HomeMy WebLinkAboutCOMMUNITY REDEVELOPMENT AGENCY (4) - 2007A-2007-288
AGREEMENT FOR ACQUISITION OF
REAL PROPERTY AND ESCROW INSTRUCTIONS
THIS AGREEMENT, entered into this ~{~ day of SSe 6e.,-, 2007, 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 (hereinafter referred to as the "City"), and the COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF SANTA ANA, a public body, corporate and politic (hereinafter called "Agency").
WITNESSETH
For and in consideration of their promises, covenants and agreements hereinafter set forth, and subject to the
terms, conditions and provisions hereinafter set forth, City agrees to sell to Agency, and Agency agrees to
purchase from City, all that certain real property (hereinafter referred to as "said real property") described as
follows:
SEE EXHIBIT "A" ATTACHED HERETO
AND BY THIS REFERENCE MADE A PART HEREOF
(Commonly known as 4809 W. Edinger Street, Santa Ana, CA)
Said sale and purchase of said real property shall be in accordance with and subject to all of the following terms,
conditions, promises, covenants, agreements and provisions, to wit:
1. Conveyance by Cif. City agrees to convey said real property to Agency, by Grant Deed, at the office of
First American Title Insurance Company, 2 First American Way, Santa Ana, California, within thirty (30) days
from and after the date on which the Agency has approved this Agreement.
2. Title to be Conveyed. City agrees that, except as may hereinafter be otherwise expressly provided, said
real property shall be conveyed by City to Agency, as aforesaid, free and clear of any and all conditions,
restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances, liens, leases,
clouds or defects in title except those exceptions shown in Paragraph 14 below. City hereby warrants that the title
to said real property to be conveyed by City to Agency shall be free and clear as above provided. City further
agrees that acceptance by Agency of any deed to said real property, with or without knowledge of any condition,
restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance, lien, ]ease, cloud or
defect in title, shall not constitute a waiver by Agency of its right to the full and clear title hereinabove agreed to
be conveyed by City to Agency, nor of any right which might accrue to Agency because of the failure of City to
convey title as hereinabove provided.
3. Reserved.
4. Escrow. Agency agrees to open an escrow at the office of First American Title Insurance Company, 2 First
American Way, Santa Ana, California, (the Escrow Agent) within five (5) days from and after the date on which
the Agency has approved this Agreement. This Agreement constitutes the joint escrow instructions of the Agency
and the City and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening
of the escrow.
The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this
Section 4 and of the General Provisions described in Exhibit "B" attached hereto and incorporated herein by this
reference, in writing, delivered to the Agency and to the City within five (5) days after delivery of this Agreement,
shall carry out its duties as Escrow Agent hereunder.
Agency agrees to bear and Escrow Agent is hereby authorized to charge to the Agency the cost of any transfer
taxes, recording fees, cost of title insurance, reconveyance fees, document preparation fees, escrow fees and any
other closing costs incidental to the conveying of said real property to Agency. Penalties for prepayment of bona
fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code
Procedures Section 1265.240.
The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon
it under Section 4, Section 6, Section 11 and Exhibit "B" of the General Provisions of this Agreement.
5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said
real property is conveyed to Agency 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 Califomia. City
shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of Califomia for
that portion of property taxes on said real property for said fiscal yeaz which have been paid prior to the date the
deed conveying said real property to Agency is recorded which is allocable to that portion of the fiscal year which
begins on the date the deed conveying said real property to Agency is recorded and made uncollectible if unpaid
by reason of Section 4986 of the Revenue and Taxation Code of the State of Califomia. All unpaid taxes on said
real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by
City before conveyance of said real property to Agency.
6. Payment of Purchase Price. Agency agrees to pay to City, and City agrees to accept from Agency, as and
for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty),
goodwill (if any), severance damages, and relocation claims pursuant to Government Code §7260 et seq., the total
sum of Three Hundred Sixty Five Thousand Dollars And No/100 ($365,000.00). Agency agrees to deposit said
purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the
Agency has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to City upon
and after:
(a) Conveyance of said real property by City to Agency as hereinabove provided;
(b) Acceptance by Agency of a Grant Deed conveying said real property to Agency;
(c) Delivery to Agency of the policy of title insurance as hereinabove provided;
(d) Recordation of the Deed conveying said real property to Agency.
