1 ALLEN MATKINS LECK GAMBLE

MALLORY & NATSIS LLP

2 K. ERIK FRIESS (BAR NO. 149721)
BRIAN R. BAUER (BAR NO. 238368)
3 1900 Main Street, Fifth Floor
Irvine, California 92614-7321
4 Phone: (949) 553-1313
Fax: (949) 553-8354
5 E-Mail: rfriess@allenmatkins.com
bbauer@allenmatkins.com
6
Attorneys for Plaintiff THE BISHOP OF THE
7 PROTESTANT EPISCOPAL CHURCH IN LOS
ANGELES
8
9

SUPERIOR COURT OF CALIFORNIA

10

COUNTY OF ORANGE, CENTRAL JUSTICE CENTER

11
12 THE BISHOP OF THE PROTESTANT
EPISCOPAL CHURCH IN LOS
13 ANGELES, a California corporation sole,

Case No. _________________________

Plaintiff,

(1) QUIET TITLE;

(2) DECLARATORY RELIEF; AND
(3) SLANDER OF TITLE

14
15

v.

VERIFIED COMPLAINT FOR:

16 GRIFFITH COMPANY, a California

corporation; and DOES 1 through 50,
17 inclusive,
Defendants.

18
19
20

For its complaint in the above-captioned action, plaintiff The Bishop of the

21 Protestant Episcopal Church in Los Angeles ("Bishop") alleges as follows:

22
23

BRIEF STATEMENT OF THE CASE

1.

This is an action to quiet title to certain real property located in Newport

24 Beach, Orange County, California owned by the Bishop, and for related slander of title and
25 declaratory relief. While the property was originally encumbered by a use restriction
26 created by deed from defendant Griffith Company ("Griffith") in 1945, that restriction was
27 released by Griffith over 30 years ago. The Bishop has entered into an agreement to sell
28 the property. However, Griffith recently made assertions, without any cause, that Griffith
LAW OFFICES

Allen Matkins Leck Gamble

Mallory & Natsis LLP

1072129.02/OC

VERIFIED COMPLAINT FOR QUIET TITLE,

DECLARATORY RELIEF AND SLANDER OF TITLE

1 never released the use restriction on the property and that such restriction remains enforce2 able. Such assertions have created an improper cloud on, and slandered, the Bishop's title
3 to the property, and have jeopardized and interfered with the Bishop's sale of the property,
4 resulting in substantial damages to the Bishop.
THE SUBJECT PROPERTY

5
2.

The real property at issue is identified as lots 1197, 1198, 1199, and 1200 of

7 Tract No. 907, Sheets 1 to 12, inclusive, as per map recorded in Book 28, Pages 25 to 36,
8 inclusive of Miscellaneous Maps, Records of Orange County, California ("Property"). The
9 Property is sometimes referred to as 3209 Via Lido, Newport Beach, California and is
10 legally described in the 1945 Grant Deed, which is defined below and attached hereto as
11 Exhibit A.
THE PARTIES

12
3.

13

The Bishop is a California corporation sole duly organized and existing under

14 the laws of the State of California.

4.

15

The Bishop is informed and believes that Griffith is a California corporation,

16 doing business in Orange County, California.

5.

17

The Bishop is ignorant of the true names and capacities of the defendants

18 sued herein as DOES 1 through 50, and therefore sues those defendants by such fictitious
19 names. The Bishop will amend this Complaint to allege their true names and capacities
20 when the same have been ascertained. The Bishop is informed and believes that each of
21 these fictitiously named defendants claims some right, title, estate, lien, or interest in the
22 Property adverse to the Bishop's interest and that their claims, and each of them, constitute
23 a cloud on the Bishop's interest in the Property.
FACTS COMMON TO ALL CAUSES OF ACTION

24
25 I.

The Property's Initial Use Restriction And Griffith's Subsequent Release Of

26

That Restriction.

27

6.

Plaintiff Bishop is the fee simple owner of the Property.

28
LAW OFFICES

Allen Matkins Leck Gamble

Mallory & Natsis LLP

1072129.02/OC

-2VERIFIED COMPLAINT FOR QUIET TITLE,

DECLARATORY RELIEF AND SLANDER OF TITLE

7.

At the time the Bishop acquired the Property, the Property consisted of four

2 lots (described as lots 1197, 1198, 1199, and 1200 of Tract No. 907), which were conveyed
3 by Griffith to the Bishop through a Corporation Grant Deed dated July 10, 1945 ("1945
4 Grant Deed"). A true and correct copy of the 1945 Grant Deed is attached hereto as
5 Exhibit A and incorporated herein by reference.
6

8.

