HomeMy WebLinkAbout25A - AGMT PROPRETY EXCHANGEREQUEST FOR
COUNCIL ACTION
CITY COUNCIL MEETING DATE:
DECEMBER 4, 2018
TITLE:
APPROVE EXCHANGE OF REAL
PROPERTY FOR BRISTOL STREET
IMPROVEMENTS PHASE 3A
(PROJECT NO. 136792, NON -
GENERAL FUND)
(STRATEGIC PLAN NOS. 6, 1G; 3,2C)
1
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CITY 14ANAGER
RECOMMENDED ACTION
CLERK OF COUNCIL USE ONLY:
APPROVED
❑ As Recommended
❑ As Amended
❑ Ordinance on 1s' Reading
❑ Ordinance on 2n° Reading
❑ Implementing Resolution
❑ Set Public Hearing For
CONTINUED TO
FILE NUMBER
Authorize the City Manager and Clerk of the Council to execute Agreements for the Exchange of
Real Property listed below and goodwill (if any) with the following property owners, subject to
nonsubstantive changes approved by the City Manager and City Attorney:
No. Property Owner Property commonly Acquisition Amount
known as / location Type
Southern California 1217 N. Bristol St. Exchange $0
Edison Company (APN 405-274-11)
DISCUSSION
Bristol Street is a north -south transportation corridor designated as a major arterial highway in the
City's Circulation Element of the General Plan. Improving the 3.9 -mile Bristol Street segment
from Warner Avenue to Memory Lane has been a long-term priority that is being constructed in
several phases. Improvements include widening the street from two to three lanes in each
direction, raised landscape medians, and bike lanes. The City is acquiring properties for the
development of Phase 3A, bounded by Civic Center Drive and Washington Avenue. Property
acquisitions for this phase are expected to be completed by spring 2019 and construction is
anticipated to begin in summer 2019.
The property exchange is necessary to accommodate the improvements and widening for Phase
3A. Southern California Edison (SCE) has a power substation situated on property that fronts
Bristol just south of Washington. In order to accommodate the improvements for Phase 3A, SCE
has agreed to relocate their substation to a portion of City -owned property within the same block
(Exhibit 1). The City has agreed to exchange the rear portion of City -owned 911 North Bristol with
SCE. Under the Agreement (Exhibit 3), the parties will exchange fee interests in their respective
properties with no further compensation. The appraised values of the two properties are
25A-1
Property Exchange Bristol Street Improvements Phase 4
December 4, 2018
Page 2
consistent with each other. To settle the matter would also avoid litigation costs of around
$50,000 - $75,000.
This property exchange will ensure the relocated substation provides continued electrical grid
stability while also enhancing the aesthetic of the corridor by removing it from its current location
adjacent to the intersection of Washington and Bristol, to a location further down the block.
STRATEGIC PLAN ALIGNMENT
Approval of this item supports the City's efforts to meet Goal #6 — Community Facilities &
Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City
assets), Strategy G (develop and implement the City's Capital Improvement Program in
coordination with the Community Investment and Deferred Maintenance Plans).
Approval of this item also supports the City's efforts to meet Goal #3 — Economic Development,
Objective #2 (create new opportunities for business/job growth and encourage private
development through new General Plan and Zoning Ordinance policies), Strategy C (support
business development and job growth along transit corridors through the completion of critical
transit plans/projects).
ENVIRONMENTAL IMPACT
In 1990, City Council approved the Bristol Street Final Environmental Impact
Statement/Environmental Impact Report (FEIS/EIR No. 89-01). Due to several minor design
modifications in Phase 4, which lies between Warner Avenue and St. Andrew Place, an
Addendum to the FEIS/EIR was prepared and adopted pursuant to the California Environmental
Quality Act by City Council on April 7, 2015.
FISCAL IMPACT
There is,0o fiscal impact associated with this action.
9
Fuad Sweiss, PE, PLS
Executi Director
Public Viorks Agency
FM/EW G/JG/ST
Exhibits: 1. Location Map
2. Property Exchange Agreement
APPROVED AS TO FUNDS AND ACCOUNTS:
4
Kathryn Downs, CPA
Executive Director
Finance and Management Services Agency
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14
(NTS) MATCHLINE
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FZZJ `SUBJECT PROPERTIES
4A,114
�SANTA ANA
PWA ■ APPROVE EXCHANGE OF REAL PROEPRTY FOR BRISTOL
STREET IMPROVEMENTS PHASE 3A (PROJECT NO. 136792
NON—GENERAL FUND)
PIRB. c .uus .BERrr STRATEGIC PLAN NOS. 6, 1G; 3, 2C
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25A-4
AGREEMENT FOR EXCHANGE OF REAL PROPERTY
This Agreement for Exchange of Real Property ("Agreement') is entered as of the day of
2018, by and between the CITY OF SANTA ANA, a charter city and municipal
corporation duly organized under the Constitution and laws of the State of California ("City"), and
SOUTHERN CALIFORNIA EDISON COMPANY, a California corporation. The City and SCE are
hereinafter sometimes referred to collectively as the "Parties."
