Document for BEACON RESIDENTIAL COMMUNITY ASSOCIATION VS. CATELLUS THIRD AND KING LLC et al

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                                WU MAD AEM

SUPERIOR COURT OF CALIFORNIA
COUNTY OF SAN FRANCISCO

Document Scanning Lead Sheet
Aug-18-2010 10:29 am

Case Number: CGC-08-478453
Filing Date: Aug-18-2010 10:15
Juke Box: 001 Image: 02943335
CROSS COMPLAINT

,EACON RESIDENTIAL COMMUNITY ASSOCIATION VS. CATELLUS THIRD AND KING LL

001002943335

Instructions:
Please place this sheet on top of the document to be scanned._

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Charles A. Hansen (Bar No. 76679) F L ’ E ! .
Peter J. Laufenberg (Bar No. 172979) __ Supetiev Court of calfome GRIGI N nL
WENDEL, ROSEN, BLACK & DEAN LL)

1111 Broadway, 24th Floor AUG 17 2018

Oakland, California 94607-4036

Telephone: (510) 834-6600 CLERK Qg, THE COURT
Facsimile: (510) 834-1928 eV

Attorneys for Defendants Mission Place LLC; Mission Place Mezz Holding LLC;
Mission Place Mezzanine LLC; Mission Place Partners LLC; Centurion Real Estate
Investors IV, LLC; and Centurion Real Estate Partners, LLC (sued in its own name and
erroneously sued as Centurion Partners LLC)

Steven M. Cvitanovic (Bar No. 168031)
Eugenie Gifford Baumann (Bar No. 166680)
HAIGHT BROWN & BONESTEEL LLP
71 Stevenson Street, 20th Floor

San Francisco, California 94105-2981
Telephone: (415) 546-7500

Facsimile: (415) 546-7505

Attorneys for Defendants Mission Place LLC; Mission Place Mezz Holding LLC;
Mission Place Mezzanine LLC; Mission Place Partners LLC; Centurion Real Estate
Investors IV, LLC; and Centurion Real Estate Partners, LLC (sued in its own name and
erroneously sued as Centurion Partners LLC)

SUPERIOR COURT OF THE STATE OF CALIFORNIA

FOR THE COUNTY OF SAN FRANCISCO

BEACON RESIDENTIAL COMMUNITY Case No. CGC 08-478453
ASSOCIATION,
) [Assigned to Judge Hon. Richard A.

Plaintiff, ‘amer]
v. CROSS-COMPLAINT OF MISSION
PLACE RELATED PARTIES FOR

CATELLUS THIRD AND KING LLC; EXPRESS CONTRACTUAL
CATELLUS DEVELOPMENT INDEMNITY, EQUITABLE
CORPORATION; CATELLUS INDEMNITY, CONTRIBUTION,
COMMERCIAL DEVELOPMENT NEGLIGENCE, BREACH OF
CORP.;CATELLUS OPERATING CONTRACT AND DECLARATORY
LIMITED PARTNERSHIP; CATELLUS ) RELIEF
URBAN DEVELOPMENT
CORPORATION; THIRD AND KING Complaint Filed: August 8, 2008
INVESTORS LLC; PROLOGIS; Trial Date: None

MISSION PLACE LLC; MISSION

PLACE MEZZANINE LLC; MISSION
PLACE MEZZ HOLDINGS LLC,
MISSION PLACE PARTNERS LLC;
CENTURION REAL ESTATE }
INVESTORS IV, LLC; CENTURION
REAL ESTATE PARTNERS, LLC; )

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41671 Cross-Complaint of Mission Place Related PartiesCENTURION PARTNERS LLC;
WEBCOR CONSTRUCTION INC.;
WEBCOR BUILDERS, INC.,; WEBCOR
CONSTRUCTION, INC. individually and
doing business as WEBCOR BUILDERS;
WEBCOR CONSTRUCTION LP
individually and doing business as
WEBCOR BUILDERS; SKIDMORE
OWINGS & MERRILL LLP; HKS, INC;
HKS ARCHITECTS, INC; HKS, INC,
individually and doing business as HKS
ARCHITECTS, INC., and DOES 1 through )
200,

1
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Defendants.

