i~ tprectify said def~ul~w~ti:lin· ten (l.O): dais aft.·E!J; be±.~.q sery~

wittl·wri.tte~ notice thereof· hi; Landlord;

{b} TE'!nant shall make. an ass~gnment foptne h..enefit of

cre~·itors ;

(c) Tel)ant shall fl1.e

oi9.~6~~~ti0P: .~l:' : ?irang~ellt. ~hae,r ".:'

.'~ .'.~"., .... '

sa-f~ and; -scintt~i:i:cqil~i~ion; -ail ~a.t~f~~: thirty (3tH

.- -

r· t·,.>, ~ .. ' . .... :

f.~~: L..:· I:··· f

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. ;

.......

. --.... _ .... - ~

:.' 1.· ..

clays a·fter ser~ice o!sqch llQtice~ and' t.o e~~9~'J~"~9d:detiv~r to

Landlord such instrument or instruments as wil~. proper.IY evidence

termination of its rights he.reunJer and its -~~ere's,t herein, as

shall be required by Lanqioid. . Upon such tet:mill~'tion ~ Landlord may

reC9ver from Tenant:·

(1) The !'"'Crth at the time of C!,ward of the unpaid rent

which had been ea.rn~~ ~.t the time of term ina H'?ll'?

(H) The w01,'th at: the tim~ of award ..... of tli!3 amoun-t by which

tire unpaid rent which would have been earned af,ter term~_ation until·

the ti.me of award exceeds the: amount of such rental:::l;C?~s that Tenant

'-:;' ~. ~ .. :~ ... :'

(iii) The worth att -tihe time of awa:r;d. oj{'t:h~;<urioun~1:iy '~hlcn . . .' :. : ... ' . '. . . . ,,~:-.~; ...... ;.~:::-. .

tl)~ :·~P~~d. rent' .L,?r t.he,: bal~e of the term ~f. ~~i~~~~:;~)~e Qf award'

.~¢.¢.~d~the. amo~t of such rental loss for suchl ~~rj:9~:thQ.t,Tehant

P~o~~s, :qbuld' be . ~eaSqp:cfbwa~c~~ded;. and·. ':\:~\,~:":»{~' .

:;!::~~::;~:::er:::;~~:~::e::::n~:~:~:r~E;~~:r 1;hi.4~~ .~OU:ld be: l:.l.1telyta l;EH,-ultthe,i;:efrotn.· .;~ ':::. ic;.

, . Tn:e~: "~o~·t)l a ~ ~Q~ tittle. C)£ awa~4~' .:.~£.\. ~th~~:~iUJt~~·.~s ·:t~£er~ed , '. ;" .

. to:iri· sUbi:;a~agraphs (il. alld. (i.i)- of- thi~' paragra.~h.·h.is ~ornp~ted'

l>;¥ al.lo~ibg inter·est.

<it the till1e of ao/!'lrd

at

9 f

the

t,h~

'rate of te~ (l~%)':~~~#.({~~:~;~The·wor~~ <$.ount referred t,a'-j;h·';~til:i~ragra,ph· {UU' . .' . .' ~. - .. :~ : .. ~ ' .. ~.' .

j:~. c9m:i>;ut~ by di.scou~ti~g SbGh amo"llnt ,s.t the Clfiroo.~~t,: :rate of the

.F~~~a'l; R~serve. B~nk. ~t S~n ~~~~C;iS!=O a~ t:~e~·~_~ .. ~ .. ,'.:.:~~.:.'.~.-_,;".::a."~.t.~dgl~s.~on~ '. tl\t ~?;<;:etl·t. -, :

. . . .,.

;.' Ev.en. ~hOtigh_ T~h~~~ m~y b.e-in ~~!{~i;~:~~~r:t-~~'~:li~~_s«;" an4jj~.i;; ,abandoneCii th~ ~roperty;; LandlorCl.:,lllay. c6Il~inlfe::.the r~~~!>~·. in':

. . . '" . . . .. ' ...... .,:." :':':',: ... {. q..~:~",,!: .... ~ ..

effe#.t: for so loncJ as Landlord does .not t~rmin~~~ Teh~~t: '_l?' r~g~t· to

P9SS~ss,ip~" and L·a:ndlp.;-d-: may' erif<):rt:~: ail' his· r~-~h~~;·'iY~4t ren!edi:~;i ..

::e ~~: :::::' t:::':~:: ~:;'~::g:to::;:~~~J~~:l~:~::r::::o" or ~f,forts to relet the PropeJ:"ty, the app()intment of a receiver on

. . -.~ .. ' ",- . ;,"'" .:. ". ~ " ~ - ... ;'.: :.-

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":~·:-:-i~?'~?·~:·:~·:~~;fr?-:?~ ,;\. ~:;~·:iT;:~~;?,j~,~~~~:~·~,~,: .~~' '.~""'., :·>f

"'" ..... :" : .....

initiation of Landlord·to protect hi~ iIi.te·re;;'~.under this Lease, or

by any action in unlawful detainer, unless L~~lordnotifies Tenant

in writing that h~ haf;lelect;ed to. te~minate the Lease:.and Tenant

further covenantl:l th'at's~r:";iee by Landlo.,rd.of' 'anr ~6tice:pursuant to . .

t·

the unlawful detainer, s~atutes alld the: sur;.renc;lerof: r:!9~se~r~ion of." :

Tenant pursuant:. to such notice.shall not, unles~: Lilndl9rd elects to

tp,e c0rttrary in wd dng at tll'~ time of "or a~.;an:r' time: sUPs'equent to.

the serv.ice of such Ilotice. ;b~' deemed tone ·a:.~~ri\!trtal:i(:m of this

Lease·.

.; ' ... 1'3.

'. ..' ,.--

'poss~s~ion of. iliCi prop,ertyaf::t;er the term he:r;~~f.:W:~~li· .th~ cQn~ent' 9f;

.~:!::~:::;·~~.:~:;~~t;~~::":_::~~:~~ih~~::::~7c!1:1h:. ~ltiO:n~ ~nd restti.ct',iolls ·9#·t;.P.~S Lease, an9 Tep;apt .~~:i:~es tQ 'p:~yrE4le '

_ thH~£Q~ at t~e m.ort~h,t~:.;~e~~~;l .. ~r.'QYided inp";'~.~~~~ph~, jthereo£.~

0~:q:~::£::;~;;E:::~:::::!~r!~t:~h~:~~~: ..... . a t.enancy from· "~a:¥-, .. to day; and ''i.''enant shall, P~.Y; t~~i::~n~1~q; ·thE!' sum. . .

Of: O~e HundredDoi·~ar.~ ·($.tO~:?~l· per day as 're~t,' t~:;~i~runt±l .

such su~render sh·al).· have; l;Jeen fully accQm.pl.i~h~4~

:= ::~::~::2tS;E~:::LE~~~:~lU~~~~~iltf~ .... . :t"l.on:·:: t.h~rewitlt;.;· ~'., .J .... : .. : ... ;. • :, .• ' ".

'. .•• '.' 10, ~~~".,;ry:j;'~~~~".~l~~blP9,~~~~i~~~:~1;l"<in~· assigned· .by· Tenant~ an~:~(i!iJan.~ ,:sl)allnot sl$1~~5 :I:~1,p:t:~l?ert¥ Or any.:

part thereof. without. ~hapl:'i:oi~Fitten co~~~nt;;<~f:~.hai8rd •. ' '.~: ..... .

).. ~.~ :

16. N(it;iG~~:;~:ert~~~r in this L¢a~~ iy:~~'~£i b,e. r'eq.1Hred.

:that notice or demand be 9'iven: 'or- serveq by eitheF' p'~rty t6 this l.ea:se,

such, . .neHC'6"'<).l?d,ellianq~~~J;.lbe;. :'io. wr itj.n'l, L\~~~b<,l,il: b:e.-"del;iv.eq~d, . _. ~." ':'~-:-~:~"~:'.':--?$.~.'/::.~,-. "-< .. ~';,~~._ .. ". :~: ~';:. '. '!:-~~:':~~ .. >':.;j~?':.:~~'>" :."':' .. :.:~:::'>-:' .

'peisonally or fO,rl!lard~ed.' by ma~:i;, postage prel'laid,ciqdrc::i.ssed'as.·.foUo\.J.s:·

- 8!·-.

3~83

. ~; A ",' ···· .. 9

.:>

TQTenant: .

...... ,- ... ~.~:~.:~ .. :; ..

~~N~:X:~~~O 29~(j1~~~r~.1~~.1;.~~nei . Los A.ngel:es; clf "'~O~51':

#'

SAN GJ\I3RIEL VALLEy'GUN CLUD 4001 Fish. canyol,l·,. ~oad: Duarte f CA 9-1Q~~k.·

I

r ;', : .

Olf el;:;ewher~:,' as the r.e~pectiVe p~rties may fz;rim :tiin~: to ~tilI)e designate j

havelieeri. ~iv~n li~.tlater. than twenty-four l4!41~ hours. ?lftex- baving been . ':', '~: - . ." '.

I.~

L r< !~: lEi Q;~P9s.,ft~din . th-ti u.' s, M'an 5,

. '. .'';,... ..' -~~ .1:'1, Ri<)ot t~. Quarry: During the term; o:t::·~ltiEi.:Lease,( Land-· .. ti

;:;:;.=~ .;;:;;::D;i~:.:::: :e ~:q:~:;r~;f;·;:~~: :::: .1; ~1;'#i.9.4~ ~f;· ~?.r:;d>1;'~d:'.o.: .. ~1;" it should appear th,a.t",·co~~.~P'~ated..· q:Ua~ryin9 ':'. . ~,~ ~~,"'.~' .. -., 6~ .•.... "' ... , . ..~ .... J"""" • ...... ~ ...

. ' ~pfi~·~;9f~:~#~fi~¥:;jji;~~ij&i(j~~ · ~ ~ udment~ b*~§~~;i¥~~~':~i il.~~.~t;d~~f~ .. ?da~··:">::t~g . di..flij::J~'; L,;"i).dlb~4;'-~ht· :tn-ior~ .:Tenant of .tts, P~~t'Pse'~ ':~citi~ft.t.ie$ and. ~rd;

be:

~.ubj~~~t:to 7q\lit~b~~: .~edub.ti~m..· }.:.:. . .. ,:~.> . . ..~-::.:J:,:,! L~ • . ¢~~kj~i.~~!::·~~~e;ii'~~: Th~·:\1~r+o~s:.~~~~~.;~~~em:~i~S;·." (!.'::;

: g.ty~.iy t;9:.·oi' .~e.s~.x.:y~4·f'r.···Ut9dtord by thi:s' r.ea~e" 91(.a:¥.:t-qwed f{y' law, . ~ ..