RECITALS
A. City owns certain real property commonly known as Orange County Assessor Parcel No. 405-262-
24, located at 911 N. Bristol Street in the City of Santa Ana, County of Orange, State of California,
as more particularly described and depicted in the Legal Description attached hereto as Exhibit A
and incorporated herein by reference ("City Property"),
B. SCE owns certain real property commonly known as Orange County Assessor Parcel No. 405-274-
11, located at 1217 N. Bristol Street in the City of Santa Ana, County of Orange, State of California,
as more particularly described and depicted in the Legal Description attached hereto as Exhibit B
and incorporated herein by reference ("SCE Property"),
C. The Parties desire by this Agreement to provide the terms and conditions for the exchange of fee
interests in the City Property and the SCE Property, together with all rights, easements and
appurtenances thereto.
AGREEMENT
THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject
to the terms, conditions and provisions of this Agreement, the Parties agree as follows:
1. Exchange of Real Property
1.1. Conveyance by City. City agrees to convey the City Property to SCE by Grant Deed, and
SCE agrees to accept the same from the City.
1.2. Conveyance by SCE. SCE agrees to convey the SCE Property to City by Grant Deed, and
City agrees to accept the same from SCE.
2. Consideration
2.1 Consideration. In full and complete payment for the exchange of fee interests in the City
Property and the SCE Property, City shall provide to SCE a signed grant deed for the City
Property in the form attached as Exhibit C, and SCE shall provide to City a signed grant deed
for the SCE Property in the form attached as Exhibit D.
3. Escrow
3.1 Escrow Agent. Within five (5) days from and after the execution of this Agreement by all
Parties, City agrees to open an escrow at the office of Commonwealth Title Company at 4100
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EXHIBIT 2
25A-5
Newport Place Dr. Suite 120, Newport Beach, California ("Escrow Agent'). This
Agreement constitutes the joint escrow instructions of the Parties and a duplicate original of
this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow
("Effective Date").
3.2 Escrow Agent Authortion. The Escrow Agent hereby is empowered to act under this
Agreement and the General Escrow Provisions, attached hereto as Exhibit E and incorporated
herein by reference, and upon indicating its acceptance of this Agreement and the General
Escrow Provisions, in writing, delivered to the Parties within five (5) days after delivery of
this Agreement, shall carry out its duties as Escrow Agent hereunder.
3.3 Escrow Agent Liability. The liability to the Escrow Agent under this Agreement is limited
to performance of the obligations imposed upon it under this Agreement.
3.4 Closing Costs. City agrees to bear, and Escrow Agent is hereby authorized to charge to the
City the cost of any transfer taxes, recording fees, cost of title insurance, re -conveyance fees,
document preparation fees, escrow fees and any other closing costs incidental to the
conveying of SCE Property to City. City and SCE agree to split, and Escrow Agent is hereby
authorized to charge equally to the City and SCE, the cost of any transfer taxes, recording
fees, cost of title insurance, re -conveyance fees, document preparation fees, escrow fees and
any other closing costs incidental to the conveying of City Property to SCE.
3.5 Title Insurance. The Parties agree to deliver, concurrently with the conveyance of said real
properties, within the time and at the place hereinabove specified for said conveyance of said
real property, a policy of title insurance (oath, the "Title Policy") to be issued by the above
mentioned title company, with the receiving Party therein named as the insured, in an amount
equal to the appraised value of the subject property, insuring the title to said real property is
free and clear of any and all conditions, restrictions, reservations, exceptions, easements,
assessments, profits, limitations, encumbrances (whether monetary or non -monetary, general
or specific, and including any and all leasehold interests), liens, clouds or defects in title,
excepting such specific ones as the receiving Party may hereinafter expressly agree to take
subject to. Acceptance by the receiving Party of any such policy of insurance, whether such
insurance complies with the requirements of this paragraph or not, shall not constitute a
waiver by the receiving Party of its right to such insurance as is herein required of the
granting Party, nor a waiver by the receiving Party of any rights of action for damages or any
other rights which may accrue to the receiving Party by reason of the failure of the giving
Party to convey title or to provide title insurance as required in this Agreement.
3.6 Property Taxes.
(a) Such real property taxes, if any, on the subject real properties for the fiscal year within
which said real property is conveyed to the receiving Party as are unpaid at the time
of said conveyance shall be cleared and paid in accordance with the provisions of
Section 4986 of the Revenue and Taxation Code of the State of California.
(b) The granting Party shall be eligible for a refund under Section 5096.7 of the Revenue
and Taxation Code of the State of California for that portion of property taxes on said
real property for said fiscal year which have been paid prior to the date the deed
conveying said real property to the receiving Party is recorded which is allocable to
that portion of the fiscal year which begins on the date the deed conveying said real
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properly to the receiving Party is recorded and made uncollectible if unpaid by reason
of Section 5086 of the Revenue and Taxation Code of the State of California. To the
extent that the granting Patty has prepaid any taxes or assessments attributable to the
subject real property, the granting Party shall be solely responsible for obtaining any
refund due thereon from the taxing authority. Upon written request, the receiving
Patty shall assist the granting Party, at the granting Party's sole cost, in obtaining said
refund, if any; however, in no case shall the receiving Party credit or otherwise pay
the granting Party for that refund, if any, through or outside of Escrow.
(c) All unpaid taxes on either property for any and all years prior to the fiscal year within
which said conveyance is made shall be paid by the granting Party before conveyance
of said real property to the receiving Party.