MISSION PLACE LLC, «i
PLACE MEZZ HOLDINGS
[Bele e ed-t itv

Bela mited-tabr’
MISSION PLACE MEZZANINE
MISSION PLACE PARTN

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15 ERS, LL

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Cross-complainants,

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Delaware limited liability corporation,

19 | WEBCOR BUILDERS, INC., a California

corporation: WEBCOR

CONSTRUCTION, INC., a California

corporation, dba Webcor Builders;

21 }WEBCOR CONSTRUCTION LP, a
California limited partnership, dba Webcor

22 } Builders; SKIDMORE, OWINGS &

MERRILL LLP, an Illinois limited

23 | partnership; HKS, Inc., a Texas

corporation, dba HKS Architects, Inc.;

24 | HKS, INC., WHICH WILL TRANSACT

BUSINESS IN CALIFORNIA AS HKS

25 | ARCHITECTS, INC., a Texas corporation;

and ROES 100 to 200,

Cross-defendants.

18 | THIRD AND KING INVESTORS, LLC, a

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4167.1 Cross-Complaint of Mission Place Related Parties~
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Mission Place LLC, Mission Place Mezz Holdings LLC (erroneously named as

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Mission Place Holdings LLC), Mission Place Mezzanine LLC, Mission Place Partners
LLC, Centurion Real Estate Investors IV, LLC and Centurion Real Estate Partners, LLC
(sued in its own name and erroneously sued as Centurion Partners LLC) allege and cross-

complain as follows:

MISSION PLACE RELATED PARTIES
1. Cross-complainant Mission Place LLC is, and at all relevant times herein

was, a limited liability corporation duly organized and existing under the laws of the State

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of Delaware, and authorized to do business in the State of California.

2. Cross-complainant Mission Place Mezz Holdings LLC (erroneously named

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as Mission Place Holdings LLC) is, and at all relevant times herein was, a limited liability

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corporation duly organized and existing under the laws of the State of Delaware.

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3. Cross-complainant Mission Place Mezzanine LLC is, and at all relevant

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times herein was, a limited liability corporation duly organized and existing under the laws

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of the State of Delaware.

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4. Cross-complainant Mission Place Partners LLC is, and at all relevant times

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herein was, a limited liability corporation duly organized and existing under the laws of the

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State of Delaware.

5. Cross-complainant Centurion Real Estate Investors IV, LLC is, and at all

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relevant times herein was, a limited liability corporation duly organized and existing under

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the laws of the State of Delaware.

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6. Cross-complainant Centurion Real Estate Partners, LLC (sued herein in its

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own name and erroneously sued herein as Centurion Partners LLC) is, and at all relevant

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times herein was, a limited liability corporation duly organized and existing under the laws

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of the State of Delaware.

7. As used herein, the terms “Mission Place Related Parties” and “Cross-

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Complainants” shall refer to each of the following cross-complainants, individually and

collectively as the case may be: Mission Place LLC; Mission Place Mezz Holdings LLC;

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Mission Place Mezzanine LLC; Mission Place Partners LLC; Centurion Real Estate
Investors IV, LLC; and Centurion Real Estate Partners, LLC.
THIRD AND KING INVESTORS, LLC

8. Cross-Complainants are informed and believe, and based thereon allege, that
cross-defendant Third and King Investors, LLC (hereinafter “Third and King) is, and at all
relevant times herein was, a limited liability corporation organized and existing under the
laws of the State of Delaware and doing business in the City and County of San Francisco
in the State of California.

WEBCOR RELATED PARTIES

9. Cross-Complainants are informed and believe, and based thereon allege, that
cross-defendant Webcor Builders, Inc. is, and at all relevant times herein was, a
corporation organized and existing under the laws of the State of California and doing
business in the City and County of San Francisco in the State of California.

10.  Cross-Complainants are informed and believe, and based thereon allege, that
cross-defendant Webcor Construction, Inc. is, and at all relevant times herein was, a
corporation organized and existing under the laws of the State of California and doing
business in the City and County of San Francisco in the State of California under its own
name and/or as “Webcor Builders.”