. ~h,:~i:,,~:. ~u~~~1~~.~~·;: ;rii'~'~~:. ~el:ay or omt~.~~~~.~~~;~k!~~~f~: ~~.:_~:~,~.~l:i~~:,,·: .. Y~:~ " .' ~p'S( 9:~;':4:~~·,:~~lti~.:i;?~a;~I .?~. ~~n~!t~~ed. a~ a- ~~~~,?-¥. c ·:~~~~~f·~:Og··~·· .. ~J.::";~ : ·a.cq;~l~;c~h~~, fh~~i~.>·.~~~·~:·S~~~l . any w~i,,-e;;'tf·it~Ql!l.8t;·· (;~~~~ri~.'hl-ea~~:~:1~ ":i

. ,{

-'::'.'. . " .": ~ : .: •• ".. #" .. ~ .: ••• ".. •••

1,. Eri~i:z'~ A~tcemcnt: 'I'his Lease conta,trlsi::he entir~

. a9.I,'e;C;'(!!i..~nt. •• c;t~ .. :th.~. pa+.ti.es.~eI;'eto·· with. respect to the ma~l<ers cQvercd t~: . . . ~ '-' . . . <. ~. "':.' .• "'. :.' •... : .....- .• ,' ";' ~;'= .. ; ..... ~;4-.;~~;.?~.: .. ~ .. >!~~:-: :,.,:, ',,,,-1' ~ .: ...... ~~ .... f

.. -'" 'm ' ..

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hereby, and nei oth~t agreernimt., statement 'O,zf:, pF.opJ1:i;I,e, '~a~~ t5y., ,~p.t,' . .. :, /,:1',;: :.' .... .

par+y hereto, or to iiny employee or ~geff'f!'ot~~~i p~r'tiy hereto, which is. I '

not contained herein shall be binding and v~lid:,

IN WiTNESS NIiERE9F, Landlord and' T~nC\~t::h..,ve e:ic~cuted

this Lease agreement as of the day an'd' year first ,~QQVe writt;en.

':.':-

CONROCK CO'.:

~" .. ay~~ 1) . ?iIJ!J. ~:'g;.~~ ..... ,. , BY' .".ir(., ... ,... . ' ,', < '.' • , • , • ' •

~. .. ~ :.' :"

I(Tenantll ' "',

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3-75 'r." " , .

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LEGAL DESCRIPTION FOR ..

. ... ';

. .,: .. '-

SAN GABRIEL VALLEY GUN CLUB LEME

That portion cit the South Half o{the Northv~~stQuaftei:and·Qrlhe·:· Nodhwe$t Q~arte~ o(th~ Soulli"';est Quarter ~f.S~c~iO~. 22 •. TQ~nsh!p·· i fiOrth:~Rang~':10 West S .B·.M~, in'tJie CourityofLos: An9'eles. State of qaiifOri-da. :~ore particuia~iydescribed as (oUow~: .".

'B¢gihnlnq at the.,Northeast com~ of the Northw.~st··Q~a'rter of the. '. S.~ti~hwestQtiarter.o£ ~aid Section 22; thEmc.e;Sotitll:O:9-21'·0'~'" W~st. S·S.f:ES3 feet aloaq, the· Eas terly lin'e 6f said NOrthwest Quarter of said··

.. SQQ~hwe~~:,Qu¥t~:to a~6lnt; ~He~ce North &~ii' ~3t .i:5~ We:s.U~.64A.6:· f~e~~ theQ9Ei ·Nottl"h~.;i:·:l(j~ 3Q~~ ,We~t 750. OO·.feet6,th?n~~·:Nb.i1h S3 Q

' 33': . '.> .. J;~St" 9$-Q.·.·OD· f~iii :thence- south 'Erg? 24' 38< ta:st 7Q:Q~f¢i~i tllence Southedy· . tq'-a:poiu~: ll:i',tl1e"Northerfy, i1-~~:.~.£· said SOti*,ve~t:Qwit'~t::'i.lfucb is distant Wbferiy : 5 1 o;i?i'~¢et-fro~ the!i¢~.nter ot i>a.i.~ sept19'ij; ·t2;: thence Westerly'

:f.d!'t~~ po~t q!:'(>~4i~t~~. -: ;,i;~ .... ..; .. . ./>~:: ~:'. .' . E~~~P,tth~.r.~ifq~:;ili_e;·f~tiow~Qg q~:SCribe!i parc:~l~: .... :.: .. :- : '. :', ',< ..... :":',-.~ - . . .: .... :.~:":':~~:'.;.:-.' .,' Be,qj,iui1;ng ~t the·N9rthe~s:t comeriof.,the Nq~wE!l!t_q)l~~fer'Qf. ~he Sout,h- .

. . ·~M:rJ~~;::!si~t:~t~t~::~~i~~tb~t:.~:~~O:J~~~~t~~1~·~~~~!:~;·.~::~:~l.-.... th$n~'::NQrth.·S-~~i'23~'lS~·West;5[)'6·;12 f¢et; ttlE:ini:;'6N:Ql:tlt 37° 57' 3l~ .East-. a;~i':~*~'l~~.t.'~() ~i:h~~int ;?f beqi~iung. . .' .:, . . ... ::._~( ... ' '. -

,?; :-;.~. . ::.,.', .. -

·:st::~~a~~i:~ t:::o;~r~:~ ~f,"M.~,"u;~f",.;"<~f S .. >!O" *2;:'> .... d;fstarif.(jo· satdllti~:N6rth;. 89° 24;1~.-3'8'" Wesi: slo~ 6.2 • .ietltu.orlr tile cenier oL '.' . ..~

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This is to CertifY. cirri pol1c!H fA u.e .. o(

HAMQ r;ANGAB~B:LVAlo-~E,i~GUN! CLUB 'T. 4.00~, ~r~a ~CliJ{Y.~~ ~*ojii:k ~: tHJ~R-tB~ ·CAt.tlO~Jf.~9::J:(!l;O. L; '., ... , ... ',.

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THIS CDlTIflCAtE Of .. ~ N~,Iif!JJ!IAT~r~' . r lI£tA.UY(lr ;A~~.IIf1., :m~I.I.S . 01. Al::rt~ TII(COV~~Ct. ... h

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EXHIBITG :3--g9

t·

{Ji\ ~ ..

LEA 5 E

THIS LEASE (hereinafter called "Lease") is entered into

this L day of ~ 1.98{, by and between CALMAT

PROPERTIES CO., a De~corporation (hereinafter called

wLandlord"l, and SAN GABRIEL VALLEY GUN CLUB, a California

non-profit corporation (hereinafter called -Tenant").

RECITALS

A. Landlord is the owner of that certain premises

situated in the" City of Azusa, County of Los Angeles, State of

California, as sh~ outlined in red on the map attached hereto

and incorporated herein as Exhibit "A" (hereinafter referred to

B. Tenant desires to lease from Landlord and Landlord

desires to rent to Tenant, the Premises, upon the following terms

and conditions.

AGREEMENT

1. ~. Landlord hereby leases to Tenant, and

Tenant hereby hires from Landlord, for the term and upon the

covenants and conditions hereinafter provided, the Premises.

Landlord does not lease, but as between Landlord and Tenant

specifically hereby reserves to itself, its successors in

interest and assigns, all of the oil, gas, hydrocarbonous

substances, minerals and mineral rights in and under the land

described as the Premises, with the right to explore therefor,

sell, lease and/or remove same~ provided, however, that Landlord

will not do any exploration or other work which will materially

affect Tenant's use under this Lease.

2. Term. The term of this Lease shall be five (5)

years commencing on December 10, 1987, and expiring on December

9, 1992, subject to early termination as hereinafter provided.

3. Rental. Tenant agrees to pay Landlord, without

abatement, deduction, offset or prior demand, a rental of Four

Hundred Fifty Dollars ($450.00) per month, and at such rate as

1 fDJlffi~~~~~l 3-90

...

adjusted in accordance with the provisions of ~4, payable In

advance on the first day of each calendar month during the term

hereof. Should any rental not be paid when due, it shall bear

interest at the maximum rate an individual is permitted by law to

charge.

4. Rental Adjustment. The monthly rate provided for

in 13 herein shall be adjusted upward on June 1, 1990, in the

same proportion as the proportional difference between the

·Consumer Price Index for Urban Wage Earners and Clerical

Workers, all items (Los Angeles-Long Beach-Anaheim Area)",

published by the United States Department of Labor, Bureau of

Labor statistics . (CPI) in effect on June 1, 1990 and the CPI in

effect on December 10, 1981. Should said Bureau discontinue the

publication of the CPl, or publish the same less frequently, or

alter the same in some other manner, then Landlord may adopt a

substitute index or substitute procedure which reasonably

reflects arid monitors consumer prices.

5. Prepaid Rent. Upon execution of this Lease,

Tenant shall pay to Landlord the sum of Four Hundred Fifty

Dollars ($450.00) which sum shall be credited to the rental due

for the first full month of the Lease term.

6. Security DepOSit. As security for the faithful

performance of the terms, covenants and conditions of this Lease,

as well as to indemnify Landlord to the extent thereof for any

damages, costs, expenses or attorneys' fees which Landlord may

incur by reason of any default by Tenant under any of the terms,

covenants and conditions of this Lease, Tenant hereby deposits

with Landlord the sum of Four Hundred Fifty Dollars ($450.00)

which sum shall be paid by Tenant to Landlord upon execution of

this Lease. If Tenant shall not be in default hereunder on the

expiration or termination of the Lease, Landlord shall promptly

repay to Tenant the then balance of said security deposit. In

the event that Tenant shall be in default hereunder, on or at any

time prior to the expiration or termination of this Lease,

Landlord may apply the security deposit in payment of its costs,

expenses and attorneys' fees in enforcing the terms hereof,

2 ~~rrru~~~l 9~9/

and/or in payment of any damages suffered by Landlord: provided,

however, that nothing herein contained shall be construed to mean

that the recovery of damages by Landlord against Tenant shall be

limited to the amount of the security deposit. In the event that

any portion or all of the security deposit is applied as

aforesaid during the term hereof, then Tenant shall deposit with

Landlord additional amounts so that the security deposit in the

possession of Landlord shall be restored to the aforementioned

required amount.

7." Improvements to the Premises. Tenant leases the

Premises and the improvements thereon, if any, in an was is·

condition. Tenant's entry into possession of the Premises shall

be deemed it's acceptance of the condition of the Premises.

Tenant not construct additional improvements to the Premises

without Landlord's prior written approval. Such approval shall

not be unreasonably withheld: provided, however, that

construction of improvements, including delivery of materials to

be used for the construction, shall not commence until after

Landlord has received notice from Tenant stating the date on

which the construction is to commence, so as to enable Landlord

to post and record an appropriate notice of nonresponsibility,

and provided further that said improvements and construction

thereof comply fully with all laws, ordinances and governmental

regulations applicable thereto. Title to all improvements made

at Tenant's expense shall remain in Tenant until the expiration

or termination of this Lease. Tenant shall not remove any

improvements made by it and upon expiration or termination of

this Lease, title to such improvements shall forthwith vest in

Landlord: provided, however, that Landlord in its discretion may,

by written notice to Tenant, require Tenant to remove any

improvements made by Tenant on or before the date of expiration

or termination, even though under the terms of this paragraph

such improvements would otherwise become the property of

Landlord.

8. Taxes and Assessments. Tenant shall payor cause

to be paid before delinquency all personal property taxes and all

rR'~nm;r:~~~ U 3 ,J t. ".1 J ~?Mt:.

3-7~

taxes levied or assessed on account of any property in, on, or

attached to the Premises, including without limitation property

installed by or for Tenant, regardless of how, or to whom such

taxes are assessed and whether such property so installed is

assessed as personal property or as a part of the real property.

Also, Tenant shall pay to Landlord as additional rental

within thirty (30) days after receipt of written statement from

Landlord setting forth the amount thereof, the amount of all real

estate taxes, or any other form of assessment, including without

limitation license taxes, commercial rental taxes, levies,

charges, penalties, or similar imposition, imposed by any

authority having-the direct power to tax, including any city,

county, State or federal government, or any school, agricultural,

lighting, drainage or other improvement o~ special assessment

district thereof, as against any legal or equitable interest of

Landlord in the Premises, for a period within the term hereof.