7. Possession. City agrees to deliver to Agency, on the date the Deed conveying said real property to Agency
is recorded, quiet and peaceful possession of said real property, which shall be made free by City of all personal
property.
8. Waivers. The waiver by Agency of any breach of any covenant or agreement herein contained on the part
of City 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. Heirs, Assigns, Etc. This Agreement, and all the terms, covenants and conditions hereof, shall apply to
and bind the heirs, executors, administrators, successors and assigns of the respective parties hereto.
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10. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be
made, time is and shall be of the essence.
l 1. Permission to Enter on Premises. City hereby grants Agency, and its authorized agents, permission to
enter upon said real property at all reasonable times prior to close of escrow for the purpose of making necessary
inspections.
12. Just Compensation. City acknowledges and agrees that said purchase price is just compensation at fair
market value for said real property and includes any and all fixtures and equipment, goodwill (if any) and
severance.
13. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M-37, P.O. Box 1988, in
the City of Santa Ana 92701, State of California. The mailing address of the Agency is 20 Civic Center Plaza, M-
25, Santa Ana, California 92701.
14. Exceptions. Agency agrees to accept title to said real property subject to the following: No Exceptions.
15. Entire Agreement. It is mutually agreed that the parties hereto have herein set forth the whole of their
Agreement. Performance of this Agreement by Agency shall lay at rest, each, every and all issue(s) that were
raised or could have been raised in connection with the acquisition of said real property by Agency.
16. Hazardous Waste. Neither City nor, to the best of City's knowledge, any previous owner, tenant, occupant,
or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic
substances, or related materials ("Hazardous Materials") on, under, in, or about the Property, or transported any
Hazardous Materials to or from the Property. City shall not cause or permit the presence, use, generation, release,
discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any
Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material,
or waste which is or becomes regulated by any local governmental authority, the State of California, or the United
States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous
waste", "extremely hazardous waste", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or
listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazazdous
Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and
Safety Code, Division 20, Chapter 6.8 (Carpenter-Presley-Tanner Hazardous Substance Account Act), (iii) defined
as a "hazardous material", "hazardous substance", or "hazardous waste" under Section 25501 of the California
Health and Safety Code, Division 20, Chapter 6.95 (Hazazdous Materials Release Response Plans and Inventory),
(iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division
20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii)
polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazazdous" or "extremely hazardous"
pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as
a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a
"hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. 56901 et
sec . (42 U.S.C. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive
Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. 59601 et sec. (42 U.S.C.
S9601).
17. Compliance With Environmental Laws. To the best of City's knowledge the 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, hazazdous waste, waste disposal, and other environmental matters,
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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 within which the
subject property is located, 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.
18. Indemnity. City agrees to indemnify, defend and hold the Agency harmless from and against any claim,
action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense
(including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence,
release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the
transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any
statute, ordinance, order, mle, regulation, permit, judgment, or license relating to the use, generation, release,
discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the
Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage,
cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness,
disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or
other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak,
spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to
or up to the date this escrow shall close. City shall not be responsible for acts or omissions to act post close of this
escrow.
19. Contingency. 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 Agency
herein. The execution of these documents and the delivery of same to Escrow Agent constitutes said acceptance
and approval.
20. Modification and Amendment. This Agreement may not be modified or amended except in writing signed
by the City and Agency.
21. 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 Agreement shall have no effect, but all
the remaining provisions of this Agreement shall remain in full force.
22. Cantions. 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.
23. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the
State of California.
24. No Reliance By One Party On The Other. Each party has received independent legal advice from its
attorneys with respect to the divisibility 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.
25. No Third Party Beneficiary. This Agreement is intended to benefit only the parties hereto and no other
person or entity has or shall acquire any rights hereunder.
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26. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and
deliver such further documents (in form and 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.
27. Applicability of Agreement To Assignees. This Agreement shall be binding upon and shall inure to the
benefit of the successors and assigns of the parties to this Agreement.
28. Authority to Execute Agreement. Each undersigned represents and warrants that its signature hereinbelow
has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall
indemnify Agency fully, including reasonable costs and attorney's fees, for any injuries or damages to Agency in the
event that such authority or power is not, in fact, held by the signatory or is withdrawn.
29. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if
fully set forth in the body of this Agreement.
30. Release. The parties hereto hereby agree that all rights under Section 1542 of the Civil Code of the State
of California are hereby waived. Civil Code section 1542 provides as follows:
"A general release does not extend to claims which the creditor does not know or suspect to
exist in his favor at the time of executing the release, which if known by him must have
materially affected his settlement with the debtor."
Notwithstanding the provisions of Civil Code section 1542, City hereby irrevocably and unconditionally
releases and forever discharges the Agency and each and all of its officers, agents, directors, supervisors,
employees, representatives, and its successors and assigns and all persons acting by, through, under, or in concert
with the Agency from any and all charges, complaints, claims, and liabilities of any kind or nature whatsoever,
known or unknown, suspected or unsuspected (hereinafter referred to as "claim" or "claims") which City at any
time heretofore had or claimed to have or which City at any time hereafter may have or claim to have, including,
without limitation, any and all claims related or in any manner incidental to this transaction.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.
ATTEST:
Patricia E. Healy
Clerk of the Council
CITY OF SANTA ANA, a charter city and municipal
corporation
David N. Ream
City Manager
ATTEST:
Patricia E. Healy
Secretary, Redevelopment Agency
APPROVED AS TO FORM:
JOSEPH W.FLETCHER
City Attorney/Agency General Counsel
By: ~ ~ ~ ~-
Lisa E. Storck
Assistant City Attorney/Assistant Counsel
COMMUNITY REDEVELOPMENT AGENCY
a public body, corporate and politic
~k
Ste en G. Har ng
Executive Dire for
EXHIBIT "A"
LEGAL DESCRIPTION
THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF
ORANGE, CITY OF SANTA ANA, AND IS DESCRIBED AS FOLLOWS:
(Commonly known as 4809 W. Edinger)
EXHIBIT "B"
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 prorations 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 of 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, a suit in interpleader brought by
you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all
obligations imposed upon you in 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 City agrees to sell and the
Agency agrees to buy the property herein described upon the terms hereof.
These escrow instructions, and amendments hereto, maybe 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.
EXHIBIT "A"
LEGAL DESCRIPTION
THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA,
COUNTY OF ORANGE, CITY OF SANTA ANA, AND IS DESCRIBED AS FOLLOWS:
ATTACHMENT TO GRANT DEED/DEED OF TRUST
CERTIFICATE OF ACCEPTANCE
Government Code Section 27281
This is to certify that the interest in real property conveyed by the Deed of Trust or Grant
Deed to the Community Redevelopment Agency of the City of Santa Ana, a public body,
corporate and politic, is hereby accepted by the undersigned officer or agent on behalf of
the Redevelopment Agency, pursuant to authority conferred by an adopted reso]ution of
the Redevelopment Agency, and the Grantee consents to recordation thereof by its duly
authorized officer or agent.
By: ~ Date:
Stephen G. Hardi g
Executive Director
ReCORDING REQUESTED BY
.. 'INlT....MERICAN TITLE COMPANY
COIAMERCIAl.IItlDUSTRIAL DIVISION
Free recording requested by City of Santa Ana
Per Government Code section 6103
r\ - "",' ,. :-, I ~,.-l_ '.' -
This Document was electronically recorded by
First American Title C
Recorded in Official Records, Orange County
Tom Daly, Clerk-Recorder
When recorded, please mail this
instrument and tax statements to:
Community Redevelopment Agency
City of Santa Ana
20 Civic Center Plaza, M-37
Santa Ana, California 92701
11111111!gllllll~~IIIIII~mllul~llllll~ NO FEE
2008000100886 03:45pm 03/04/08
122A 11 G024
0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
1ert/5.f.( ,08
CANCEL APPROVED AS TO APPROVED BY DESCRIPTION DESCRIPTIO~ A,P RIW MAP PROJECT
TAXES FORMBY ATTY DIRECTOR WRlTIEN BY CHECKED-O.K NUMBER },lJMBER NUMBER
This office Is exempt from filing
fees under Government Code ~ 6103.