11.  Cross-Complainants are informed and believe, and based thereon allege, that
cross-defendant Webcor Construction LP is, and at all relevant times herein was, a limited
partnership organized and existing under the laws of the State of California and doing
business in the City and County of San Francisco in the State of California under its own
name and/or as “Webcor Builders.”

12. As used herein, the term “Webcor Related Parties” shall refer to each of
the following cross-complainants, individually and collectively as the case may be:

Webcor Builders, Inc.; Webcor Construction, Inc.; and Webcor Construction LP.

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4167.1 Cross-Complaint of Mission Place Related PartiesDESIGN PARTIES

_

13.  Cross-Complainants are informed and believe, and based thereon allege, that
cross-defendant Skidmore, Owings & Merrill LLP is, and at all relevant times herein was,
a limited partnership organized and existing under the laws of the State of Illinois and

doing business in the City and County of San Francisco in the State of California.

14, Cross-Complainants are informed and believe, and based thereon allege, that
cross-defendant HKS, Ine. is, and at all relevant times herein was, a corporation organized

and existing under the laws of the State of Texas and doing business in the City and

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County of San Francisco in the State of California as HKS Architects, Inc.

15.  Cross-Complainants are informed and believe, and based thereon allege, that

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cross-defendant HKS, Inc., Which Will Transact Business in California as HKS

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Architects, Inc. is, and at all relevant times herein was, a corporation organized and

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existing under the laws of the State of Texas and doing business in the City and County of

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San Francisco in the State of California as HKS Architects, Inc.

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16. Asused herein, the term “HKS Architects” shall refer to each of the

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following cross-complainants, individually and collectively as the case may be: HKS, Inc.

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and HKS, Inc., Which Will Transact Business in California as HKS Architects, Inc.

17. Asused herein, the term “Design Parties” shall refer to each of the

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following cross-complainants, individually and collectively as the case may be: Skidmore,

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Owings & Merrill LLP; HKS, Inc.; and HKS, Inc., Which Will Transact Business in

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California as HKS Architects, Inc.
OTHER PARTIES

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the cross-defendants named herein as Roes 100 through 200, inclusive, are unknown to

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Cross-Complainants at this time. Cross-Complainants therefore sue such cross-defendants

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by such fictitious names. Cross-Complainants will amend this cross-complaint to state the

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true names and capacities of these unknown cross-defendants when the same have been

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ascertained, together with any further appropriate allegations.

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19.  Cross-Complainants are further informed and believe, and based thereon
allege, that each of the fictitiously named cross-defendants is responsible in some manner
for the occurrences herein alleged and that Cross-Complainants’ damages as herein alleged
were directly and proximately caused by these cross-defendants’ acts or omissions. Cross-
Complainants are informed and believe, and based thereon allege, that at all times relevant
hereto the “Roe” cross-defendants were the agents, partners, principals, Tepresentatives,
servants and/or employees of the other cross-defendants and, in doing the things
hereinafter alleged, cross-defendants were acting within the scope of their authority and/or
with the permission and consent of each of the other cross-defendants. As used herein, the
term “Cross-Defendants” shall include each and every one of the cross-defendants,
including the “Roe” cross-defendants.

GENERAL ALLEGATIONS

20. The Beacon is a residential, commercial, and office development project (the
“Project”) at 250 and 260 King Street in San Francisco’s Mission Bay, across from AT&T
Park. The Project, including a 595 unit residential portion, was designed, developed and
built by the Cross-Defendants and sold to Mission Place LLC as a finished project.
Mission Place LLC then sold the condominium units to the public.

21. | Inconnection with its purchase of the Project, certain rights and interests
under the architectural and construction contracts for the Project were assigned to Mission
Place LLC.

22. Third and King assigned to Mission Place LLC, pursuant to a written
Assignment of Architect Agreement, all right, title and interest in the Project architectural
plans and contracts, including, but not limited to, that certain contract dated July 25, 2000
with HKS Architects (the “Project Architectural Contracts”). HKS Architects consented to
such assignment. Mission Place LLC is the successor-in-interest under said contracts and
is entitled to assert the contractual rights of Third and King, and cach of them, under said
contracts to the same extent as Third and King, and each of them.