3.7 Deposit of Funds and Documents.
(a) Prior to Close of Escrow (as defined below), the Parties shall deposit into Escrow (i)
all escrow and Closing Costs as described above; and (ii) such other documentation
as is necessary to close Escrow;
(b) Prior to the Close of Escrow, each Party shall deposit into Escrow (i) the properly
executed grant deed for conveyance of each Property; (ii) a duly executed bill of sale,
assignment and assumption agreement with respect to the tangible and intangible
personal property included in each Property; and (iii) such other documents and sums,
n any, as are necessary to close Escrow in conformance herewith.
3.8 Conditions Precedent to Close of Escrow. The obligation of the Patties to exchange the
Properties as contemplated by this Agreement and the Close of Escrow is subject to
satisfaction of each of the following conditions:
(a) All representations and warranties of each Parry set forth in this Agreement shall be
true and correct as of the date of the Close of Escrow;
(b) Each Party shall timely perform all obligations required by the terms of this
Agreement to be performed by it;
(c) The irrevocable and unconditional written agreement of Title Company to record the
grant deeds at the Close of Escrow and to issue the Title Policy to the receiving Patty,
effective as of the date and time the deed is recorded; and,
(d) No material adverse physical change to either Property, including those caused by
condemnation and/or casualty, shall have occurred subsequent to the Effective Date
and on or prior to the Close of Escrow.
3.9 Close of Escrow. The Escrow Agent is hereby authorized to close escrow upon and after (a)
receipt of the documents and funds in Section 3.7 and (b) confirmation of the approval of the
Close of Escrow by the City and SCE ("Close of Escrow"), at which time the Escrow Agent
shall:
(a) Record the Grant Deed conveying the City Property and the Grant Deed conveying
the SCE Property in the Official Records of Orange County;
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(b) Disburse the funds deposited into escrow by the Parties in accordance with the
closing statements executed by the Patties;
(c) Deliver to the City (a) promptly following the Close of Escrow, one (1) original of
the bili of sale, assignment and assumption agreement for each Property, (b) within
one (1) business day following recordation a conformed copy of (i) the City Property
grant deed and (ii) the SCE Property grant deed; and (c) when issued, the Title Policy
for the SCE Property; and
(d) Deliver to SCE (a) promptly following the Close of Escrow, one (1) original of the
bill of sale, assignment and assumption agreement for each property, (b) within one
(1) business day following recordation a conformed copy of (i) the City Property
grant deed and (ii) the SCE Property grant deed; and (c) when issued, the Title Policy
for the City Property.
If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to
unforeseen conditions of title or interest of third patties in either Property that cannot be
resolved in Escrow, then either Party may, at its option, request cancellation of Escrow and
this Agreement and return of any funds it has deposited into escrow, Thereupon, all
obligations and liabilities of the Parties under this Agreement shall cease and terminate. If
no such request is made, Escrow shall be closed as soon as possible thereafter. Subject to
satisfaction of the conditions to Closing set forth in this Agreement, the Close of Escrow
shall occur on or before December 31, 2018.
4. Representations and Warranties
4.1 Representations and Warranties of Com. City makes the following representations and
warranties with respect to the City Property, each of which shall survive Close of Escrow:
(a) The execution and delivery of this Agreement, performance hereunder, and the
consummation of the transaction contemplated hereby will not constitute a violation
of any order or decree or result in the breach of any contract or agreement to which
the City is at present a party or by which the City is bound.
(b) To City's actual knowledge, no litigation and no governmental, administrative or
regulatory act or proceeding regarding the environmental, health and safety aspects
of the City Property is pending, proposed or threatened.
(c) City will not enter into any agreements or undertake any new obligations prior to
Close of Escrow that will in any way burden, encumber or otherwise affect the City
Property without the prior written consent of SCE.
(d) City is aware of its obligation under California Health and Safety Code Section
25359.7 to disclose any knowledge which they may have regarding any release of
Hazardous Substances (as defined by applicable federal, state and local statutes, rules
and regulations) upon or under the City Property. City warrants and represents to
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25A-8
SCE that City is not aware that any such Hazardous Substances have been generated,
stored or disposed of upon or under the City Property.
(e) To the best of City's knowledge the City Property complies with all applicable laws
and governmental regulations including, without limitation, all applicable federal,
state, and local laws pertaining to air and water quality, hazardous waste, waste
disposal, and other environmental matters, including, but not limited to, the Clean.
Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource
Conservation Recovery and Comprehensive Environmental Response Compensation
and Liability Acts, and the California Environment Quality Act, and the rules,
regulations, and ordinances of the City, the California Department of Health Services,
the Regional Water Quality Control Board, the State Water Resources Control Board,
the Environmental Protection Agency, and all applicable federal, state, and local
agencies and bureaus.
(f) City, as a government agency, has not been subject to real property tax assessment
on the City Property. Transfer of title to the City Property to SCE at the Close of
Escrow may subject the City Property to an assessment from the Orange County
Office of the Assessor and shall be the obligation of SCE henceforth.
4.2 Representations and Warranties of SCE. SCE makes the following representations and
warranties with respect to the SCE Property, each of which shall survive Close of Escrow:
(a) The execution and delivery of this Agreement, performance hereunder, and the
consummation of the transaction contemplated hereby will not constitute a violation
of any order or decree or result in the breach of any contract or agreement to which
SCE is at present a party or by which SCE is bound.