No Tax Due Per Code 11922
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, THE CITY OF SANTA ANA, a
charter city and municipal corporation duly organized under the Constitution and laws of the State of California, does
hereby grant to THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA, a public body,
corporate and politic, fee simple title to the real property located at 4809 West Edinger Avenue, in the City of Santa Ana,
County of Orange, State of California, described as follows:
GRANT DEED
SEE EXHIBIT "A" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF
Dated ~ ) t2. 7/0 g
STATE OF CALiFORNIA
COUNTY OF
}ss.
}
On , 200_, before me,
personally appeared
personall y known to me (or proved to me on the basis of satisfactory
evidence) to be the person(s) whose name(s) is/are subscribed to the
within instrument and acknowledged to me that he/she/they executed
the same in his/her/their authorized capacity(ies), and that by his/her/
their signatures) on the instrument the person(s) or the entity upon be-
half of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Signature
(This area for official notary seal)
MAIL TAX STATEMENTS AS DIRECTED ABOVE
.- .. .
ATTACHMENT TO GRANT DEED/DEED OF TRUST
CERTIFICATE OF ACCEPTANCE
Government Code Section 27281
This is to certify that the interest in real property conveyed by the Deed of Trust or Grant
Deed to the Community Redevelopment Agency of the City of Santa Ana, a public body,
corporate and politic, is hereby accepted by the undersigned officer or agent on behalf of
the Redevelopment Agency, pursuant to authority conferred by an adopted resolution of
the Redevelopment Agency, and the Grantee consents to recordation thereof by its duly
authorized officer or agent.
Date:
r< /25/(;18
,
By:
Stephen G. Hardi g
Executive Director
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County of Orange } 55.
On February 27. 2008 before me, Claudia M. Fernandez-Shaw, Notary Public
Date --Name and Title of Officer-te.g., "Jane Dele, Notary Public")
personally appeared
David N.Ream
Name(s)ofSigner(s}d
ClAUDIA M. FERNANDEZ-SHAW
~ Commission # 1633539
'$ _,.; Notory Public - California ~
!, Orange County
MyComm. Explre'Jan25. 2010
who proved to me on the basis of satisfactory
evidence to be the personfsj whose nam~)
~ subscribed to the within instrument
and acknowledged to me that Jajsl ,e/tl ,ey
executed the same in
authorized capacity(ies), and that by
~Iher/their signature(st on the instrument the
personts), or the entity upon behalf of which
the person{&) acted, executed the instrument.
I certify under PENALTY OF PERJURY under
the laws of the State of California that the
foregoing is true and correct.
Place Notary Seal Above
jiJPTIONAL
Though the infonnation below is not required by law, it may prove valuable to persons relying on the document
and could prevent fraudulent removal and reattachment of this fonn to another document
Description of Attached Document
Title or Type of Document:
Document Date:
Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name:
o Individual
o Corporate Officer - Title(s):
o Partner -- 0 Limited 0 General
o Attorney in Fact
o Trustee
o Guardian or Conservator
o Other:
RIGHT THUMBPRINT
OF SIGNER
Top of thumb here
Signer Is Representing:
Order Number: O-SA-2891344 (08)
Page Number: 7
LEGAL DESCRIPTION
Real property in the City of Santa Ana, County of Orange, State of California, described as
follows:
THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECT10N 16,
TOWNSHIP 5 SOUTH, RANGE 10 WEST, IN THE RANCHO LAS BOLSAS, AS SHOWN ON A MAP
RECORDED IN BOOK 51, PAGE 12 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY,
CALIFORNIA, DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT IN THE WEST LINE OF SAID SOUTHEAST QUARTER 30.00 FEET OF THE
SOUTHWEST CORNER OF SAID SOUTHEAST QUARTER; THENCE NORTH 890 36' 10" EAST 70.00
FEET; THENCE NORTH 00 41' 57" WEST 115.00 FEET; THENCE SOUTH 890 36' 10" WEST 70.00
FEET TO A POINT IN THE WEST LINE OF SAID SOUTHEAST QUARTER; THENCE SOUTH 00 41'
5T' EAST ALONG SAID WEST LINE 115.00 FEET TO THE POINT OF BEGINNING.
APN: 108-331-01
EXHIBIT fA)
First American lit/e