23. Third and King assigned to Mission Place LLC, pursuant to a written

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Assignment of Contractor Agreement, all of the rights, title and interest in the Project
construction contracts with the Webcor Related Parties, and each of them, including, but
not limited to, that certain Construction Agreement dated August 24, 2001 with Webcor
Construction, Inc. (the “Project Construction Contracts”). The Webcor Related Parties,
and each of them, consented to such assignment. Mission Place LLC is the successor-in-
interest under said contracts and is entitled to assert the contractual rights of Third and
King, and each of them, under said contracts to the same extent as Third and King, and
each of them.

24. On or about August 8, 2008, the Beacon Residential Owners' Association
(hereinafter, the "HOA") filed its Complaint for damages (the "Action") for (1) Civil Code
Title 7 — Violation of Building Standards for Original Construction, Civil Code Sections
895 et seq.; (2) Breach of Implied Warranty; (3) Strict Liability; (4) Negligence; (5)
Action on Surety Bond; (6) Negligence of Real Estate Broker; (7) Breach of Fiduciary
Duty and Conspiracy to Breach Fiduciary Duty; (8) Breach of Express Warranty; (9)
Negligent Misrepresentation; (10) Breach of Contract on Faithful Performance Bond to
Construct Real Property — Section 11018.5 California Business & Professions Code; and
(11) Third Party Beneficiary - Breach of Contracts and Subcontracts. The HOA claims
that construction defects at the Project have caused damage to the common areas of the
Project that the HOA is obligated to maintain or damage to separate interests allegedly
caused by common area defects. Subsequently, a First Amended Complaint was filed by
the HOA in the Action on or about June 1, 2010. Cross-Complainants incorporate by this
reference the allegations of the Complaint and First Amended Complaint for informational
purposes only and specifically deny that any of those allegations are true.

25. The HOA has alleged various defects in the design and construction of the
Project, including, but not limited to: (a) excessive heat gain through windows resulting in
units which are uncomfortably hot and significantly impacting the livability of the units,
(b) window cracks due to excessive heat, (c) window seals damaged by excessive heat, (d)

inadequate ventilation in units and common areas, (e) roof defects, (f) exterior cladding

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defects, (g) electrical defects, (h) planter defects, (i) spa and equipment room defects and

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(j) concrete defects.
26.  Cross-Complainants are not responsible for the claims asserted against them
in the Action, but should Cross-Complainants nevertheless be found liable, that liability

will arise solely as the result of the acts or omissions on the part of the Cross-Defendants.

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6 | If the claims alleged in the Action are proven, then Cross-Defendants breached their
7 | respective obligations under the Project Construction Contracts and/or the Project

8 | Architectural Contracts and performed their work in a negligent and otherwise tortious or
9 | deficient manner.

0 27. Further, if the claims alleged in the Action are proven, then Cross-

1 | Defendants will have committed tortious conduct resulting in a dispute between the HOA

2. and Cross-Complainants. Accordingly, under the third party tort or “tort of another”

3 | doctrine, Cross-Complainants will be entitled to recover all expenditures suffered or

4 | incurred as a result of the dispute, including, but not limited to, attorneys’ fees and costs of
5 | lost executive time.

6 28. Certain Project related agreements, including, but not limited to, an

7 | agreement entered into between the HOA and Mission Place LLC provide for the

8 | resolution of disputes by judicial reference pursuant to Code of Civil Procedure section

9 | 638 et seg. Cross-Complaints and the HOA are currently litigating the Action pursuant to

20 | general reference under C.C.P. 638. Cross-Complainants reserve their rights to demand

21 | judicial reference under any and all applicable agreements and to have some or all of the

22 | claims set forth herein resolved by judicial reference based upon court order and/or

23 | consent of the parties.

24 FIRST CAUSE OF ACTION
25 (Express Contractual Indemnity)
(By Mission Place LLC Against Webcor Related Parties)
26
29.  Cross-Complainants refer to Paragraphs | through 28, inclusive, of this
27 Cross-Complaint and incorporate said paragraphs as if set forth in full herein.
28
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LAW OFFICES
HAIGHT, BROWN &
BONESTEEL, L.L.P.