Without limiting the generality of the foregoing, the

aforementioned taxes and assessments shall include: any tax on

Landlord's right to rents or other income from the Premises or as

against Landlord's business of leasing the Premises7 any

assessment, tax, fee, levy or charge in substitution, partially

or totally, of any assessment, tax, fee, levy or charge

previously included within the definition of real property tax,

it being acknowledged that Proposition 13 was adopted by the

voters of the State of California in the June 1978 election and

that assessments, taxes, fees, levies and charges may be imposed

by governmental agencies for such services as fire protection,

street, sidewalk and road maintenance, refuse removal and for

other governmental services formerly provided without charge to

property owners or occupants~ and any assessment, tax, fee, levy,

or charge allocable to or measured by the area of the Premises or

the rent payable hereunder, including, without limitation, any

gross receipts tax or excise tax levied by the State, city, or

federal government, or any political subdivision thereof, with

respect to the receipt of such rent, or upon or with respect to

the possession,. leasing, operating, management, maintenance,

4 (wffifufrnufM~l 3-93

alteration, repair, use or occupancy by Tenant of the Prem~ses,

or any portion thereof. Tenant shall bear any business tax

imposed upon Landlord by the State of California or any political

subdivision thereof which is based or measured in whole or in

part by amounts charged or received by the Landlord under this

Lease, eXcluding State Franchise Taxes and Federal Income Taxes.

9. Use of Premises. Tenant agrees that the Premises

shall not be used for any purpose except as a pistol and rifle

trap and skeet range. Tenant agrees, at its own cost and

expense, to comply with all laws, rules, regulations, ordinances

and statutes of any and all ~nicipal, county, State and federal

authorities which are now in effect or which may hereafter become

effective pertaining to the use of the Premises and its occupancy

by Tenant. Tenant shall not commit, or suffer to be committed,

any waste upon the Premises, or any public or private nuisance.

Tenant shall not occupy or use the Premises during the term of

this Lease In such a manner as to interfere with the use or

occupancy of any property adjacent to the Premises, or to

interfere with the use of the Premises or any part thereof after

termination of this Lease. Landlord makes no warranty or

representation as to the suitability of the Premises for the use

herein stated or any use.

10. Maintenance and Repair. Tenant shall at its own

expense maintain and keep the Premises in good repair and

condition throughout the term hereof and shall pay all costs of

operation and maintenance on the Premises whether ordinary or

extraordinary and foreseen or unforeseen, including but not

limited to all costs incurred due to the negligence,

carelessness, misconduct or fault of Tenant.or its agents,

licensees, or invitees. Landlord shall not be required to make

any improvements, alterations, changes, additions, repairs or

replacements whatsoever in or to the Premises. Tenant waives all

provisions of law, including but not limited to Civil Code §§194l

and 1942, with respect to Landlord's obligations for

tenantability of the Premises and Tenant's right to make repairs

and deduct the cost of such repairs from rent. Should Tenant at

any time during the term hereof fail to keep the Premises or the

appurtenances thereof in good condition, order, or repair as

required, Landlord or its agents may enter the Premises to

perform maintenance or make repairs and the cost of same shall be

added to and become a part of the in~tallment of rent next coming

due hereunder and shall be so paid by Tenant to Landlord as

additional rental.

Upon the expiration of this Lease or upon any

termination herein provided, Tenant shall at its sole cost and

expense remove from -the Premises all Tenant's personal property,

and clean up and remove from. the Premises all rubbish and debris

and turn over the Premises to Landlord in good order and in a

safe, sanitary condition. Should Tenant fail to do so, Landlord

may at its option make those removals required above or do such

work as shall be required to return the Premises to an orderly

and safe, sanitary condition and the cost thereof to Landlord

shall be immediately repaid by Tenant to Landlord.

11. Damage or Destruction. If the Premises or any

portion thereof shall be destroyed or damaged by any causes

whatsoever, the following provisions shall apply:

Ca) If the damage and repair thereof is of such

nature and extent as not to interfere substantially with the use

of the Premises by Tenant, this Lease shall remain in effect and

there shall be no abatement of rent.

Cb) If the damage or repair thereof is of such

nature and extent as to interfere substantially with, or prevent,

the use of the Premises by Tenant, this Lease shall remain in

effect and there shall be no abatement of rent if Tenant is

responsible for such repair. If Landlord is responsible for

repair thereof, Landlord may, in its sole and absolute

discretion, terminate this Lease and all obligations thereafter

accruing hereunder shall terminate, or, in its sole and absolute

discretion, Landlord may continue this Lease in effect, provided

however that Tenant's use of the Premises and the rental due

hereunder shall be suspended for the period of restoration,

6 (Q}rmn~n~~~ :3-95

commencing from the date on which Tenant gives Landlord written

notice of such damage.

In no event shall Landlord be required to restore the

Premises. Tenant waives the provisions of Civil Code §§1932(2)

and 1933(4) and any successor provisions of law with respect to

damage or destruction of the Premises.

12. Landlord's Entry. Landlord or its agents shall at

all reasonable times have the right to enter the Premises and any

structures thereon for the purpose of examination and inspection,

or making repairs at Tenant's expense which Tenant has failed to

make, or exerci"sing any of the rights of Landlord under this

Lease, or for posting notices required or permitted by law.

Landlord reserves the right of entry to show the Premises to

prospective brokers, agents, tenants or purchasers and to place

and maintain -For Rent-, wFor Leasew or -For Sale w signs in one

or more conspicuous places on the Premises.

13. safety. Tenant shall adopt whatever measures may

be necessary for properly policing the Premises and maintaining

reasonable standards of safety and for the prevention of dumping

or similar activities on the Premises.

Tenant agrees at all times during the term of the Lease

that it will be its sole responsibility to assure compliance with

the requirements of the Occupational Safety and Health Act of

1970, 29 U.S.C. §651 et seq., the california Occupational Health

and Safety Act of 1973, Labor Code §6300 et seq., and the Federal

Mine Safety and Health Act of 1977, 30 U.S.C. saOl et seq., (re-

ferred to hereinafter as -the Acts·), to the extent that the Acts

" apply to the Premises and any activities thereon. Without

limiting the foregoing, Tenant agrees to maintain all working

areas, all machinery, structures, electrical facilities and the

like upon the Premises in a condition that fully complies with

the requirements of the Acts, including such requirements as

would be applicable with respect to agents, employees or contrac-

tors of Landlord who may from time to time be present upon the

Premises. Without limitation, Tenant agrees to indemnify and

hold harmless Landlord from any liability, claims or damages

7 (()1~r~n~:~L

3-9G

arising as a result of a breach of the foregoing agreement and

from all costs, expenses and charges arising therefrom,

including, without limitation, attorneys' fees and court costs

incurred by Landlord in connection therewith.

14. Condemnation. If all the Premises, or such a

portion thereof as to leave the remainder unusable by Tenant for

its intended use hereunder, shall be appropriated or taken by any

governmental authority under eminent domain proceedings or

otherwise (which taking shall include a sale by Landlord to any

governmental authority, either after an action is filed or while

under the threat of a taking), then this Lease shall terminate at

the time of actual physical taking of possession by such govern-

mental authority, and Landlord and Tenant shall thereupon be

released from all liabilities thereafter accrued under this

Lease.

In the event that any portion of the Premises is so

taken, and 'the remaining portion is still usable to Tenant for

its intended use hereunder, then this Lease shall remain in full

force and effect as to such remaining,portion, and there shall be

no abatement of rent. Tenant waives the provisions of Code of

Civil Procedure §1265.130 and all other provisions of law

permitting it to petition for termination of this Lease.

In the event of any such taking, neither this Lease nor

the leasehold interest created herein shall be an asset of

Tenant, and Landlord shall be entitled to receive the entire

award or compensation arising from the takingr provided, however,

that Tenant shall be entitled to receive any amount awarded as

compensation for the taking of fixtures and equipment owned by

Tenant and which would not, by the terms of this Lease, become

property of the Landlord.

IS. Consents and Waivers. The giving of any consent,

or the waiver of any requirement of its consent, hereunder by

Landlord or the breach by Tenant of any provisions requiring such

consent of Landlord, shall not annul or render inoperative any

provisions hereof requiring such consent. No consent given by

Landlord to any act or omission of Tenant shall be construed as a

8 (ill [ffi ~ ffr ~ij :~ ~ :3-97

f0-

consent to any other or further or different act or omission. No

act or omission, acquiescence or forgiveness by Landlord of any

failure by Tenant to perform any terms or conditions of this

Lease shall be deemed or construed to be a waiver by Landlord of

the right, at all times thereafter, to insist upon the full and

complete performance by Tenant of the terms and conditions of

this Lease. The acceptance of rent hereunder by Landlord shall

not be deemed a waiver of any breach hereunder by Tenant other

than the failure to pay the particular rental so accepted. No

waiver by Landlord of any breach by Tenant hereunder shall

constitute a waiver of any o~her breach of Tenant, regardless of

knowledge of Landlord thereof. The rights and remedies of

Landlord hereunder are cumulative and shall not be deemed to be

exclusive of any other remedy or right conferred by law, and the

exercise by Landlord of any right or remedy (whether conferred

hereby or conferred by law) shall not impair Landlord's right to

exercise any other right or remedy.

16. Liens. Tenant agrees to pay any and all liens and

claims that may be asserted or claimed against the Premises by

reason of anything done or ordered to be done by Tenant in, on,

or about the Premises and that if any such lien shall be asserted

against the Premdses or if any execution or judgment against

Tenant upon any claim, suit or proceeding against Tenant shall be

levied against the Premises or against any interest therein, then

Tenant within thirty (30) days after the same shall have been

levied, shall cause the same to be discharged or paid or make

adeqUate provisions satisfactory to Landlord for the payment,

satisfaction, or discharge of the samer provided, however, that

noth~ng herein contained shall be construed so as to prevent

Tenant from contesting in good faith the legality of any such

lien, claim or levy, provided that Tenant furnish to the Landlord

a good and sufficient bond in an amount and in form and with

surety satisfactory to the Landlord fully protecting Landlord

against any loss, damage, costs or expense arising by reason of

any such lien, claim or levy pending the final determination

thereof.

9 ill] fR1 r (ill 1: ~ ~l ~-7g

17. Indemnification and Exculpation of Landlord.

Tenant shall indemnify Landlord and save him harmless from and

against any and all claims, actions, damages, liability and

expenses in connection with loss of life, personal injury or

damage to property arising from or out of any occurrence in, upon

or at the Premises or the improvements, or the occupancy or use

by Tenant of the Premises or the improvements or any part there

of, or occasioned wholly or in part by any act or omission of

Tenant, its agents, contractors, employees or servants. In the

event Landlord is made a party to any litigation commenced by or

against Tenant; then Tenant shall protect and hold Landlord

harmless and shall. pay all costs, expenses and reasonable attor

neys' fees incurred or paid by Landlord in connection therewith.

Landlord shall not be liable t~ Tenant for any damage

to Tenant or Tenant's property from any cause whatsoever.

Without limiting the foregoing, Landlord shall not be liable to

Tenant or any other person for any damage caused or contributed

to by the condition of the Premises or any failure to repair

same, or by the making of any repairs, alterations, or additions

thereto~ it being expressly acknowledged that Tenant has sole

responsibility for repair and maintenance of the Premises.