(b) To SCE's actual knowledge, no litigation and no governmental, administrative or
regulatory act or proceeding regarding the environmental, health and safety aspects
of the SCE Property is pending, proposed or threatened.
(c) SCE will not enter into any agreements or undertake any new obligations prior to
Close of Escrow that will in any way burden, encumber or otherwise affect the SCE
Property without the prior written consent of the City.
(d) SCE is aware of its obligation under California Health and Safety Code Section
25359.7 to disclose any knowledge which they may have regarding any release of
Hazardous Substances (as defined by applicable federal, state and local statutes, rules
and regulations) upon or under the SCE Property. SCE warrants and represents to
the City that SCE is not aware that any such Hazardous Substances have been
generated, stored or disposed of upon or under the SCE Property, except as disclosed
in Section 6.2 below.
(e) To the best of SCE's knowledge and except as disclosed in Section 6.2 below, the
SCE Property complies with all applicable laws and governmental regulations
including, without limitation, all applicable federal, state, and local laws pertaining
to air and water quality, hazardous waste, waste disposal, and other environmental
matters, including, but not limited to, the Clean Water, Clean Air, Federal Water
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Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and
Comprehensive Environmental Response Compensation and Liability Acts, and the
California Environment Quality Act, and the rules, regulations, and ordinances of the
City, the California Department of Health Services, the Regional Water Quality
Control Board, the State Water Resources Control Board, the Environmental
Protection Agency, and all applicable federal, state, and local agencies and bureaus.
5. Right of Possession
5.1 Right of Possession. The Parties agree to deliver to each other quiet and peaceful physical
and legal possession of the respective Properties, free of all personal property, effective as
of the Close of Escrow.
6. As -Is Condition
6.1 As -Is Condition. Parties shall rely solely and exclusively upon the results of their own Due
Diligence Investigations of the subject Properties with regard to any physical condition or
state of the Properties. By completing the exchange of the Properties, Parties evidence their
unconditional acceptance of the condition of each respective Property. Parties acknowledge
and agree that each is acquiring its respective Property on an "AS -IS," "WHERE -IS" basis.
Parties are not offering to acquire the respective Property based on any representation by the
other Party, or a third party, except those expressly set forth in this Agreement. Parties
hereby acknowledge that the exchange of the Properties is without warranties of any kind
from the other Party, expressed or implied, except as expressly set forth in this Agreement,
as to the condition of the subject Property or its improvements, if any, including, without
implied limitation, soils, access to the subject Property or to utilities, appliances, structure
utility systems, roof, foundation, landscaping or any other component of the subject Property.
Parties do not warrant that either Property conforms with any ordinances, including, without
implied limitation, zoning or building ordinances.
6.2 SCE Disclosure; Post -Closing Testing. SCE conducted environmental testing on the SCE
Property, which produced three samples at 0.5 feet with arsenic concentrations of 6.4, 8.6
and 13 mg/kg, SCE has agreed to do additional testing of the SCE Property after the Close
of Escrow once the City has demolished and removed the existing substation, including its
foundation and slab. SCE will take eight (8) additional soil samples at 0.5 and 2.0 feet.
SCE's consultant will calculate the 95% upper control limit ("UCL") of the mean for the two
previous and the eight new samples at 0.5 feet using the Environmental Protection Agency's
distributed program ProUCL 5.1. The result will be compared to the California Department
of Toxic Substances Control's criteria of 12 mg/kg for school sites. If the 95% UCL of the
mean is less than the screening criteria, (a) the SCE Property will be immediately available
for use by the City and (b) SCE will not remediate the SCE Property. If the 95% UCL of the
mean exceeds the criteria, then a shallow soil excavation and haul remediation plan will be
developed and implemented by SCE. The SCE Property will be available for City use upon
the completion of the SCE remediation plan. The City shall issue a temporary entry permit
to SCE for such testing and remediation. The obligations of this Section 6.2 shall survive
the Closing.
Acknowledgement of Full Benefits
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7.1 Full Benefits. By execution of this Agreement, the Parties hereby acknowledge that this
Agreement provides full payment for the acquisition of the subject Properties, and each Party
hereby expressly and unconditionally waives any claim for damages, interest, loss of
goodwill, severance damages, or any other compensation or benefits other than as already
expressly provided for in this Agreement, it being understood that this is a complete and full
settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever
relating to or in connection with the acquisition of the subject Properties.
8. Remedies
8.1 Remedies. If either Party defaults under this Agreement, and such default is not cured within
thirty (30) days following the date of written notice of default, then the other Party may
either: (f) terminate this Agreement by written notice, whereupon this Agreement and the
obligations of the Parties hereunder shall terminate (other than those obligations that
expressly survive a termination of this Agreement); or (ii) bring an action for specific
performance of this Agreement.