‘San Francisco

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4167.1 Cross-Complaint of Mission Place Related Partieser
30. Under the express terms of the Project Construction Contracts, including, but
not limited to Paragraph 11.1 of that certain Construction Agreement dated August 24,
2001 with Webcor Construction, Inc., the Webcor Related Parties agreed to defend,

indemnify and hold Third and King, and each of them, harmless against “any and all

fines, lawsuits or other proceedings, judgments and awards and costs and expenses
(including reasonable attorneys’ fees and costs, costs of investigations, and expert and

consultant fees and costs and court costs) of whatever kind and nature,” arising or resulting

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5 | claims, demands, losses, liabilities, damage, liens, obligations, interests, injuries, penalties,
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from, among other things, any negligent act, error or omission of the Webcor Related

10 | Parties or its agents or patent or latent defects and as further set forth in said agreement.

31. Mission Place LLC is a beneficiary by assignment of the above-described

12 | rights of defense and indemnity.

13 32, If the HOA prevails on its claims against one or more of the Cross-

14 | Complainants, including Mission Place LLC, it will be, in whole or in part, the result of

15 acts or omissions on the part of the Webcor Related Parties in connection with the Project.

16 33, Mission Place LLC previously gave the Webcor Related Parties and/or their

17 | insurers notice of the HOA’s claims and tendered those claims to the Webcor Related

18 | Parties and/or their insurers for defense and indemnity. The Webcor Related Parties and/or

19 | their insurers refused or failed to accept Mission Place LLC’s tender.

20 | 34.  Cross-Complainants are entitled to be indemnified, defended and held

| harmless by the Webcor Related Parties for, among other things, any and all liability in

22 | connection with the claims in this Action, including attorneys’ fees and costs expended in

23 | connection with defending against the claims of the HOA and others and in connection

24 | with bringing and prosecuting this Cross-Complaint, as further provided for in the Project

25 | Construction Contracts.

26 WHEREFORE, Cross-Complainants demand judgment as set forth below.
27
28

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LAW OFFICES

HAIGHT, BROWN &
BONESTEEL, LLP.
San Francisco

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SECOND CAUSE OF ACTION
(Express Contractual Indemnity)
(By Mission Place LLC Against HKS Architects)

35.  Cross-Complainants refer to Paragraphs | through 28, inclusive, of this
Cross-Complaint and incorporate said paragraphs as if set forth in full herein.

36. Under the express terms of the Project Architectural Contracts, including, but
not limited to Paragraph 7.2 of the that certain contract dated July 25, 2000 with HKS
Architects, HKS Architects agreed to defend, indemnify and hold Third and King, and
each of them, harmless against “any and all claims, losses, liabilities, damage, liens,
obligations, interests, injuries, penalties, fines, lawsuits or other proceedings, judgments
and awards and costs and expenses (including reasonable attorneys’ fees and costs and
consultant’s fees and costs and court costs) of whatever kind and nature,” arising or
resulting from, among other things, any negligent act, error or omission of HKS Architects
or its agents and as further set forth in said agreement.

37. Mission Place LLC is a beneficiary by assignment of the above-described
rights of defense and indemnity

38. If the HOA prevails on its claims against one or more of the Cross-
Complainants, including Mission Place LLC, it will be, in whole or in part, the result of
acts or omissions on the part of HKS Architects in connection with the Project.

39. Mission Place LLC previously gave HKS Architects and/or its insurers
notice of the HOA’s claims and tendered those claims to HKS Architects and/or its
insurers for defense and indemnity. HKS Architects and/or its insurers refused or failed to
accept Mission Place LLC’s tender.

40.  Cross-Complainants are entitled to be indemnified, defended and held
harmless by HKS Architects for, among other things, any and all liability in connection
with the claims in this Action, including attorneys’ fees and costs expended in connection
with defending against the claims of the HOA and others and in connection with bringing
and prosecuting this Cross-Complaint, as further provided for in the Project Construction

Contracts.

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WHEREFORE, Cross-Complainants demand judgment as set forth below.

THIRD CAUSE OF ACTION
(Equitable Indemnity)
(by Mission Place Related Parties Against All Cross-Defendants)

41.  Cross-Complainants refer to Paragraphs 1 through 28, inclusive, of this
Cross-Complaint and incorporate said paragraphs as if set forth in full herein.