The 1945 Grant Deed contains the following restriction (collectively referred

7 to herein as the "Use Restriction"):

The property conveyed shall be used for church purposes
exclusively and no building other a church and appurtenances
may be erected, placed or maintained thereon. The foregoing
restriction shall be binding upon the grantee, his successors and
assigns. Upon the breach of the foregoing condition, the title
to said property hereby conveyed and to the whole thereof shall
become at once divested from the grantee herein, his successors or assigns, and shall revert and revest in the grantor, its
successors or assigns.

8
9
10
11
12
13

9.

Following the 1945 Grant Deed, the Property was used as a church known as

14 St. James the Great Episcopal Church ("Church").

15

10.

On information and belief, in the 1970's, as the Church grew, the possible sale

16 of the Property was contemplated to fund the purchase of a more suitable location that
17 would better accommodate the Church's physical growth and expansion. However, it was
18 determined that the existence of the Use Restriction diminished the value of the Property
19 and impeded efforts to sell the Property. As a result, on information and belief, in the early
20 1980's, representatives of the Bishop approached Griffith to negotiate the complete removal
21 of the Use Restriction.
22

11.

Those negotiations culminated in Griffith's executing a Corporation

23 Quitclaim Deed, recorded on January 18, 1984 ("1984 Quitclaim Deed"). A true and
24 correct copy of the 1984 Quitclaim Deed is attached hereto as Exhibit B and incorporated
25 herein by reference.
26

12.

In the 1984 Quitclaim Deed, Griffith "specifically releases the Reverter

27 interest" reserved in the 1945 Grant Deed for the Property and quitclaims as to "Lots 1197,
28 1198 and 1200 of Tract No. 907." By the 1984 Quitclaim Deed, Griffith released, and
LAW OFFICES

Allen Matkins Leck Gamble

Mallory & Natsis LLP

1072129.02/OC

-3VERIFIED COMPLAINT FOR QUIET TITLE,

DECLARATORY RELIEF AND SLANDER OF TITLE

1 intended to release, the Use Restriction from the Property in its entirety. Indeed, on
2 information and belief, over the next 30 years, neither Griffith nor the Bishop asserted that
3 the Use Restriction still encumbered all, or any part, of the Property.
4 II.

The Bishop's Intended Sale Of The Property And Griffith's Improper

Assertions That The Use Restriction Remains Enforceable.

13.

Recently, the Bishop entered into an agreement to sell the Property.

14.

However, on or about June 10, 2015, a few weeks prior to the close of that

8 sale, the Bishop received a letter from counsel for Griffith, in which Griffith, without any
9 cause, asserts that Griffith "never released" the Use Restriction as to the Property and that
10 such restriction remains enforceable (the "June 10 Letter"). On information and belief,
11 Griffith has made and otherwise published these same assertions multiple times, and to
12 numerous third parties, directly or indirectly.
13

15.

Griffith's assertions that the Use Restriction has not been released and

14 remains enforceable has created a cloud on the Bishop's title to the Property and has
15 jeopardized and interfered with the Bishop's sale of the Property.
16

16.

Notwithstanding numerous requests by the Bishop, Griffith has refused, and

17 continues to refuse, to execute appropriate documents to clear title to the Property or

18 otherwise retract the assertions made in the June 10 Letter and otherwise.
19

17.

Based on the foregoing, an actual controversy now exists between the Bishop,

20 on the one hand, and Griffith, on the other hand, as to the rights, duties, and obligations
21 under the 1945 Grant Deed and the 1984 Quitclaim Deed, forcing the Bishop to bring this
22 action. Absent prompt relief from the Court, the Bishop may not be able to sell the
23 Property, thereby jeopardizing all the benefits the Bishop expects to receive from that
24 transaction, including its sales price.
25
26
27
28
LAW OFFICES

Allen Matkins Leck Gamble

Mallory & Natsis LLP

1072129.02/OC

-4VERIFIED COMPLAINT FOR QUIET TITLE,

DECLARATORY RELIEF AND SLANDER OF TITLE

FIRST CAUSE OF ACTION

(For Quite Title Against all Defendants)

18.

The Bishop repeats, realleges, and incorporates herein by reference the

4 allegations contained in paragraphs 1 through 17 above as though set forth in full in this
5 paragraph.
19.

Notwithstanding that Griffith released the Use Restriction and that such

7 restriction is unenforceable and invalid, on information and belief, defendants, and each of
8 them, claim an interest in the Bishop's Property that is adverse to the Bishop's interests,
9 namely that the Use Restriction has not been released from the Property and that such
10 restriction remains enforceable and valid.
20.

11

The Bishop is seeking to quiet title against all adverse claims of defendants,

12 including, without limitation, Does 1 through 50, and each of them, as well as the claims of
13 any and all successors to defendants, and each of them (collectively, "Adverse Claims").
21.

14

The Adverse Claims are without any right whatsoever. Defendants, and each

15 of them, have no right, title, estate, lien, or interest whatsoever in the Bishop's Property, or
16 any part thereof, adverse to the Bishop's interests.
17

22.

The Bishop seeks to quiet title as of the date this Verified Complaint is filed.