9. Miscellaneous
9.1 Notice All notices or other communication provided for under this Agreement shall be in
writing, and shall be delivered personally, sent by reputable overnight mail equivalent
carrier, or sent by registered or certified mail, return receipt requested, postage prepaid,
addressed to the person to receive such notice or communication at the following address
and sliall be effective upon the earlier of actual receipt or refusal to accept delivery:
If to the City: The City of Santa Ana
Clerk of the Council
20 Civic Center Plaza
P.O. Box 1988
Santa Ana, CA 92702
With a copy to: City Attorney
20 Civic Center Plaza (M-29)
P.O. Box 1988
Santa Ana, CA 92702
If to SCE: Southern California Edison Company
2 Innovation Way
PIV 2, 2nd Floor
Pomona, California 91768
Phone: 909-2741896
E-mail: richard.fujikawa@sce.com
With a copy to; Southern California Edison Company
2244 Walnut Grove Avenue
Rosemead, California 91770
Attention; Claire Keane, Esq.
Phone: 626-302-6654
E-mail: elaire.keane@sce.com
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Notice of change of address shall be given by written notice in the manner set forth in this
subsection.
9.2 Time is of the Essence. Time is of the essence with respect to each and every provision
hereof.
9.3 Waivers. The waiver by either Panty of any breach of any covenant or agreement herein
contained on the part of the other Party shall not be deemed or held to be a waiver of any
subsequent or other breach of said covenant or agreement nor a waiver of any breach of any
other covenants or agreements contained herein.
9.4 Assigmnent. Neither this Agreement, not any interest herein, shall be assignable by any
Party without prior written consent of the other, non -assigning Party hereto.
9.5 Inurement. Subject to the restrictions against assignment as herein contained, this
Agreement, and all the terms, covenants, and conditions hereof, shall inure to the benefit of
and shall be binding upon, the assigns, successors in interest, personal representatives,
estates, heirs and legatees of the respective parties hereto.
9.6 Governing Law. All questions with respect to this Agreement, and rights and liabilities of
the Parties hereto, shall be governed by the laws of the State of California. Venue shall be
in the County of Orange.
9.7 Attorney Fees. In the event of any controversy, claim or dispute between the Parties hereto,
arising out of or relating to this Agreement or the breach thereof, the prevailing party shall
be entitled to recover from the other party reasonable expenses, attorney fees and costs.
9.8 Entire Agreement. The Agreement contains the entire agreement of the Parties hereto, and
supersedes any prior written or oral agreements between them concerning the subject matter
contained herein. There are no representations, agreements, arrangements, or
understandings, oral or written, between the.Pgrties hereto, relating to the subject matter
contained in this Agreement which are not fully expressed herein.
9.9 Additional Documents, All Parties hereto agree to execute any and all additional documents
and instruments necessary to carry out the terms of this Agreement.
9.10 No Merger. All warranties, representations, acknowledgements, releases, covenants and
obligations contained in this Agreement shall survive delivery and recordation of the grant
deeds.
9.11 Contingenc, . It is understood and agreed between the Parties hereto that the completion of
this transaction, and the escrow created hereby, is contingent upon the specific acceptance
and approval of the City herein. The execution of these documents and the delivery of same
to Escrow Agent constitute said acceptance and approval.
9.12 Modification and Amendment. This Agreement may not be modified or amended except in
writing signed by the Patties.
9.13 Partial Invalidity. Any provision of this Agreement that is unenforceable or invalid or the
conclusion of which would adversely affect the validity, legality, or enforcement of this
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Agreement shall have no effect, but all the remaining provisions of this Agreement shall
remain in full force.
9.14 Captions. Captions and headings in this Agreement, including the title of this Agreement,
are for convenience only and are not to be considered in construing this Agreement.
9.15 No &Iiance by One Pauly on the Other. Each Party has received independent legal advice from
its attorneys with respect to the advisability of executing this Agreement and the meaning of
the provisions hereof. The provisions of this Agreement shall be construed as to their fair
meaning, and not for or against any Party based upon any attribution to such Party as the source
of the language in question.
9.16 No Third Party Beneficial v. This Agreement is intended to benefit only the Parties hereto and
no other person or entity has or shall acquire any rights hereunder.
9.17 Duty to Cooperate Further. Each Party hereby agrees that it shall, upon request of the other,
execute and deliver such further documents (in form acid substance reasonably acceptable to the
Party to be charged) and do such other acts and things as are reasonably necessary and
appropriate to effectuate the terms and conditions of this Agreement, without cost.
9.18 Incomoration of Exhibits. All Exhibits referenced herein and attached hereto shall be
incorporated as if fully set forth in the body of this Agreement.
9.1 ", Authority to Execute Agreement. The persons executing this Agreement and the instruments
referenced herein on behalf of City and SCE hereby represent and warrant that such persons
have the right, power and authority to bind City and SCE, respectively. SCE shall indemnify
City billy, including reasonable costs and attorney's fees, for any injuries or damages to City
in the event that such authority or power is not, in fact, held by the signatory or is withdrawn.
9.20 Counterparts. This Agreement may be signed in counterpart or duplicate copies, and any
signed counterpart or duplicate copy shall be equivalent to a signed original for all purposes.
