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PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY <br />AND BILATERAL ESCROW INSTRUCTIONS <br />THIS AGREEMENT (hereinafter "PSA"), is entered into on , 2016, <br />between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the <br />Constitution and laws of the State of California (hereinafter "City" or "Buyer"), which has threatened <br />condemnation as legally described In Internal Revenue Code Section 1033, and LOUELLA MAY <br />McNEAL, LESLIE MAUREEN McNEAL, MARLENE LEIGH McNEAL and JAMES H, McNEAL III, CO - <br />TRUSTEES OF THE J. WALTER SCHAEFER TESTAMENTARY TRUST, DATED OCTOBER 29, 1981 <br />(hereinafter "Seller"), regardless of number or gender; <br />THEREFORE, for and In consideration of their mutual promises, covenants and agreements, and <br />subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees <br />to purchase from Seller, that certain real property (hereinafter "Said Real Property") legally described <br />as follows, <br />SEE EXHIBIT "A" -- Legal Description <br />ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF <br />(Commonly known as 2215 & 2219 S, Bristol St. Santa Ana, CA 92704) <br />(APN 015-194-38 & 89) <br />Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the <br />following terms, conditions, promises, covenants, agreements and provisions, to, wit: <br />1. Conveyance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the <br />office of First American Title Insurance Company, 2 First American Way, Santa Ana,.California, within <br />sixty (60) days from and after the date on which the City has approved this Agreement, <br />2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly <br />provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and <br />All conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, <br />encumbrances (whether monetary or non monetary, general or specific, including any and all leasehold <br />Interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below, Seller <br />hereby warrants that the title to said real property to be conveyed by Seiler to City shall be free and clear <br />as provided above. Seller further agrees that acceptance by City of any deed to said real property, with <br />or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, <br />limitation, encumbrance (whether monetary or non -monetary, general or specific, and including any and <br />all leasehold interests), Ilan, cloud or defect in title, shall not constitute a waiver by City of Its right to the <br />full and clear title hereinabove agreed to he conveyed by Seller to City, nor of any right which might <br />accrue to City because of the failure of Seller to convey title as hereinabove provided, <br />3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real <br />property to City, within the time and at the place hereinabove specified for said conveyance of said real <br />property, a policy of title Insurance to be, issued by the above mentioned title company, with the City <br />therein named as the insured, in the amount of One Million and Seventy Seven Thousand Dollars <br />($1,077,000,00) Insuring the title of the City to said real property Is free and clear of any and all <br />conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, <br />encumbrances (whether monetary or non -monetary, general or specific, and including any and all <br />leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter <br />expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such <br />insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of <br />Its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action <br />Exhibit 2 <br />25E-5 <br />