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INSURANCE NOT ON FILE A-2017-310
<br />WORK MAY Q PROCEED
<br />CLERK OF COUNCIL
<br />DATE, DEC O 7 2017
<br />AGREEMENT OF PURCHASE AND SALE AND ESCROW INSTRUCTIONS
<br />THIS AGREEMENT of Purchase and Sale ("Agreement"), dated Noel. 21, , 2017,
<br />is entered into by and between the CITY OF SANTA ANA, a California charter city and
<br />municipal corporation ("Seller") and IN -N -OUT BURGERS, a California corporation
<br />("Buyer") for the acquisition by Buyer of certain property described below.
<br />RECITALS
<br />A. Seller desires to sell and Buyer desires to purchase a fee interest in (i) such
<br />real property owned by Seller as more particularly described and depicted in Exhibit "A",
<br />attached hereto and made part hereof, together with (ii) all buildings and improvements
<br />now located thereon, if any, (iii) all easement rights and appurtenances thereto, including,
<br />without limitation, all easements and appurtenances, if any, in Seller's adjoining and
<br />adjacent land, roads, streets, and lanes, whether public or private, reasonably required for
<br />the installation, maintenance, operation, and/or service of sewers, water, gas, drainage,
<br />electricity and other utilities and for driveways and approaches to and from abutting roads,
<br />streets, and lanes, for the use and benefit of the above-described real property, (iv) any
<br />mineral rights and water rights owned by Seller, and (v) all of Seller's right, title and interest,
<br />if any, in any development rights (collectively, the "Property").
<br />B. The subject Property was acquired by Seller in 2016 and 2017 as part of the
<br />Bristol Street Improvement Project. These parcels are vacant and are not needed for
<br />public use or improvements.
<br />C. The parties desire by this Agreement to provide the terms and conditions for
<br />the purchase and sale of the Property.
<br />AGREEMENT
<br />The parties therefore agree as follows:
<br />s s y
<br />Buyer agrees to buy, and Seller agrees to sell and convey, the Property for the
<br />purchase price and upon the terms and conditions hereinafter set forth.
<br />Upon execution of this Agreement by all parties, the parties shall open an escrow
<br />("Escrow") with Commonwealth Land Title Company_("Escrow Holder"), whose address is
<br />4100 Newport Place Drive, Suite 120, Newport Beach, CA 92660, for the purpose of
<br />consummating the purchase and sale of the Property, as described herein. The date on
<br />which Escrow is opened with Escrow Holder, which shall be evidenced by Escrow Holder's
<br />acceptance of this Agreement, shall be referred to as the "Effective Date." By its
<br />execution and delivery of this Agreement, Escrow Holder agrees to be bound by the terms
<br />and conditions of this Agreement to the extent applicable to its duties, liabilities and
<br />
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