Tenant waives all claims against Landlord for damage to person or

property arising for any reason.

18. Insurance. Tenant shall keep in full force and

effect during the term of this Lease, Worker's Compensation

Insurance covering all employees of Tenant with a waiver of

subrogation as to Landlord and public liability and property

damage insurance covering all its operations on or related to the

Premises. The limits of such public liability and property

damage insurance shall not be less than One Million Dollars

($l,ooo,ooo.OO) combined single limit. All such public liability

and property damage policies shall be procured and maintained

through an insurance broker and company acceptable to Landlord

(which acceptance shall not be unreasonably withheld), shall name

Landlord as an additional insured, shall provide for at least

thirty (30) days notice to Landlord of cancellation or

10 :!lRin~ii[~l~l

3-99

· £

termination, and shall contain cross-liability endorsements in

substantially the following form:

WTbe inclusion of more than one corporation, person, organization, firm or entity as insured under this policy shall not in any way affect the rights of any such corporation, person, organization, firm or entity either as respects any claim, demand, suit or judgment made, or brought by, or in favor of any other insured, or by or in favor or any employee of such other insured."

Certified copies of such insurance policies or certificates

evidencing such insurance shall at all times be supplied to

Landlord. Tena'nt shall immediately notify Landlord of any lapse,

termination or cancellation, actual or contemplated, of such

policies. Insurance requirements shall be subject to reasonable

revision by Landlord in the event Tenant's activities change to

such an extent as to make additional protection necessary.

19. Default. If one or more of the following events

shall occur:

(a) Tenant shall default in the payment of rent

or in the payment of any sum due and owing by Tenant to Landlord

and shall fail to rectify said default within three (3) days

after being served with written notice thereof by Landlord~

(b) Tenant shall make an assignment for the

benefit of creditors~

(c) Tenant shall file a petition or answer

seeking reorganization or arrangement under any laws of the

United States relating to bankruptcy or any other applicable

statute 1

(d) An attachment or execution shall be levied

upon Tenant's property or interest under this Lease, and shall

not be satisfied or released within thirty (30) days thereafter

unless Tenant protects Landlord by bond or other security accept-

able to Landlord;

(e) An involuntary petition in bankruptcy shall

be filed against Tenant, or receiver or trustee for all or any

part of property of Tenant under this Lease shall be appointed by

any court, and such petition shall not be withdrawn, dismissed or

11 0J[ffir~n(N]I~~ 3-/00

discharged, or such receiver or trustee removed, within sixty

(60, days from filing or appointment thereofr or

(f) Defau1t shall be made in the performance or

observance of any other covenant, agreement, obligation,

provisions or condition to be performed or kept by Tenant under

the terms and provisions of this Lease and such default shall

continue for thirty (30) days after written notice thereof given

by Landlord to Tenantr then, and in any or either of such events

Landlord may, at its option, terminate this Lease by serving

written notice thereof on Tenant, and, with or without process of

law, re-enter and take complete possession of the Premises, and

with or without process of law remove all persons therefrom, and

all right, title and interest of the Tenant, in and to the

~remises shall immediately thereupon cease and terminate, and

Tenant hereby covenants in such event to peacefully and quietly

yield up and surrender said Premises to Landlord, remove from the

Premises all Tenant's personal property, and clean up and remove

all rubbish and debris, and restore and leave the Premises in an

orderly, safe and sanitary condition, all within thirty (30) days

after service of such notice, and to execute and deliver to

Landlord such instrument or instruments as will properly evidence

termination of its rights hereunder and its interest herein as

shall be required by Landlord. Upon such termination, Landlord

may recover from Tenant:

(i) The worth at the time of award of the

unpaid rent Which had been earned at the time of

termination;

(ii) The worth at the time of award of the

amount by which the unpaid rent which would have been

earned after termination until the time of award

exceeds the amount of such rental loss that Tenant

proves could have been reasonably avoided;

(iii) The worth at the time of award of the

amount by which the unpaid rent for the balance of the

term after the time of award exceeds the amount of such

12

· .~ t

rental loss for such period that Tenant proves could be

reasonably avoided: and

(iv) Any other amount necessary to compensate

Landlord for all the detriment proximately caused by

Tenant's failure to perform his obligations under this

Lease, or which in the ordinary course of things would

be likely to result therefrom.

The "worth at th.e time of award" of the amounts re-

ferred to in subparagraphs (i) and (ii) of this paragraph is

computed by allowing interest at the maximum rate an individual

is permitted by law to charge. The worth at the time of award of

the amount referred to in subparagraph (iii) is computed by dis

counting such amount at the discount rate of the Federal Reserve

Bank of San Francisco at the time of award plus one percent (1%).

Even though Tenant may be in default under this Lease

and has abandoned the Premises, Landlord may continue the Lease

in effect for so long as Landlord does not terminate the Tenant's

right to possession, and Landlord may enforce all his rights and

remedies under this Lease, including the right to recover the

rentals as they become due under the Lease. Landlord shall not

be deemed to have terminated this Lease by his acts of mainte-

nance or preservation or efforts to relet the Premises, the

appointment of a receiver on initiation of Landlord to protect

its interest under this Lease, or by any action in unlawful

detainer, unless Landlord notifies Tenant in writing that he has

elected to terminate the Lease, and Tenant further covenants that

service by Landlord of any notice pursuant to the unlawful

detainer statutes and the surrender of possession by Tenant

pursuant to such notice shall not, unless Landlord elects to the

contrary in writing at the time of, or at any time subsequent to

the service of such notice, be deemed to be a termination of this

Lease.

20. Holding Over. Should Tenant hold over or continue

in possession of the Premises after the term hereof, with the

consent of Landlord thereto, either expressed or implied, such

holding over shall be a tenancy from month to month subject to

13

2-/002-

all the of this Lease pertaining to the obligations of Tenant,

but all options and rights of first refusal, if any, granted to

Tenant under the terms of this Lease shall be deemed terminated

and be of no further effect udring said month to month tenancy.

21. Notices. Whenever in this Lease it shall be

required that notice or demand be given or served by either party

to this Lease, such notice or demand shall be in writing and

shall be delivered personally or forwarded by registered or

certified mail, postage prepaid, addressed as follows:

To Landlord: CalMat Properties Co. 12901 Ramona Blvd., Ste. E Irwindale, CA 91706

. Attn: Property Manager

To·Tenant: San Gabriel Valley Gun Club 4001 Fish Canyon Blvd. Duarte, CA. 91010

or elsewhere, as the respective parties hereto may from time to

time designate in writing. Any notice given by certified or

registered· .mail shall be deemed to have been given not later than

forty-eight (48) hours after having been deposited in the United

States mail.

22. Assignment and Subletting. Tenant shall not

voluntarily or by operation of law assign, sublet or otherwise

encumber (which term without limitation shall include the grant-

ing of concessions or licenses) the whole or any part of the

Premises without in each instance first having received the

expressed written consent of Landlord, which shall not be

unreasonably withheld. Any assignment, sublease, or encumbrance

(which terms are hereinafter collectively designated as a

"transfer") made without the prior written consent of Landlord

shall be void and of no force and effect. No consent to any

transfer shall constitute a further waiver of the provisions of

this paragraph.

As a precondition to Landlord's consideration for

approval of any proposed transfer, Tenant shall submit to

Landlord in writing:

Ca) The name and legal composition of the

proposed transferee;

14

(b) The proposed ~ransferee's intended use of the

Premises, which shall not be other than the specific use

authorized by this Lease;

ec) Such information as to the proposed

transferee's financial responsibility, business experience, and

standing as Landlord may reasonably require1

(d) A written consent of the proposed transferee

to all the terms and conditions of this Lease and said

transferee's consent to the incorporation of the terms and

conditions of this Lease into any document of transfer; and

"Ce) All of the terms and conditions upon which

the proposed ~ransfer is to he made.

No transfer permitted by Landlord shall relieve Tenant

of its obligation to pay rent and to perform all of the other

obligations to be performed by Tenant hereunder. Before any such

transfer permitted by the terms of this Lease become effective

for any purpose, transferees must in writing assume all of the

obligations of this Lease and agree to be bound by all the terms

of this Lease without in any way limiting or relinquishing or

discharging the original Tenant from any liability under any

provisions of this Lease on account of such transfers. Accep-

tance of rent by Landlord from any other person or entity shall

not be deemed to be a waiver of this provision or of any pro-

vision of this Lease.

In the event of default by any transferee or Tenant or

any successor of Tenant, in the performance of any of the terms

of this Lease, Landlord may proceed directly against Tenant

without the necessity of exhausting remedies against said

transferee. Landlord may consent to subsequent transfers of this

Lease or amendments or modifications to this Lease with

transferees of Tenant without notifying Tenant or any successor

of Tenant and without obtaining its or their consent thereto and

such action shall not relieve the Tenant or Tenant's successor of

liability under this Lease. Notwithstanding any transfer, or any

indulgences, waivers or extensions of time granted by Landlord to

any transferee, or failure by Landlord to take action against any

transferee, Tenant waives notice of any default of any transferee

and agrees that Landlord may at its option proceed against Tenant

without having taken action against or joined such transferee,

except that Tenant shall have the benefit of any indulgences,

waivers and extensions of time granted to any such transferee.

Landlord's written consent to any transfer by Tenant shall not

constitute an acknowledgement that no default then exists under

this Lease of the obligations to be performed by Tenant, nor

shall such consent be deemed a waiver of any then existing

default.

Tenant immediately. and irrevocably assigns to Landlord

as security for Tenant's obligations under this Lease, all rent

from any transferee, and Landlord as assignee and as

attorney-in-fact for Tenant, or a receiver for Tenant appointed

on Landlord's application, may collect such rent and apply it

toward Tenant's obligations under this Lease~ except that, until

the occurrence of an act of default by Tenant, Tenant shall have

the right to collect such rent.

Ninety percent (90%) of all rent received from its

transferee in excess of the rent payable by Tenant to Landlord

under this Lease is hereby assigned to Landlord and shall be paid

to Landlord by Tenant promptly after receipt.

If Tenant consists of more than one person or entity, a

purported transfer, voluntary, involuntary, or by operation of

law, from one Tenant to the other shall be deemed a voluntary

transfer.

If Tenant is a corporation, the stock of which is not

traded through an exchange or over the counter, any dissolution,

merger, consolidation, or other reorganization of Tenant, or the

sale or other transfer of a controlling percentage of the capital

stock of Tenant, or the sale of more than 50% of the value of the

assets of Tenant, shall be deemed a voluntary transfer. The

phrase "controlling percentage" means the ownership of, and the

right to vote, stock possessing more than 50% of the total

combined voting power of all classes of Tenant's capital stock

16

3~/o3

issued, outstanding, and entitled to vote for the election of

directors.

23. Utilities. Tenant shall pay prior to delinquency

all charges for electricity, light and power, water, gas,

telephone and all similar charges which may accme with respect

to the Premises during the term of this Lease. Should Tenant

fail to so pay any utility charge as required herein, Landlord

may, without prejudice to any other right or remedy, pay such

charge, and all amounts so advanced by Landlord shall be added to

and become a part of the installment of rent next coming due

hereunder and shall be so paid by Tenant to Landlord as

additional rental.·

24. Insolvency of Tenant. This Lease and the inter

ests of Tenant hereunder shall not be supject to garnishment or

sale under execution in any suit or proceeding which may be

brought against or by Tenant, without the written consent of

Landlord.