[SIGNATURES ON NEXT PAGE]
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written,
SIGNATURE PAGE TO AGREEMENT FOR EXCHANGE OF REAL PROPERTY
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above
CITY:
CITY OF SANTA ANA, a California charter city and
municipal corporation
By:
Raul Godinez II
City Manager
ATTEST:
in
Maria Huizar
Clerk of the Council
APPROVED AS TO FORM:
By: QITL
IJo M. Funk
A istant City Attorney
RECOMMENDED BY:
go
Fuad S. Sweiss, Executive Director
Public Works Agency
Southern California Edison Company, a California
corporation:
By:
Name:
Title:
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CITY PROPERTY
EXHIBIT A
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EXHIBIT 'A'
LEGAL DESCRIPTION
WESTERLY PORTION OF A.P. No. 405-262-24
IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, BEING A
PORTION OF THE UNDERLYING PARENT PARCEL AS DESCRIBED IN THE GRANT DEED
RECORDED AUGUST 16TH, 2016, AS INSTRUMENT No. 2016000384991, OFFICIAL RECORDS OF
SAID COUNTY, SAID BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS%
ALL THAT CERTAIN REAL, PROPERTY SITUATED IN THE COUNTY OF ORANGE, STATE OF
CALIFORNIA, DESCRIBED AS FOLLOWS:
THAT PORTION OF "LOURIE'S SUBDIVISION OF PORTION OF HEDGES ADDITION TO SANTA
ANA" IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS
SHOWN ON A MAP RECORDED IN BOOK 5, PAGE 12 OF MISCELLANEOUS MAPS, RECORDS
OF ORANGE COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS:
THE WEST ONE-HALF (WI/2) OF THE SOUTH 50 FEET OF THE NORTH 124 FEET OF THE
FOLLOWING DESCRIBED LAND:
BEGINNING AT A POINT 325 FEET WEST OF THE NORTH-EAST CORNER OF LOT 4 IN BLOCK
"A" OF HEDGES ADDITION TO SANTA ANA, AS SHOWN ON A MAP RECORDED IN BOOI{ 31,
PAGE 48 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA;
THENCE NORTH PARALLEL TO THE WEST LINE OF BAKER STREET 374 FEET;
THENCE WEST 325 FEET TO THE EAST LINE OF BRISTOL STREET, AS SAID STREET EXISTED
ON MAY 26,1908;
THENCE SOUTH ALONG THE EAST LINE OF SAID BRISTOL STREET, 374 FEET TO THE
NORTH-WEST CORNER OF LOT 19 IN BLOCK "B" OF SAID HEDGES ADDITION;
THENCE EAST 325 FEET TO THE POINT OF BEGINNING;
EXCEPTING THEREFROM THAT PORTION OF SAID LAND CONVEYED TO THE CITY OF
SANTA ANA FOR STREET PURPOSES BY DEED RECORDED JANUARY 6, 1.927 IN BOOK 7,
PAGE 40, OF OFFICIAL RECORDS OF SAID ORANGE COUNTY.
SAID PORTION BEING DESCRIBED MORE PARTICULARLY HEREIN AS THE SOUTH 17.00
FEET, TOGETHER WITH THE EAST 69.00 FEET, OF THAT PORTION OF SAID UNDERLYING
PARCEL LYING WEST OF A LINE, THE NORTH TERMINUS OF SAID LINE BEING THE
SOUTHEAST CORNER OF THAT PARCEL DESCRIBED IN THE GRANT DEED RECORDED JUNE
If", 2016, AS INSTRUMENT No. 2016000256217, OFFICIAL RECORDS OF SAID COUNTY, SAID
CORNER ALSO BEING THE SOUTHWEST CORNER OF THAT PARCEL DESCRIBED IN THE
GRAND DEED RECORDED MARCH 8T", 2004, AS INSTRUMENT No. 2004000181968, OFFICIAL
RECORDS OF SAID COUNTY, THE SOUTH TERMINUS OF SAID LINE BEING THE NORTHEAST
CORNER OF THAT PARCEL DESCRIBED IN THE GRANT DEED RECORDED NOVEMBER 29TH,
2016, AS INSTRUMENT No, 2016000601396, OFFICIAL RECORDS OF SAID COUNTY, SAID
25A-16
CORNER ALSO BEING THE NORTHWEST CORNER OF THAT PARCEL DESCRIBED IN THE
GRAND DEED RECORDED MAY 18TH, 2012 AS INSTRUMENT No. 2012000286972, OFFICIAL
RECORDS OF SAID COUNTY;
EXCEPTING FROM SAID PORTION MORE PARTICULARLY DESCRIBED HEREIN ABOVE
THOSE LANDS LYING WESTERLY FROM A LINE, SAID LINE BEING CONCENTRIC WITH AND
64.00 FEET EASTERLY FROM THE FOLLOWING DESCRIBED LINE:
COMMENCING AT THE CENTERLINE INTERSECTION OF 9TH STREET AND BRISTOL STREET,
SAID BEING SHOWN ON THE MAP OF TRACT No. 1262, FILED IN BOOK 39, PAGE 6, OF
MISCELLANEOUS MAPS, RECORDS OF SAID COUNTY;
THENCE NORTH 1°31'41" EAST, 390.07 FEET ALONG SAID CENTERLINE OF BRISTOL STREET
TO A POINT OF CUSP WITH A CURVE, SAID CURVE BEING CONCAVE WESTERLY AND
HAVING A RADIUS OF 2000.00 FEET, SAID POINT OF CUSP BEING THE TRITE POINT OF
BEGINNING;
THENCE SOUTHERLY ALONG SAID CURVE 223.68 FEET THROUGH A CENTRAL ANGLE OF
6024'29" TO A POINT OF REVERSE CURVATURE, SAID REVERSE CURVE BEING CONCAVE