42. — Cross-Complainants deny that they have any liability in this Action. Should
any liability nevertheless be established in this Action against one or more of the Cross-
Complainants, that liability is solely based upon a derivative, vicarious or imputed form of
liability, not resulting from their own conduct but instead based upon an obligation
imposed upon them by law and/or resulting from conduct that was passive and secondary
to the active and primary conduct of Cross-Defendants.

43.  Cross-Complainants have tendered the defense of the Action to Cross-
Defendants, all of whom have been on notice of the Action and the HOA's SB 800 claim
for over two years. Notwithstanding the tender of defense, Cross-Defendants, and each of
them, have failed and refused to defend Cross-Complainants in the Action.

44.  Cross-Defendants are therefore obligated to defend, indemnify and hold
harmless Cross-Complainants from any and all claims, losses, judgments, settlements,
attorneys’ fees and costs and other expenses or damages incurred in this Action by Cross-
Complainants.

WHEREFORE, Cross-Complainants demand judgment as set forth below.

FOURTH CAUSE OF ACTION
(by Mission Place Related Pation Against All Cross-Defendants)

45.  Cross-Complainants refer to Paragraphs 1 through 28, inclusive, of this
Cross-Complaint and incorporate said paragraphs as if set forth in full herein.

46. In equity and good conscience, if the HOA recovers against Cross-
Complainants then Cross-Complainants are entitled to an apportionment of liability and

contribution among and from Cross-Defendants, and each of them, according to their

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4167.1 Cross-Complaint of Mission Place Related Parties

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respective liability or fault, for the injuries and damages allegedly sustained by the HOA, if

any, by way of any and all sums paid through settlement, or in the alternative, judgment
rendered against Cross-Complainants.

WHEREFORE, Cross-Complainants demand judgment as set forth below.

FIFTH CAUSE OF ACTION
Qeelig gligence)
(by Mission Place Related Parties Against All Cross-Defendants)
47.  Cross-Complainants refer to Paragraphs 1 through 28, inclusive, of this

Cross-Complaint and incorporate said paragraphs as if set forth in full herein.

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48,  Cross-Defendants had a duty to Cross-Complainants to use reasonable care

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in developing, designing and constructing the Project. Cross-Defendants breached that

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duty by developing, designing and constructing the Project in a negligent manner, thereby
causing the defects alleged by the HOA in the Action.
49.  Cross-Complainants have been damaged by the negligence of Cross-

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Defendants by reason of their negligence.

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WHEREFORE, Cross-Complainants demand judgment as set forth below.

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SIXTH CAUSE OF ACTION
(Breach of Contract)
(by Mission Place Related Parties Against Webcor, HKS and SOM)

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50. | Cross-Complainants refer to Paragraphs 1 through 28, inclusive, of this

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Cross-Complaint and incorporate said paragraphs as if set forth in full herein.

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51.  Cross-Complainants agreed to use reasonable care and skill in the design and

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construction of the Project. Cross-Defendants breached their contractual obligations to use

reasonable care and skill in the design and construction of the Project, thereby causing the

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defects alleged by the HOA in the Action. Cross-Defendants also agreed in their

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respective contracts to defend and indemnify Cross-Complainants for claims arising from

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or resulting from their work, yet Cross-Defendants have failed to do so.

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52.  Cross-Complainants have been damaged as a result of the failure of Cross-

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Defendants to perform their contractual obligations.