25. Abandonment. Tenant shall not vacate or abandon

the Premises at any time during the term of this Lease and shall

not permit the Premises to remain unoccupied except during and

for the purpose of making such repairs or restoration as may

become necessary under the provisions hereof.

26. Transfer of Landlord's Interest. In the event of

any transfer or transfers of Landlord's interest in the Premises,

the transferor shall be automatically relieved of any and all

obligations and liabilities on the part of Landlord accruing from

and after the date of such transfer.

27. Subordination Agreement. Tenant shall, upon

Landlord's request, execute an estoppel certificate and any

instrument or instruments permitting a mortgage or deed of trust

to be placed on the Premises, or any part thereof covered by said

mortgage or deed of tmst, and subordinating this Lease to said

mortgage or deed of tmst.

28. Signs. Tenant shall not place nor permit to be

placed any sign on the Premises without the prior written

approval of Landlord. Such approval shall not be unreasonably

17

withheld. If Tenant installs or pennits any signs to be

installed on the Premises without first having obtained

Landlord's written approval thereof, Landlord may, after giving

Tenant three (3) days written notice of its disapproval of any

such sign, enter upon the Premises and remove the same at

Tenant's expense. Any sign Shall be purchased, installed,

maintained, and at the end of this Lease, removed by Tenant at

Tenant's sole expense.

29. Interpretation. Time is of the essence of this

Lease. Paragraph headings do not limit or add to the provisions

of this Lease; ·on the contrary, they are to be disregarded upon

any interpretatio~ thereof. The language in all parts of this

Lease shall be in all cases construed according to its fair

meaning, and ?ot strictly for or against Landlord or Tenant. If

any term, covenant, condition or provision of this Lease is held

by a court of competent jurisdiction to be invalid, void or

unenforceable, the remainder of the provisions hereof shall

remain in full force and effect and shall in no way be affected,

impaired or invalidated thereby: provided, however, this Lease

can be reasonably and equitably continued with the remaining

provisions only.

30. Successors and Assigns. This Lease shall bind and

inure to the benefit of the successors and assigns of the parties

hereto, subject to the provisions herein as to assignment and

subletting.

31. Cost of Liti9ation. If either party is compelled

to incur any expenses, including reasonable attorneys' fees, in

cpnnection with any action or proceeding instituted by either

party by reason of any default or alleged default of the other

party hereunder, the party prevailing in such action or proceed

ing shall be entitled to recover its reasonable expenses from the

other party.

32. Quiet Possession. Landlord warrants that Tenant

on paying the rental installments and other payments provided for

hereby, and on keeping, observing, and performing all the other

terms, conditions, and provisions herein contained on the part of

18 s~~~nOO~l :3-/"7

Tenant to be kept, observed and performed, shall, during the full

Lease term, peaceably and quietly have, hold and enjoy the

Premises, subject to the terms, conditions and provisions hereof.

33. Quitclaim Deed. Tenant shall execute and deliver

to Landlord on the expiration or termination of this Lease,

immediately on Landlord's request, a quitclaim deed to the

Premises, in recordable form, designating Landlord as transferee.

34. Relations of Parties. Nothing contained in this

Lease shall be deemed or construed by the parties hereto or by

any third person to create the relationship of principal and

agent or of partnership or of a joint venture between Landlord

and Tenant.

35. Real Estate Brokers~ Finders. Tenant represents

that it has not had dealings with any real estate broker, finder,

or other person, with respect to this Lease in any manner.

Tenant shall hold Landlord harmless from all damages resulting

from any ci"aims that may be asserted against Landlord by any

broker, finder, or other person with whom Tenant has or

purportedly has dealt.

36. Reservation. Landlord reserves the right to

install one or more conveyor system{s) on the Premises and to use

the Premises for right of way purposes for automobiles, trucks

and foot traffic.

37. Entire Agreement. This Lease contains the entire

agreement of the parties hereto with respect to the matters

covered hereby and no other agreement, statement or promises made

by any party hereto or to any employee or agent of any party

hereto which is not contained herein shall be binding or valid.

This Lease terminates and supercedes any and all prior lease(s)

of the Premises, including options therein, between the parties.

1111

.".

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IN WITNESS WHEREOF, Landlord and Tenant have executed

this Lease as of the day and year first above written.

LANDLORD:

TENANT:

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CALMAT PROPERTIES CO.

BY7~ rEB 4 G.H. WEBER

/ YICE PRESIDENT By ______________________ __

SAN GABRIEL VALLEY GUN CLUB

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LEASE.

THIS LEASE (hereinafter called "Lease") is entered into

this ;Jo 71f day of l/{4V , 1.992, by and between CALMAT CO., a /

Delaware corporation (hereinafter called "Landlord"), and SAN

GABRIEL VALLEY GUN CLUB (hereinafter called "Tenant").

RECITALS

A. Landlord is the owner of that certain premises

situated in the city of Azusa, county of Los Angeles, State of

california, as shown outlined in red on the map attached hereto and

incorporated herein ~s Exhibit "An (hereinafter referred to as the

"Premises") •

B. Tenant desires to lease fro~ Landl.ord and Landlord

desires to rent to Tenant, the Premises, upon the following terms

and conditions.

AGREEMENT

1. Lease. Landlord hereby leases ·to Tenant, and Tenant

hereby hires from Landlord, for the term and upon the covenants and

conditions hereinafter provided; the Premises. Landlord does not

lease, but as between Landlord and Tenant specifically hereby

reserves to itself, its successors in interest and assigns, all of

the oil, gas, hydrocarbonous substances, minerals and mineral

rights in and under the land described as the Premises, with the

right to explore therefor, sell, lease and/or remove same;

provided, however, that Landlord will not do any exploration or

other work which will materially affect Tenant's use under this

Lease.

2. Term. The term of this Lease shall be ten (10)

years' commencing on NA y' :J.o . , 1992, and expiri~g on ~~~/~~~~)~----

-,-M..L:rl-f~--UJ==---=-t-i _, 2002.

3. Rental. Tenant agrees to pay Landlord, without

abatement, deduction, offset or prior demand, a rental of Five

Hundred Forty Dollars ($540.00) per month, and at such rate as

adjusted in accordance with the provisions of paragraph 4, payable

1

3--//3

in ... ""vance on the first day of each caJ.endar month during the term

hereof. Should any rental not be paid when due, it shall bear

interest at the maximum rate an individual is permitted by law to

charge.

4. Rental Adjustment. The monthly rental rate of

$540.00 shall be adjusted annually on each adjustment date of this

Lease ("Adjustment Date") as follows: the basis for computing

each adjustment in the monthly rental rate shall be the Consumer

Price Index for Urban Wage Earners and Clerical Workers, Los

Angeles-Anaheim-Riverside Area (Base Year 1982-1984 = 100),

published by the united States Department of Labor, Bureau of Labor

statistics ("CPI"), which is published for the month which is three

(3) months prior to the month in which the commencement date of

this Lease occurs ("Beginning CPI"). The cpr published for the

month which is three (3) months prior to the month in wh~ch the

Adjustment Date in question occurs (ItAdjustment CPI") is to be used

in determining the amount of the adjustment. The monthly rental

rate for each one year period commencing with an Adjustment Date

shali be the result of multiplying the sum of $540.00 by a

fraction, the numerator of which is the Adjustment CPI and the

denominator of which is"the Beginning CPl, provided however, in no

event shall the monthly rental rate be reduced below the monthly

rental rate payable during the immediately preceding period.

ShOUld said Bureau discontinue the publication of the CPI, or

publish the same less frequently, or alter the same in some other

manner, then Landlord may adopt a substitute index or substitute

procedure which reasonably reflects and monitors consumer prices.

5. Rent Abatement. Rent for the first twenty-four (24)

months of the Lease term shall be abated, subject to recapture upon

Tenant's vacation of the Premises before the end of the Lease term

in connection with a Lease default.

6. security Deposit. As security for the faithful

performance of the terms, covenants and conditions of this Lease,

as well as to indemnify Landlord to the extent thereof for any

damages, costs, expenses or attorneys' fees which Landlord may

incur by reason of any default by Tenant under any of the terms,

2

covenants and conditions of this Lease, Tenant hereby deposits with

Landlord the sum of $540.00 which sum shall be paid by Tenant to

Landlord upon execution of this Lease. If Tenant shall not be in

default hereunder on the expiration or termination of the Lease,

Landlord shall promptly repay to Tenant the then balance of said

security deposit. In the event that Tenant shall be in default

hereunder, on or at any time prior to the expiration or termination

of this Lease, Landlord may apply the security deposit in payment

of its costs, expenses and attorneys' fees in enforcing the terms

hereof, and/or in payment of any damages suffered by Landlord;

prOVided, however, that nothing herein contained shall be construed

to mean that the recovery of damages by Landlord against Tenant

shall be limited to the amount of the security deposit. In the

event that any portion or all of the security deposit is applied as

aforesaid during the term nereof, then Tenant shall deposit with

Landlord additional amounts so that the security deposit in the

possession of Landlord shall be restored to the aforementioned

required amount.

7. Improvements to the Premises. Tenant leases the

Premises in an "as is" condition. Tenant's entry into possession

of the Premises shall be deemed it's acceptance of the condition of

the Premises. Tenant shall not construct additional improvements

to the Premises without Landlord's prior written approvaL Such

approval shall not be unreasonably withheld; provided, however,

that construction of imprOVements, including delivery of materials

to be used for the construction, shall not commence until after

Landlord has received notice 'from Tenant stating the date on which

the construction is to commence, so as to enable Landlord to post

and record an appropriate notice of nonresponsibility, and provided

further that said improvements and construction thereof comply

fully with all laws, ordinances and governmental regulations

applicable thereto. Title to all improvements made at Tenant's

expense shall remain in Tenant until the expiration or termination

of this Lease. Tenant shall not remove any improvements made by it

and upon expiration or termination of this Lease, title to such

improvements shall forthwith vest in Landlord; provided, however I

J

3--/(5

that Landlord in its discretion may, by written notice to Tenant,

require Tenant to remove any improvements made by Tenant on or

before the date of expiration or termination, even though under the

terms of this paragraph such improvements would otherwise become

the property of Landlord.

S. Taxes and Assessments. Tenant shall payor cause to

be paid before delinquency all personal property taxes and all

taxes levied or assessed on account of any property in, on, or

attached to the Premises, including without limitation property

installed by or for Tenant, regardless of how, or to whom such

taxes are assessed and whether such property so installed is

assessed as personal property or as a part of the real property.