EASTERLY AND HAVING A RADIUS OF 2000.00 FEET;
THENCE SOUTHERLY ALONG SAID CURVE 223.63 FEET THROUGH A CENTRAL ANGLE OF
6024'23" TO SOUTHERLY TERMINUS
HEREINABOVE DESCRIBED PARCEL CONTAINING AN AREA OF 4,466 SQUARE FEET, MORE
OR LESS;
SUBJECT TO COVENANTS, CONDITIONS, RESTRICTIONS, EASEMENTS, AND RIGHTS OF
WAY OF RECORD, IF ANY;
ALL SHOWN ON EXHIBIT `A-1', ATTACHED HERETO AND BY THIS REFERENCE MADE A
PART HEREOF
THIS DESCRIPTION WAS PREPARED BY
JOHNSON -FRANK & ASSOCIATES, INC., UNDER�a�r
THE DIRECT SUPERVISION OF ANTHONY C. � A
CUOMO, PLS 6042, ON FEBRUARY 22ND, 2017. AolhanYt Como W
UI
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SCE PROPERTY
EXHIBIT B
Page 12 of 15
25A-19
EXHIBIT "A"
LEGAL DESCRIPTION
APN 405-274-11
SERIAL 71376A
THE SOUTHERLY 40 FEET OF THE LOT 32, iN TRACT NUMBER 923, IN THE CITY OF SANTA
ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 29,
PAGE 14 OF MISCELLANEOUS MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID
COUNTY.
CONTAINING 3,853 SQUARE FEET OR 0.09 ACRES, MORE OR LESS.
ALL FOUND MONUMENTS DESCRIPTIONS, BASIS OF BEARINGS, COURSES, ETC. ARE AS
SHOWN ON EXHIBIT "B" ATTACHED HERETO AND MADE A PART HEREOF.
PREP ED BY ME OR UNDER MY DIRECTION
�SctON d 4y��
BRIAN W. MOORE, P.L.S. Na. 7533 � g�tnrdW
SOUTHERN CALIFORNIA EDISON COMPANY
25A-20
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25A-21
CITY PROPERTY DEED
EXHIBIT C
Page 13 of 15
25A-22
RECORDING REQUESTED BY
WHEN RECORDED MAIL TO
SOUTHERN CALIFORNIA EDISON COMPANY
2 INNOVATION WAY, 2ND FLOOR
POMONA, CA 91768
ATTN; TITLE & VALUATION
GRANT DEED
LOCQdon: City of Santa Ana
A.P.N. 405-262.24
RP rile No: ACQ203334782
SCP; Document: 514156
LINE FOR RECORDER'S USE
_.... Servleu Order 80149 e
OR PUTEDCOMPUTED
ED FULL LL VALUE PROPERTY CtlNVETED APPROVED
--„-.. OR COMPUYED ON FULL VALUE LESS LIE NS AND
ENCUMBRANCES REMAINING AT TIME OF SALE Rm'I Progenias
Uopanment
SIGNATURE pF DECLARANT OR AGENT DETERMINING TAX FIRM NAME
By GS DATE 091E11
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, CITY OF
SANTA ANA, a charter City and municipal corporation duly organized under the Constitution and
laws or the State of California, (hereinafter referred to as "Grantor"), hereby GRANTS to SOUTHERN
CALIFORNIA EDISON COMPANY a corporation (hereinafter referred to as °Grantee") that certain real
property in the City of Santa Ana, County of Orange, State of California, described as follows:
Said property is more particularly described In the Exhibit "A" and more particularly depicted
on the Exhibit "A -I", both attached hereto and by this reference made a part hereof.
SUBJECT TO current real property taxes and to covenants, conditions, restrictions,
reservations, exceptions, rights and easements of record.
EXECUTED this-_.._.dayof_._...__--._.__._-__....,20,_,__,
CITY OF SANTA ANA, a charter city and
municipal corporation
By: _._._�..... _..
Raul Godinez it._.__ -_-----
City Manager
MAIL TAX STATEMENTS TO:
C/O David Lee
2244 Walnut Grove Avenue
Rosemead, CA 91770
(Attn: Tax Dept.)
25A-23
Grant Deed
City of Santa Ana, to
S.C.E. Co., a corp.
Serial No. 71377A
RP File No.: ACQ203334792
It notary Public or other officer completing this certlficate venires only the identity oi` the individual
who signed the document to which this certificate is attached, and not the truthfulness, accuracy,
or validity of that dnrnmrnr
State of California
County of
On _..�_�. before me, a Notary Public,basis
Personally appeared who proved to me on the
basis off satisfactory ovfdence to be the parsons) whose names) is/are subscribed to the within
Instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ics), and that by bis/her/their signature(s) on the instrument the person(s), m•
the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature
N ivorary Puouo or other officer completing this certificate verifies only the identity aithe individual
or a signed the t dorsi n# to which this certificate is attached, and not the truthfulness, accuracy,
or validity of that doruxnPnt.
state of California
County of _�._.-,__�..W.._........)