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1 WHEREFORE, Cross-Complainants demand judgment as set forth below.
2 SEVENTH CAUSE OF ACTION
3 (by sMiclon Place Rela eipartics ae aT All Cross-Defen ants)
4 53.  Cross-Complainants refer to Paragraphs 1 through 28, inclusive, of this
° Cross-Complaint and incorporate said paragraphs as if set forth in full herein.
6 54. A dispute has arisen and an actual controversy exists between the Mission
7 Place Related Parties and Cross-Defendants regarding:
8 (a) The respective liability for the HOA’s and/or any other cross-complainant’s
° damages, if any;
10 (b) | Whether Cross-Defendants must defend Mission Place Related Parties, and
Wl each of them, in the Action;
v (c) | Whether Cross-Defendants must indemnify the Mission Place Related
B Parties, and each of them, for damages that the Mission Place Related Parties may
4 | be obligated to pay to the HOA and/or any other cross-complainant.
1 55. A declaration of the respective liability and rights to indemnity is necessary
16 lena appropriate as the Mission Place Related Parties have no other adequate remedy at
M7 law, and such declaration will avoid a multiplicity of actions that will otherwise be
8 required if the Mission Place Related Parties must defend this Action and then bring a
19 separate action against Cross-Defendants.
20 WHEREFORE, Cross-Complainants demand judgment as set forth below.
a1 DEMAND FOR JUDGMENT
22 On the First through Third Causes of Action:
23 1. For indemnity and to be held harmless from all claims and judgments against
24 Cross-Complainants, and each of them, in this Action; and
25 2. For reasonable attorneys’ fees and costs herein.
26 On the Fourth Cause of Action:
27 1. For apportionment to Cross-Defendants, and each of them, of all
28
raworrices — ) 272.9000032
DONESTEEL,LLe, | 0234760018163 13

San Francisco 4167.1 Cross-Complaint of Mission Place Related Parties-_

~
1 | responsibility in connection with this Action for any amounts which Cross-Complainants,
and each of them, may pay by way of settlement or judgment, and
2. For reasonable attorneys’ fees and costs herein.
On the Fifth Cause of Action:
1. For consequential damages, according to proof; and
2. For reasonable attorneys’ fees and costs herein.

On the Sixth Cause of Action:

1. For compensatory damages, according to proof; and

DON DH WwW FF YN

2. For reasonable attorneys’ fees and costs herein.

10 los the Seventh Cause of Action:

11 1. For a judicial declaration that Cross-Defendants, and each of them, are

12 | obligated to immediately defend Cross-Complainants, and each of them, in the Action;
13 2. For a judicial declaration that Cross-Defendants, and each of them, are

14 | obligated to indemnify and hold harmless the Cross-Complainants, and each of them, in
15 | the Action; and

16 3. For reasonable attorneys’ fees and costs herein.

17 | As to All Causes of Action:

18 1. For interest on all sums awarded;

19 | 2. For costs of suit incurred herein; and

20 3. For such other and further relief as the Caurt may deem just and proper.
21 | ated Avsusk JF STEEL LLP

22
23 By:
evn M. Cvitang

24 Eugenie Gifford Baumann
Attomeys for Defendants

25 Mission Place LLC; Mission Place Mezz
Holding LLC; Mission Place Mezzanine

26 LLC; Mission Place Partners LLC,
Centurion Real Estate Investors IV, LLC;

27 and Centurion Real Estate Partners, LLC
(sued in its own name and erroneously

28 sued as Centurion Partners LLC)