Also, Tenant shall pay to Landlord as additional rental

within thirty (30) days after receipt of written statement from

Landlord setting forth the amount thereof, the amount of all real

estate taxes, or any other form of assessment, including without

limitation license taxes, commercial rental taxes, levies, charges,

penalties, or similar imposition, imposed by any authority having

the direct power to tax, including any city, county, state or

federal government, or any school, agricultural, lighting, drainage

or other improvement or special assessment district thereof, as

against any legal or equitable interest of Landlord in the

premises, for a period within the term hereof. without limiting

the generality of the foregoing, the aforementioned taxes and

asse~sments shall include: any tax on Landlord's right to rents or

other income from the Premises or as against Landlord's business of

leasing the Premises; any assessment, t.ax, fee, levy or charge in

substitution, partially or totally, of any assessment, tax, fee,

levy or charge previously inclUded within the definition of real

property tax, it being acknowledged that Proposition 13 was adopted

by the voters of the state of California in the June 1978 election

and that assessments, taxes, fees, levies and charges may be

imposed by governmental agencies for such services as fire

protection, street, sidewalk and road maintenance, refuse removal

and for other governmental services formerly provided without .

charge to property owners or occupants; and any assessment, tax,

4

3-//~

(

fee,- levy, or charge allocable to or measured by the area of the

Premises or the rent payable hereunder, including, without

limitation, any gross receipts tax or excise tax levied by the

state, city, or federal government, or any political subdivision

thereof, with respect to the receipt of such rent, or upon or with

respect to the possession, leasing, operating, management,

maintenance, alteration, repair, use or occupancy by Tenant of the

premises, or any portion thereof. Tenant shall bear any business

tax imposed upon Landlord by the state of California or any

political SUbdivision thereof which is based or measured in whole

or in part by amounts charged or received by the Landlord under

this Lease, excluding state Franchise Taxes and Federal Income

Taxes.

9. Use of Premises. Tenant agrees that the Premises

shall not be used for any purpose except as a pistol, rifle and

trap and skeet range. Tenant may operate as a private club,

however, the facilities on the Premises must also be open to the

public. Tenant agrees, at its own cost and expense, to comply with

all laws, rules, regulations, ordinances and statutes of any and

all municipal, county, state and federal authorities which are now

in effect or which may hereafter become effective pertaining to the

use of the Premises and its occupancy by Tenant. Tenant shall not

commit, or suffer to be committed, any waste upon the Premises, or

any public or private nuisance. Tenant shall not occupy or use the

premises during the term of this Lease in such a manner as to

interfere with the use or occupancy of any property adjacent to the

premises, or to interfere with the use of the Premises or any part

thereof after termination of this Lease. Landlord makes no

warranty or representation as to the suitability of the Premises

for the use herein stated or any use. In the event of any new,

changed, or unforeseen circumstances, Landlord shall have the right

to establish reasonable rules and regulations regarding Tenant's

permitted use of the Premises, excluding rules or regulations

regarding the type or size of ammunition or shot, and Tenant agrees

to observe all such reasonable rules and regulations. Except for

ammunition, propellant powder, normal gun cleaning solvents, diesel

5

fue. in safety cans, and fuel in vehicLe fuel tanks, all of which

shall at all times be stored, handled, used and disposed of in

strict accordance with all applicable laws and regulations, Tenant

shall not cause or permit any "Hazardous Material" (as hereinafter

defined) to be brought upon, kept, or used in or about the Premises

by Tenant, its agents, employees, contractors or invitees. As used

herein, the term "Hazardous Material" means any hazardous or toxic

substance, material or waste which is or becomes regulated by any

local authority, the state of California or the United states

Government.

10. Maintenance and Repair. Tenant shall at its own

expense maintain and keep the Premises in good repair and condition

throughout the term hereof and shall pay all costs of operation and

maintenance on the Premises whether ordinary or extraordinary and

foreseen or unforeseen, including but not limited to all costs

incurred due to the negligence, carelessness, misconduct or fault

of Tenant or its agents, licensees, or invitees. Landlord shall

not be required to make any improvements, alterations, qhanges,

additions, repairs or replacements whatsoever in or to the

Premises. Tenant waives all provisions of law, including but not

limited to Civil Code §§1941 and 1942, with respect to Landlord's

Obligations for tenantability of the Premises and Tenant's right to

make repairs and deduct the cost of such repairs from rent. Should

Tenant at any time during the term hereof fail to keep the Premises

or the appurtenances thereof in good condition, order, or repair as

reqUired, Landlord or its agents may enter the Premises to perform

maintenance or make repairs and the cost cif same shall be added to

and become a part of the installment of rent next coming due

hereunder and shall be so paid by Tenant to Landlord as additional

rental.

Upon the expiration of this Lease or upon any· 'termination

herein provided, Tenant shall at its sole cost and expense remove

from the Premises all Tenant's personal property, and clean up and

remove from the Premises all rubbish and debris and turn over the

Premises to Landlord in good order and in a safe, sanitary

condition. Should Tenant fail to do so, Landlord may at its option

6

3-//7

make those removals required above or do such work as shall be

required to return the Premises to an orderly and safe, sanitary

condition and the cost thereof to Landlord shall be immediately

repaid by Tenant to Landlord.

11. Damage or Destruction. If the Premises or any

portion thereof shall be destroyed or damaged by any causes

Whatsoever, the following provisions shall apply:

(a) If the damage and repair thereof is of such

nature and extent as not to interfere substantially with the use of

the Premises by Tenant, this Lease shall remain in effect and there

shall be no abatement of rent.

(b) If the damage or repair thereof is of such

nature and extent as to interfere substantially with, or prevent,

the use of the Premises by Tenant, this Lease shall remain in

effect and there shall be no abatement of rent if Tenant is

responsi9le for such repair. If Landlord is responsible for repair

thereof, Landlord may, in its sole and absolute discretion,

terminate this Lease and all obligations thereafter accruing

hereunder shall terminate, or, in its sole and absolute discretion,

Landlord may continue this Lease in effect, provided however that

Tenant's use of the Premises and the rental due hereunder shall be

suspended for the period of restoration, commencing from the date

on which Tenant gives Landlord written notice of such damage.

In no event shall Landlord be required to restore the

Premises. Tenant waives the provisions of Civil Code §§19J2(2) and

193J(4) and any successor provisions of law with respect to damage

or destruction of the Premises.

12. Landlord's Entry. Landlord or its agents shall at

all reasonable times have the right to enter the Premises and any

structures thereon for the purpose of examination and inspection,

or making repairs at Tenant's expense which Tenant has failed to

make, or exercising any of the rights of Landlord under this Lease,

or for posting notices required or permitted by law. Landlord

reserves the right of entry to show the Premises to prospective

brokers, agents, tenants or purchasers and to place and maintain

7

"For. Rent", "For Lease" or "For Sale" signs in one or more

conspicuous places on the Premises.

13. Safetv. Tenant shall adopt whatever measures may be

necessary for properly policing the Premises and maintaining

reasonable standards of safety and for the prevention of dumping or

similar activities on the Premises. Tenant shall adopt, and at all

times operate under and enforce written rules and procedures for

use of the Premises concerning, without limitation, eye and ear

protection and general safety routine. Proposed rules and

procedures shall be submitted to Landlord prior to the commencement

date of this Lease. Tenant's use of the Premises shall not

commence under this Lease until Landlord has approved the proposed

rules and procedures, which approval shall not be unreasonably

withheld. All changes and modifications to such approved rules and

procedures shall likewise be approved by Landlord before

implementation.

Tenant agrees at all times during the term of the Lease

that it will be its sole responsibility to assure compliancecwith

the requirements of the Occupational Safety and Health Act of 1970,

29 U.S.C. §651 et seq., the California Occupational Health and

Safety Act of 1973, Labor Code S6300 et seq., and the Federal Mine

Safety and Health Act of 1977, 30 U.S.C. saOl et seq., (referred to

hereinafter as "the Acts"), to the extent that the Acts apply to

the Premises and any activities thereon. Without limit-ing the

foregoing, Tenant agrees to maintain all working areas, all

machinery, structures, electrical facilities and the like upon the

Premises in a condition that fully complies with the requirements

of the Acts, including such requirements as would be applicable

with respect to agents, employees or contractors of Landlord who

may from time to time be present upon the Premises. Without

limitation, Tenant agrees to inde:mnify and hold harmr"ess Landlord

from any liability, claims or damages arising as a result of a

breach of the foregoing agreement and from all costs, expenses and

charges arising therefrom, including, without limitation,

attorneys' fees and court costs incurred by Landlord in connection

therewith.

8

14. condemnation. If all the Premises, or such a

portion thereof as to leave the remainder unusable by Tenant for

its intended use hereunder, shall be appropriated or taken by any

governmental authority under eminent domain proceedings or

otherwise (which taking shall include a sale by Landlord to any

governmental authority, either after an action is filed or while

under the threat of a taking), then this Lease shall terminate at

the time of actual physical taking of possession by such govern

mental authority, and Landlord and Tenant shall thereupon be

released from all liabilities thereafter accrued under this Lease.

In the event that any portion of the Premises is so

taken, and the remaining portion is still usable to Tenant for its

intended use hereunder, then this Lease shall remain in full force

and effect as to such remaining portion, and there shall be a

proportionate abatement of rent based upon the impairment to

Tenant's use of the premises arising from the taking when compared

with Tenant's use prior to the taking.

In the event of any such taking, neither this Lease nor

the leasehold interest created herein shall be an asset of Tenant,

and Landlord shall be entitled to receive the entire award or

compensation arising from the taking; provided, however, that

Tenant shall be entitled to receive any amount awarded as

compensation for the taking of fixtures and equipment owned by

Tenant and which would not, by the terms of this Lease, become

property of the Landlord.

15. Consents and Waivers. The giving of any consent, or

the waiver of any requirement of its consent, hereunder by Landlord

or the breach by Tenant of any provisions requiring such consent of

Landlord, shall not annul or render inoperative any provisions

hereof requiring such consent. No consent given by Landlord to any

act or omission of Tenant shall be construed as a consent to any

other or further or different act or omission. No act or omission,

acquiescence or forgiveness by Landlord of any failUre by Tenant to

perform any terms or conditions of this Lease shall be deemed or

construed to be a waiver by Landlord of the right, at all times

thereafter, to insist upon the full and complete performance by

9

Tenant of the terms and conditions of this Lease, unless a written

amendment to this Lease setting forth the change is executed by

both· Landlord and Tenant. The acceptance of rent hereunder by

Landlord shall not be deemed a waiver of any breach hereunder by

Tenant other than the failure to pay the particular rental so

accepted. No waiver by Landlord of any breach by Tenant hereunder

shall constitute a waiver of any other breach of Tenant, regardless

of knowledge of Landlord thereof. The rights and remedies of

Landlord hereunder are cumUlative and shall not be deemed to be

exclusive of any other remedy or right conferred by law, and the

exercise by Landlord of any right or remedy (whether conferred

hereby or conferred by law) shall not impair Landlord's right to

exercise any other right or remedy.

16. Liens. Tenant agrees to pay any and all liens and

claims that may be asserted or claimed against the Premises by

reason of anything done or ordered to be done by Tenant in, on, or

about the Premises and that if any such lien shall be asserted

against the Premises or if any execution or judgment against Tenant

upon any claim, suit or proceeding against Tenant shall be levied

against the Premises or against any interest therein, then Tenant

within thirty (30) days after the same shall have been levied,

shall cause the same to be discharged or paid or make adequate

provisions satisfactory to Landlord for the payment, satisfaction,

or discharge of the same; provided, however, that nothing herein

contained shall be construed so as to prevent Tenant from

contesting in good faith the legality of any such lien, claim or

levy, provided that Tenant furnish to the Landlord a good and

sufficient bond in an amount and in form and with surety

satisfactory to the Landlord fully protecting Landlord against any

loss, damage, costs. or expense arising by reason of any such lien,

claim or levy_pending the final determination thereof.