18

23.

As a result of the foregoing, the Bishop is entitled to the relief prayed for

19 below.
20

SECOND CAUSE OF ACTION

21

(For Declaratory Relief Against all Defendants)

22

24.

The Bishop repeats, realleges, and incorporates herein by reference the

23 allegations contained in paragraphs 1 through 23 above as though set forth in full in this
24 paragraph.
25

25.

An actual controversy has arisen between the Bishop, on the one hand, and

26 defendants, including, without limitation Does 1 through 50, and each of them, on the other
27 hand, with respect to the parties' rights, duties, and obligations under the 1945 Grant Deed
28 and the 1984 Quitclaim Deed.
LAW OFFICES

Allen Matkins Leck Gamble

Mallory & Natsis LLP

1072129.02/OC

-5VERIFIED COMPLAINT FOR QUIET TITLE,

DECLARATORY RELIEF AND SLANDER OF TITLE

26.

Among other things, the Bishop contends as follows:

(a)

That the Use Restriction was released in its entirety from the Property

via the 1984 Quitclaim Deed;

3
4

(b)

That the Use Restriction is unenforceable and/or invalid; and

(c)

That defendants have no right, title, or interest in the Property.

27.

The Bishop is informed and believes, and thereon alleges, that defendants,

7 and each of them, dispute each and every contention in paragraph 26, above.
28.

The Bishop desires a judicial determination and declaration of the rights and

9 duties of the Bishop, on the one hand, and defendants, and each of them, on the other hand,
10 with respect to the contentions in paragraph 26, above. Such a declaration is necessary and
11 appropriate at this time so that the respective rights and obligations of the parties are
12 ascertained and complied with.
29.

13

As a result of the foregoing, the Bishop is entitled to the relief prayed for

14 below.
15

THIRD CAUSE OF ACTION

16

(For Slander of Title Against all Defendants)

17

30.

The Bishop repeats, realleges, and incorporates herein by reference the

18 allegations contained in paragraphs 1 through 29 above as though set forth in full in this
19 paragraph.
20

31.

Defendants have disparaged the Bishop's exclusive valid title to the Property

21 by and through statements made in the June 10 Letter and, on information and belief, other
22 publications made by defendants to third parties that the Use Restriction has not been
23 released from the Property and remains enforceable as described herein above. Defendants
24 knew or should have known that such assertions were improper and false in that, at the time
25 of such assertions, defendants had released the Use Restriction via the 1984 Quitclaim
26 Deed and knew that they had no right, title, or interest in the Property.
27
28
LAW OFFICES

Allen Matkins Leck Gamble

Mallory & Natsis LLP

1072129.02/OC

-6VERIFIED COMPLAINT FOR QUIET TITLE,

DECLARATORY RELIEF AND SLANDER OF TITLE

32.

The above assertions made by defendants were naturally and commonly to be

2 interpreted as denying, disparaging, and casting doubt upon the Bishop's title to the
3 Property.
33.

As a direct and proximate result of defendants' conduct described above, the

5 Bishop's title to the Property has been disparaged and slandered, and there is a cloud on the
6 Bishop's title, and the Bishop has suffered, and continues to suffer, damages in an amount
7 to be proved at trial.
34.

As a further proximate result of defendants' conduct, the Bishop has incurred

9 expenses, including reasonable attorneys' fees, in order to clear title to the Property.
10 Moreover, these expenses are continuing, and the Bishop will incur additional charges for
11 such purpose until the cloud on the Bishop's title to the Property has been removed. The
12 amounts of future expenses and damages are not ascertainable at this time.
35.

13

The Bishop is informed and believes, and thereupon alleges, that the acts of

14 defendants in slandering the Bishop's title were without privilege and willful, malicious,
15 and oppressive and designed to obstruct and otherwise interfere with the successful sale of
16 the Property by the Bishop. The Bishop is entitled to recover exemplary and punitive
17 damages in a sum sufficient to punish defendants.
36.

18

As a result of the foregoing, the Bishop is entitled to the relief prayed for

19 below.
20

PRAYER FOR RELIEF

21

WHEREFORE, the Bishop prays for judgment against defendants, including,

22 without limitation Does 1 through 50, and each of them, as follows:

23 ON THE FIRST CAUSE OF ACTION:
24

1.

For a judicial decree that the Use Restriction has been released and/or is

25 otherwise unenforceable and invalid, and that defendants have no interest that is adverse to
26 the Bishop in the Property.
27

2.

For a judicial decree quieting title to the Property in the Bishop's favor as of

28 the date this Verified Complaint is filed.

LAW OFFICES

Allen Matkins Leck Gamble

Mallory & Natsis LLP

1072129.02/OC

-7VERIFIED COMPLAINT FOR QUIET TITLE,

DECLARATORY RELIEF AND SLANDER OF TITLE

EXHIBIT B