LAW OFFICES ee
HAIGHT. BROWN & 1'913476.0018\163 14

San Francisco 4167.1 Cross-Complaint of Mission Place Related Partieset

1 PROOF OF SERVICE
2
3 | STATE OF CALIFORNIA
SS.
4| COUNTY OF SAN FRANCISCO
5 | BEACON RESIDENTIAL COMMUNITY ASSOCIATION v. CA TELLUS THIRD AND
KING LLC: CATELLUS DEVELOPMENT CORPORATION, CATELL US COMMERCIAL
6 | DEVELOPMENT CORP.;CATELLUS OPERATING LIMITED PARTNERSHIP;
CATELLUS URBAN DEVELOPMENT CORPORATION, THIRD AND KING IN| VESTORS
7| LLC: PROLOGIS; MISSION PLACE LLC; MISSION PLACE MEZZANINE LLC;
MISSION PLACE MEZZ HOLDINGS LLC; MISSION PLACE PARTNERS LLC,
8 | CENTURION REAL ESTATE INVESTORS IV
CGC 08-478453
9
I am employed in the County of San Francisco, State of California. I am over the
10 age of 18 and not a party to the within action. My business address is 71 Stevenson Street,
20th Floor, San Francisco, California 94105-2981.
ll
On August 17, 2010, I served the within document(s) described as:
12
MISSION PLACE LLC CROSS-COMPLAINT
13
on the interested parties in this action as stated below:
14
Dan Angius Charles A. Hansen, Esq.
15 Anguis & Terry Peter J. Taufenberg, Esq.
1990 N. California Blvd., Suite 950 Wendel, Rosen, B lagk Dean, LLP
16 P.O. Box 8077 1111 Broadway, 24” Floor
Walnut Creek, CA 94596 Oakland, CA 94607
17
Telephone: (925) 939-9933 Phone: (3103 834-6600
18 Facsimile: (925) 939-9934 Fax: 510) 834-1928
19 Email: dangius@angius-terry.com Email: chansen@wendel.com,
laufenberg@wendel.com
20 Attorneys for Plaintiff
Attorneys for Defendants Mission Place
21 LLC; Mission Place Mezz Holding LLC;
Mission Place Mezzanine LLC; Mission
22 Place Partners LLC; Centurion Real
Estate Investors IV, LLC,; and Centurion
23 Real Estate Partners, LLC (sued in its
own name and erroneously sued as
24 Centurion Partners LLC)
25 David S. Webster, Esq. John A. Koeppel, Esq.
Stacey Blank, Esq. Todd J. Wenzel, Esq.
26 Wood, Smith, Henning & Berman, LLP Ropers, Majeski, Kohn & Bentley
1401 Willow Pass Road, Ste. 700 201 Spear Street, 10" Floor
27 Concord, CA 94520 San Francisco, CA 94105
28 Phone: (925) 356-8200 Phone: (415) 543-4800
Fax: 925) 356-8250 Fax: (415) 972-6301
LAW OFFICES
HAIGHT, BROWN & 1

BONESTEEL, LLP. 2U29-0000032 -
San Francisco 3476916. Proof of Service_~
Noe

1
Email: dwebster@wshblaw.com Email: jkosppelieropers.com,
2 twenzel@ropers.com,
Attorneys for Catellus Development
3 Corporation, Catellus Commercial Attorneys for Catellus Development
Development Corp., Catellus Operating Corporation, Catellus Commercial
4 Limited Partnership, Successor to Catellus Development Corp., Catellus Operating
Development Corp., Catellus Third and Limited Partnership, Successor to Catellus
5 King LLC, and Third and King Investors, Development Corp., Catellus Third and
LLC, ProLogis and Webcor Construction, King LLC, and Third and King Investors,
6 Inc. dba Webcor Builders LLC, ProLogis and Webcor Construction,
Inc. dba Webcor Builders
7
Steven H. Schwartz James P. Castle
8 SCHWARTZ & JANZEN, LLP Robles & Castles
12100 Wilshire Blvd. 540 Pacific Ave., 2" Floor
9 Ste 1125 San Francisco, CA 94133
Los Angeles, CA 90025
10 Phone: (415) 743-9300
Phone: § 10) 979-4090 Fax: (415) 743-9305
11 | Fax: (310) 207-3344
Attorneys for Skidmore Owings & Merrill
12 Attorneys for HKS, Inc. individually and LLP
| dba HKS Architects, Inc.
13
i] (MAIL) by placing a true copy thereof in sealed envelope(s) addressed above. Iam
14 readily familiar with this firm's practice of collection and processing
correspondence for mailing. Under that practice it would be deposited with the U.S.
15 stal service on that same day with postage thereon fully prepaid at San Francisco,
alifornia, in the ordinary course of business. I am aware that on motion of party
16 served, service is presumed invalid if postal cancellation date or postage meter date

is more than 1 day after date of deposit for mailing in affidavit.

(1 (FACSIMILE) by transmitting a true copy of said document from facsimile

18 machine whose telephone number is 415.546.7505, pursuant to California Rules of
Court, Rule 2.306. The facsimile machine I used complied with Rule 2.301(3) and

19 no error was reported by the machine. Pursuant to Rule 2.306(h), I caused the
machine to print a record of the transmission, a copy of which is attached to this

20 declaration. Said fax transmission occurred as stated in the transmission record
3 attached hereto. Said fax transmission was directed above.
1
Executed on August 17, 2010, at San Francisco, California.
22

I declare under penalty of perjury under the laws of the State.
23 | foregoing is true and correct.

Kim Nhung Phan
25 (Type or print name)

LAW OFFICES:
HAIGHT, BROWN & 2

BONESTEEL, LLP. ZU29-0000032 -
San Francisco 34769161 Proof of Service