17. Indemnification and Exculpation of Landlord. Tenant

shall indemnify and defend Landlord and save him harmless from and

against any and all claims, actions, damages, liability and

expenses in connection with loss of life, bodily injury or damage

to property arising from or out of any occurrence in, upon or at

10

• the ~remises or the improvements, or the occupancy or use by Tenant

of the Premises or the improvements or any part thereof, or

occasioned wholly or in part by any act or omission of Tenant, its

agents, contractors, employees or servants, except to the extent

such loss of life, bodily injury or damage to property is caused by

the active negligence or wilful misconduct of Landlord.

Landlord shall not be liable to Tenant for any damage to

Tenant or Tenant's property from any cause whatsoever except to the

extent such damage is caused by the active negligence or wilful

misconduct of Landlord. Except as otherwise set forth in this

paragraph 17, Landlord shall not be liable to Tenant or any other

person for any damage caused or contributed to by the condition of

the Premises or any failUre to repair same, or by the making of any

repairs, alterations, or additions thereto. Tenant waives all

claims against Landlord for damage to person or property arising

for any reason except to the extent claims arise from the acti~e

negligence or wilful misconduct of Landlord.

18. Insurance. Tenant shall keep in full force and

effect during the term of this Lease, Worker's compensation

Insurance covering all employees of Tenant with a waiver of

subrogation as to Landlord and comprehensive general liability and

property damage insurance covering all its operations on or related

to the premises. The limits of such comprehensive general

. liability and property damage insurance shall not be less than TWo

Million Dollars ($2,000,000.00) combined single limit. All such

comprehensive general liability and property damage policies shall

be procured and maintained through an insurance broker and company

acceptable to Landlord (which acceptance shall not be unreason~blY

withheld), shall name Landlord as an additional insured, shall

provide for at least thirty (30) days prior written notice to

Landlord of cancellation or termination, and, if obtainable from

Tenant's insurance carrier, shall contain cross-liability

endorsements in substantially the following form:

"The inClusion of more than one corporation, person, organization, firm or entity as insured under this policy shall not in any way affect the rights of any such corporation, person, organization, firm or entity either as respects any claim, demand, suit or judgment made, or

11

3--/~3

brought by, or in favor of any other insured, or by or in favor or any employee of such other insured."

Certified copies of such insurance policies or certificates

evidencing such insurance shall at all times be supplied to

Landlord. Tenant shall immediately notify Landlord of any lapse,

termination or cancellation, actual or contemplated, of such

policies. Insurance requirements shall be subject to reasonable

revision by Landlord in the event Tenant's activities change to

such an extent as to make additional protection necessary.

19. Default. If one or more of the following events

shall occur:

(a) Tenant shall default in the payment of rent or

in the payment of any sum due and owing by Tenant to Landlord and

shall fail to rectify said default within three (3) days after

being served with written notice thereof by Landlord;

(b) Tenant shall make an assignment for the benefit

of creditors;

(c) Tenant shall file a petition or answer seeking

reorganization or arrangement under any laws of the united states

relating to bankruptcy or any other applicable statute;

(d) An attachment or execution shall be levied upon

Tenant's property or interest under this Lease, and shall not be

satisfied or released within thirty (30) days thereafter unless

Tenant protects Landlord by bond or other security acceptable to

Landlord;

Ce) An involuntary petition in bankruptcy shall be

filed against Tenant, or receiver or trustee for all or any part of

property of Tenant under this Lease shall be appointed by any

court, and such petition shall not be withdrawn, dismissed or

discharged, or such receiver or trustee removed, within sixty (60)

days from filing or appointment thereof; or

ef) Default shall be made in the performance or

observance of any other covenant, agreement, obligation, provisions

or condition to be performed or kept by Tenant under the terms and

provisions of this Lease and such defaUlt shall continue for thirty

(30) days after written notice thereof given by Landlord to Tenant,

12

unless such default is other than in the payment of money, cannot

reasonably be cured within such thirty (30) days, and Tenant

commences to cure the same within such thirty (30) days and

thereafter prosecutes the effort to cure the same diligently to

completion;

Then, and in any or either of such events Landlord may,

at its option, terminate this Lease by serving written notice

thereof on Tenant, and, with or without process of law, re-enter

and take complete possession of the Premises, and with or without

process of law remove all persons therefrom, and all right, title

and interest of the Tenant, in and to the Premises shall

immediately thereupon cease and terminate, and Tenant hereby

covenants in such event to peacefully and quietly yield up and

surrender said Premises to Landlord, remove from the Premises all

Tenant's personal property, and clean up and remove all rubbish and

debris, and restore and leave the Premises in an orderly, safe and

sanitary condition, and to execute and deliver to Landlord such

instrument or instruments as will properly evidence termination of

its rights hereunder and its interest herein as shall be required

by Landlord. Upon such termination, Landlord may recover from

Tenant:

(i) The worth at the time of award of the

unpaid rent which had been earned at the time of

termination;

(ii) The worth at the time of award of the

amount by which the unpaid rent which would have been

earned after termination until the time of award exceeds

the amount of such rental loss that Tenant proves could

have been reasonably avoided;

(iii) The worth at the time of award of the

amount by which the unpaid rent for the balance of the

term after the time of award exceeds the amount of such

rental loss for such period that Tenant proves could be

reasonably avoided; and

(iv) Any other amount necessary to compensate

Landlord for all the detriment proximately caused by

13

Tenant's failure to perform his obligations under this

Lease, or which in the ordinary course of things would be

likely to result therefrom.

The "WOl;'th at the time of award" of the amounts referred

to in subparagraphs (i) and (ii) of this paragraph is computed by

allowing interest at the maximum rate an individUal is permitted by

law to charge. The worth at the time of award of the amount

referred to in subparagraph (iii) is computed by discounting such

amount at the discount rate of the Federal Reserve Bank of San

Francisco at the time of award plus one percent (1%).

Even though Tenant may be in default under this Lease and

has abandoned the Premises, Landlord may continue the Lease in

effect for so long as Landlord does not terminate the Tenant's

right to possession, and Landlord may enforce all his rights and

remedies under this Lease, including the right to recover the

rentals as they become due ~der the Lease. Landlord shall not be

deemed to have terminated this Lease by his acts of maintenance or

preservation or efforts to relet the Premises, the appointment of a

receiver on initiation of Landlord to protect its interest under

this Lease, or by any action in unlawful detainer, unless Landlord

notifies Tenant in writing that he has elected to terminate the

Lease, and Tenant further covenants that service by Landlord of any

notice pursuant to the unlawful detainer statutes and the surrender

of possession by Tenant pursuant to such notice shall not, unless

Landlord elects to the contrary in writing at the time of, or at

any time subsequent to the service of such notice, be deemed to be

a termination of this Lease.

20. Holding Over~ Should Tenant hold over or continue

in possession of the Premises after the term hereof, with the

consent of Landlord thereto, either expressed or implied, such

holding over shall be a tenancy from month to month subject to all

the terms of this Lease pertaining to the obligations of Tenant.

21. Notices. Whenever in this Lease it shall be

required that notice or demand be given or served by either party

to this Lease, such notice or demand shall be in writing and shall

3 -/:;2~

be d'elivered personally or forwarded by certified mail, postage

prepaid, addressed as follows:

To Landlord:

To Tenant:

CalMat Co. 13139 Ramona Boulevard, suite G Irwindale, CA 91106-3191 Attn: Property Manager

San Gabriel Valley Gun Club 4001 Fish Canyon Boulevard Duarte, CA 91010

or elsew~ere, as the respective parties hereto may from time to

time designate in writing. Any notice given by certified mail

shall be deemed to have been given not later than forty-eight (48)

hours a,fter having been deposited in the united states mail.

22. Assignment and Subletting. Tenant shall not

voluntarily or by operation of law assign, sublet or otherwise

encumber (which term without limitation shall include the granting

of concessions or licenses) the whole or any part of the Premises

without in each instance first having received the expressed

written consent of Landlord, which shall not be unreasonably

withheld. Any assignment, sublease, or encumbrance (which terms

are hereinafter collectively designated as a "transfer") made

without the prior written 'consent of Landlord shall be. void and of

no force and effect. No consent to any transfer shall constitute a

further waiver of the provisions of this paragraph.

Landlord hereby consents to the concession currently

granted without written agreement by Tenant to Frank Ruiz, Mark

Ruiz and Doug Level, dba the Gun Club Restaurant, for operation of

a short order restaurant on the Premises, provided however Landlord

reserves the right to review and approve or disapprove any written

agreement for such concession; such approval shall not be

unreasonably withheld.

As a precondition to Landlord's consideration for

approval of any proposed transfer, Tenant shall submit to Landlord

in writing:

(a) The name and legal composition of the proposed

transferee;

(b) The proposed transferee's intended use of the

premises, which shall not be other than the specific .use authorized

by this Lease;

15

• It (c) Such information as to the proposed

transferee's financial responsibility, business experience, and

standing as Landlord may reasonably require;

(d) A written consent of the proposed transferee to

all the terms and conditions of this Lease and said transferee's

consent to the incorporation of the terms and conditions of this

Lease into any document of transfer; and

(e) All of the terms and conditions upon which the

proposed transfer is to be made.

No transfer permitted by Landlord shall relieve Tenant of

its obligation to pay rent and to perform all of the other

obligations to be performed by Tenant hereunder. Before any such

transfer permitted by the terms of this Lease become effective for

any purpose, transferees must in writing assume all of the

obligations of this Lease and agree to be bound by all the terms of

this Lease without in any way limiting or relinquishing or

discharging the original Tenant from any liability under any

provisions of this Lease on account of such transfers. Acceptance

of rent by Landlord from any other person or entity shall not be

deemed to be a waiver of this provision or of any provision of this

Lease.

In the event of default by any transferee or Tenant or

any successor of Tenant, in the performance of any of the terms of

~is Lease, Landlord may proceed directly against Tenant without

the necessity of exhausting remedies against said transferee.

Landlord may consent to subsequent transfers of this Lease or

amendments or modifications to this Lease with transferees of

Tenant without notifying Tenant or any successor of Tenant and

without obtaining its or their consent thereto and such action

shall not relieve the Tenant or Tenant's successor of liability

under this Lease. Notwithstanding any transfer, or any

indUlgences, waivers or extensions of time granted by Landlord to

any transferee, or failure by Landlord to take action against any

transferee, Tenant waives notice of any default of any transferee

and agrees that Landlord may at its option proceed against Tenant

without having taken action against or joined such transferee,

16

• • except that Tenant shall have the benefit of any indulgences,

waivers and extensions of time granted to any such transferee.

Landlord's written consent to any transfer by Tenant shall not

constitute an acknowledgement that no default then exists under

this Lease of the obligations to be performed by Tenant, nor shall

such consent be deemed a waiver of any then existing default.

Tenant immediately and irrevocably assigns to Landlord as

security for Tenant's obligations under this Lease, all rent from

any transferee, and Landlord as assignee and as attorney-in-fact

for Tenant, or a receiver for Tenant appointed on Landlord's

application, may collect such rent and apply it toward Tenant's

obligations under this Lease; except that, until the occurrence of

an act of default by Tenant, Tenant shall have the right to collect

such rent.

ExceP.t for short order restaurant concession, ninety

percent (90%) of all rent received from Tenant's transferee in

excess of the rent payable by Tenant to Landlord under this Lease

is hereby assigned to Landlord and shall be paid to Landlord by

Tenant promptly after receipt.

If Tenant consists of more than one person or entity, a

purported transfer, voluntary, involuntary, or by operation of law,

from one Tenant to the other shall be deemed a voluntary transfer.