Oil before me, -
Personally appeared a Notary Public,
basis of satisfactory evidence to be the person(s) whose names) is/are subscribedwho to me on the
to the within
instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(fcs), and that by his/her/their signature(s) on the instrument the person(s), or
the entity upon behalf of which the person(s) acted, executed the instrument.
1 certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature
-2-
25A-24
SCE PROPERTY DEED
EXHIBIT D
Page 14 of 15
25A-25
RECORDING REQUESTED BY
SOUTHERN CALIFORNIA EDISON COMPANY
WHEN RECORDED MAIL TO
CLERK OF THE COUNCIL
CITY OF SANTA ANA
20 CIVIC CENTER PLAZA, M30
SANTA ANA, CALIFORNIA 92701
FREE RECORDING REQUESTED BY
THE CITY OF SANTA ANA PER
GOVERNMENT CODE 6103
I907ef+.:. •. W
Location: City of Santa Ana
A.P.N. 405-274-11
RP File Na. 13RT203334782
Affects SCE Doc. No. 83619
SPACE AaOVE THIS LINE FOR RECORDER'S USE
AOCUMENTARYTRANGFCft TA#5 .,,__,,,
COMPUTED ON FULL VALUE OF PROPERTY CONVEYED
Serlai No. Y1Ji6A
Service Ord r$01490345
APPROVED
OR COMPUTED ON FULL VALUE LESS LIENS AND
REAL PROPERTIES
._.._.. _ ENCUMSRANCES REMAINING AT TIME OF SALE
DEPARTMENT
A IF N
BY 05 DATE OOf011'IE
SIGNATURE OF DECLARANT OR AGENT DETERMINING TAX FIRM MAME
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, SOUTHERN
CALIFORNIA EDISON COMPANY, a corporation, )hereinafter referred to as "Grantor") hereby
GRANTS to the CITY OF SANTA ANA, a charter city and municipal corporation drily organized under
the Constitution and laws of the State of California thereinafter referred to as "Grantee"), that certain
real property in the City of Santa Ana, County of Orange, State of California, described as follows:
Said property is more particularly described on the Exhibit "A", and more particularly
depicted on the Exhibit "B', both attached hereto and by this reference made a part hereof.
The real property hereby conveyed is not necessary or useful in the performance of the duties
of said Southern California Edison Company to the public.
SUBJECT TO current real property taxes and to covenants, conditions, restrictions,
reservations, exceptions, rights and easements of record.
MAIL TAX STATEMENTS TO:
25A-26
Grant Deed
S.C.E. Co., a carp., to
City of Santa Ana
Serial No. 71376A
Affects SCE Document No, 83619
IN WITNESS WHEREOF, said Southern California Edison Company ties caused this
instrument to be executed this .,.-itixf day of ,_ .__ . 20_9._.
A Notary Public or other officer can
who signed the document to which
validity of that document.
State of California
County of r . bri )
On1e2p (� _T before me,
personally appeared___A,)qM+r l w • �'
basis of satisfactory evidence to be th,
instrument and acknowledged to me
authorized capacity(tf, and that by hl;
the entity upon behalf of which the nersc
SOUTHERN CALIFORNIA EDISON COMPANY,
a corporation
BY
NESTOR MARTINEZ
Vice President
Engineering & Technical Services
ng this certificate verifies only the identity of the individual
certificate is attached, and not the truthfulness, accuracy, or
a Notary Public,
who proved to me on the
whose �aameX is/aA subscribed to the within
ive/twy executed the same in Iris/llfr/t it
signatureA on the instrument the person(,vf, or
executed the instrument.
I certify under PENALTY OF PER.IURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
STEPHANIA f TUBA
Notary public • California i
Signature ,_,,,t ^"�. --' i -. Rlrerslde County
Commission M 2167118
M Comm. Ea Tres Oct 8.2020
25A-27
EXHIBIT E
(Commonwealth Land Title)
GENERAL ESCROW PROVISIONS
All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in
one or more of your general escrow accounts with any bank doing business in the State of California and
may be transferred to any other general escrow account or accounts. The expression "close of escrow"
means the date on which instruments referred to herein are filed for record. All adjustments are to be made
on the basis of a 30,day month. Recordation of any instruments delivered through this escrow, if necessary
or proper in the issuance of a policy of title insurance called for, is hereby authorized.
There shall be no proration of any existing insurance policies in this escrow,
You are to furnish a copy of these instructions, amendments thereto, closing statements and/or any other
documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and/or the
attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys.
Should you before or after close of escrow receive or become aware of any conflicting demands or claims
with respect to this escrow or the rights of any or the parties hereto, or any money or property deposited
herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such
conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any
action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree
to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred
by you in connection with, or arising out of this escrow, including, but without limiting the generality of the
foregoing, u suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso
facto be fidly released and discharged from all obligations imposed upon you it, this escrow.
If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly
charge as custodian thereof of not less than $10.00 per month.
Time is declared to be the essence of these instructions. If you are unable to comply within the time specified
herein and such additional time as is required to make an examination of the official records, you will return
all documents, money or property to the party entitled thereto upon satisfactory written demand and
authorization. Any amendment of and/or supplement to any instructions must be in writing. The seller
agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof.
These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of
which independently shall have the same effect as if it were the original, and all of which taken together
shall constitute one and the same instruction.
Page 15 of 15
25A-28