If Tenant is a corporation, the stock of Which is not

traded through an exchange or over the counter, any dissolution,

merger, consolidation, or other reorganization of Tenant, or the

sale or other transfer of a controlling percentage of the capital

stock of Tenant, or the sale of more than 50% of the value of the

assets of Tenant, shall be deemed a voluntary transfer. The phrase

"controlling percentage" means the ownership of, and the right to

vote, stock possessing more than 50% of the total combined voting

power of all classes of Tenant's capital stock issued, outstanding,

and entitled to vote for the election of directors.

Notwithstanding the provisions regarding the transfer of corporate

stock, a change in the membership of the Tenant as the result of

normal terminations and issuances of memberships in the course of

17

• the normal activities of the Tenant will not be considered in

determining whether there has been a transfer of the Lease.

23. Utilities. Tenant shall pay prior to delinquency

all charges for electricity, light and power, water, gas, telephone

and all similar charges which may accrue with respect to the

Premises during the term of this Lease. Should Tenant fail to so

pay any utility charge as required herein, Landlord may, without

prejudice to any other right or remedy, pay such charge, and all

amounts so advanced by Landlord shall be added to and become a part

of the installment of rent next coming due hereunder and shall be

so paid by Tenant to Landlord as additional rental.

24. Insolvency of Tenant. This Lease and the interests

of Tenant hereunder shall not be subject to garnishment or sale

under execution in any suit or proceeding which may be brought

against or by Tenant, without the written consent of Landlord.

25. Transfer of Landlord's Interest. In the event of

any transfer or transfers of Landlord's interest in the Premises,

the transferor shall be automatically relieved of any and all

obligations and liabilities on the part of Landlord accruing from

and after the date of such transfer.

26. subordination Agreement. Tenant shall, upon

Landlord's request, execute an estoppel certificate and any

instrument or instruments permitting a mortgage or deed of trust to

be placed on the Premises, or any part thereof covered by said

mortgage or deed of trust, and subordinating this Lease to said

mortgage or deed of trust.

27. ~. Tenant shall not place nor permit to be

placed any sign on the Premises without the prior written approval

of Landlord. Such approval shall not be unreasonably withheld. If

Tenant installs or permits any signs to be installed on the

premises without first having obtained Landlord's written approval

thereof, Landlord may, after giving Tenant three (3) days written

notice of its disapproval of any such sign, enter upon the Premises

and remove the same at Tenant's expense. Any sign shall be

purchased, installed, maintained, and at the end of this Lease,

removed by Tenant at Tenant's sole expense.

18

'.

28. Interpretation. Time is of the essence of this

Lease. Paragraph headings do not limit or add to the provisions of

this Lease; on the contrary, they are to be disregarded upon any

interpretation thereof. The language in all parts of this Lease

shall be in all cases construed according to its fair meaning, and

not strictly for or against Landlord or Tenant. If any term,

covenant, condition or provision of this Lease is held by a court

of competent jurisdiction to be invalid, void or unenforceable, the

remainder of the provisions hereof shall remain in full force and

effect and shall in no way be affected, impaired or invalidated

thereby; provided, however, this Lease can be reasonably and

equitably continued with the remaining provisions only.

29. Successors and Assigns. This Lease shall bind and

inure to the benefit of the successors and assigns of the parties

hereto, subject to the provisions herein as to assignment and

subletting.

30. Cost of Litigation. If either party is compelled to

incur any expenses, including reasonable attorneys' fees, in

connection with any action or proceeding instituted by either party

by reason of any default or alleged default of the other party

hereunder, the party prevailing in such action or proceeding shall

be entitled to recover its reasonable expenses from the other

party.

31. Quiet Possession. Landlord warrants that Tenant on

paying the rental installments and other payments provided for

hereby, and on keeping, observing, and performing all the other

terms, conditions, and provisions herein contained on the part of

Tenant to be kept, observed and performed, shall, during the full

Lease term, peaceably and quietly have, hold and enjoy the

Premises, subject to the terms, conditions and provisions hereof.

32. Quitclaim Deed. Tenant shall execute and deliver to

Landlord on the expiration or termination of this Lease,

immediately on Landlord's request, a quitclaim deed to the

Premises, in recordable form, designating Landlord as transferee.

33. Relations of Parties. Nothing contained in this

Lease shall be deemed or construed by the parties hereto or by any

19

third person to create the relationship of principal and agent or

of partnership or of a joint venture between Landlord and Tenant.

34. Real Estate Brokers; Finders. Tenant represents

that it has not had dealings with any real estate broker, finder,

or other person, with respect to this Lease in any manner. Tenant

shall hold Landlord harmless from all damages resulting from any

claims that may be asserted against Landlord by any broker, finder,

or other person with whom Tenant has or purportedly has dealt.

35. Reservation. Landlord reserves the right to install

one or more conveyor system(s) on the Premises and to use the

Premises for right of way purposes for automobiles, trucks and foot

traffic provided such installation and use does not unreasonably

interfere with Tenant's use of the Premises. Landlord reserves the

right to use and landscape the stockpile area in back of the range

area of the Premises, as illustrated on the landscape plan attached

hereto as Exhibit "8".

36. Tenant Improvements. Tenant acknowledges and agrees

that Landlord intends to, and shall have the right to, at

Landlord's cost and expense: (a) realign the pistol range

presently situated on the Premises so as to cause the line of fire

to be parallel, more or less at Landlord's discretion, to the

westerly boundary line of the Premises, and (b) remove an area

fifty (50) feet in width and parallel to said boundary line from

use by the pistol range, all as shown on the landscape plan

attached hereto as EXhibit "B". Landlord is hereqy authori2;ed to

enter upon the Premises, upon reasonable prior notice, to perform

the above mentioned realignment and removal.

37. Entire Agreement. This Lease contains the entire

agreement of the parties hereto with respect to the matters covered

hereby and no other agreement, statement or promises made by any

party hereto or to any employee or agent of any party hereto which

is not contained herein shall be binding or valid.

I I I I

20

3-/3~

IN WITNESS WHEREOF, Landlord and Tenant have executed

this Lease as of the day and year first above written.

LANDLORD:

TENANT: SAN GABRIEL VALLEY GUN CLUB

BY}-YJJ By ./.Lt-~

21

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FIRST AMENDMENT TO LEASE

This Amendment (this "First Amendment") is entered into by and between CALMAT CO., a Delaware corporation, ("Landlord") and SAN GABRIEL V ALLEY GUN CLUB, ("Tenant").

RECITALS

A. Landlord-is the owner of certain real property located in the City of Azusa, County of Los Angeles, State of California, (the "Premises") and more particularly shown on Exhibit "A".

B. Landlord and Tenant are parties to that certain Lease dated May 20, 1992 (the "Lease") with respect to the Premises.

C. The parties desire to amend the Lease to change the tenn of the lease to an eighteen (18) month rolling term, and to change the rental rate, as hereinafter set forth.

AGREEMENT

1. Effective May 20, 2002, the term of the Lease shall be an eighteen (18) month rolling term. Either party may terminate the Lease at any time upon eighteen (18) months' prior written notice to the other.

2 The rental rate shall remain at the current rate, including cpr adjustments in accordance with the provision of Paragraph 4 of the Lease, until June 1,2002. Effective June 1, 2002, the rental rate shall be two thousand dollars ($2,000.00) per month, which shall thereafter be adjusted for CPI per paragraph 4 ofthe Lease except that the "Adjustment Date" shall be June 1 of each year.

3. The parties acknowledge receipt of valuable consideration for the agreements herein.

4. Except as otherwise specifically set forth herein, all of the terms and conditions ofthe Lease shall remain in full force and effect.

Dated this / f!) day of Mil Y , ,2002.

LANDLORD: CAL~MATCO' r

BY:'4-~~~~~~~~~~ ______ __ Title:~

TENANT: SAN GABREIL VALLEY GUN CLUB

By: /~~ Title: e1-t::7;d 71vtE' oA7cse

H:lMy DocumcnlSlLEASE DOCUMENTSISnn Gabrirl Gun GublSan gab KIIII Finl Amcm/.doc

3-/30

EXHIBIT J

3-/317

~'------- (

CERTWIED MAlL

San Gabriel Valley Ow Club 4001 Fish Canyon Road Duarte., California 91010-1699 Attention: Property Manager

RE: Termination of Lease

To Whom It May Concern:

Western DMsIon

May 4, 2005

In accordance with that certain Lease Agreement dated May 20, 1992 by and between . CalMat Co. and San Gabriel Valley Gun Club, and that certain Lease Amendment dated May 15,2002, by and between the parties (collectively the "Lease"), specificaUyparagraph 1 of the Lease Amendment which reads:

Effective May 20,2002, the term of the Lease shall be eighteen (18) month rolling tenn. Either party may terminate the Lease at any time upon eighteen (18) months' prior written notice to the other .

. " This ldtq- sbaU~tute written notice of the termination of the Lease. The Lease will teIminate eighteen (18) monthS from the date ofyout receipt of this notice.

Sincerely,

~O-Alan Wessel General Manager and Vice President, Southern California

3200 SAN FERNANDO ROAD. LOS ANGELES, Ct\UFORNIA 90065-1415. TElEPHONE 323 258-27n

:3-/3g

PROOF OF SERVICE

STATE OF CALIFORNIA, CITY AND COUNTY OF LOS ANGELES

I am employed in the County of Los Angeles, State of California. I am over the aWe of 18 and not a party to the within action; my business address is: 1900 Avenue of the Stars, i Floor, Los Angeles, California 90067.

On February 24,2012 Iserved the document(s) described as PLAINTIFF'S REQUEST FOR JUDICIAL NOTICE IN SUPPORT OF PLAINTIFF'S OPPOSITION TO DEFENDANT'S DEMURRER AND MOTION TO STRIKE in this action addressed as follows:

C.D. Michel W. Lee Smith Thomas E. Maciejewski MICHEL & ASSOCIATES, P.e. 180 East Ocean Boulevard, Suite 200 Long Beach, CA 90802 Telephone: 562.216.4444 Facsimile: 562.216.4445 Attorneys for Defendant San Gabriel Valley Gun Club

D (BY MAIL) I am "readily familiar" with the business' practice for collection and processing correspondence for mailing. Under that practice true and correct copies of the aforementioned document(s) was deposited, in a sealed envelope with postage thereon fully prepaid, with the U.S. Postal Service on that same day to be mailed via first class mail at Los Angeles, California in the ordinary course of business. I am aware that on motion of the party served, service is presumed invalid if postal cancellation date or postage meter date is more than one day after date of deposit for mailing in affidavit.

D (BY ELECTRONIC SERVICE) On ,I transmitted the aforementioned document(s) directly, through an agent, or through a designated electronic filing service provider to the aforementioned electronic notification addressees). The transmission originated from my electronic notification address, which is , and was reported as complete and without error. Pursuant to Rule 2.260(f)(4), I will maintain a printed form of this document bearing my original signature and will make the document available for inspection and copying on the request of the court or any party to the action or proceeding in which it is filed, in the manner provided in rule 2.2S7(a).

(BY OVERNIGHT DELNERY) I placed the aforementioned document(s) in a sealed envelope with postage thereon fully prepaid and I caused said envelope to be delivered overnight via an overnight delivery service in lieu of delivery by mail to the addressee( s).

Executed on February 24,2012 at Los Angeles, California.

I declare under penalty of perjury under the laws of the Sta above is true and correct.

LA 8594486vl