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HomeMy WebLinkAboutWESTERN DENTAL SERVICES, INC., DBA WESTERN DENTAL-2013A- 2013 -116 t d' Project: Grand Avenue Widening Proiect APN: 398 - 454 -12 & 13 Tenant - Seller: Western Dental Services Inc. dba Western Dental v AGREEMENT FOR ACQUISITION OF TENANT- SELLER'S �✓ IMPROVEMENTS PERTAINING TO THE REALTY THIS AGREEMENT ( "Agreement ") is entered into as of this 3 y" day of 2013, by and between THE CITY OF SANTA ANA, a charter city and 0` municipal corporation duly organized under the Constitution and laws of the State of California ( "Buyer "), and WESTER_ N DENTAL SERVICES, INC. DBA WESTERN DENTAL ( "Tenant - Seller") for the acquisition by Buyer of certain improvements pertaining to real property described herein. IT IS HEREBY AGREED BETWEEN THE PARTIES AS FOLLOWS: 1. AGREEMENT. Tenant - Seller agrees to sell and convey to Buyer, and Buyer agrees to purchase and acquire from Tenant - Seller, upon the terms and for the consideration set forth in this Agreement, all right, title and interest, in and to certain improvements, including fixtures and equipment (collectively "Improvements ") located in, on, or affixed in any manner to the premises known and numbered as 1221 E. First Street #A. Santa Ana, California ( "Premises ") which Premises are part of that real property described in Exhibit 1 attached hereto, located in the City of Santa Ana, Orange County, California ( "Property"). The Improvements to be conveyed by Tenant - Seller are a part of the Premises, and specifically include, without limitation, the items described in the list of Improvements Pertaining to the Realty attached hereto as Exhibit 2. 2. PURCHASE PRICE. The total purchase price, payable in cash through this Agreement, shall be the sum of: NINETY THOUSAND ONE HUNDRED FIVE AND NO /100 DOLLARS ($90,105.00) ( "Purchase Price "). 3. CONVEYANCE OF INTEREST IN IMPROVEMENTS. Tenant - Seller agrees to execute a Quitclaim Deed in the same form as that attached hereto as Exhibit 3 in favor of Buyer ( "Quitclaim Deed "), relinquishing, releasing, and forever quitclaiming to Buyer all right title and interest in and to the Improvements, free and clear of all recorded and unrecorded encumbrances, liens, assessments, leases, and taxes. 4. RECORDING. Recordation of any documents delivered through this Agreement is authorized if necessary or proper, upon acceptance by Buyer as described herein. 5. CERTIFICATION OF OWNERSHIP. Tenant - Seller hereby warrants that Tenant - Seller is the owner of the Improvements and that no document has been signed by or on behalf of Tenant- Seller for the purpose of creating any lien, encumbrance, or security interest in any of the Improvements, and that the Tenant - Seller does not have actual (as compared to constructive) knowledge of any claim of lien, encumbrance, or other security interest therein EXCEPT personal property taxes. 6. BULK SALE. In order to establish proof of clear title to the Improvements, Buyer may publish a Notice to Creditors pursuant to the Bulk Sales Law of the State of California and obtain a title report and/or a report from the Secretary of State's Office as to filings of security interests covering the Improvements. 7. A general creditor's claim shall not be deemed to be a claim against any specific item of Improvements and Tenant - Seller hereby agrees to accept all responsibility therefore. Unless otherwise provided, it shall be presumed that Tenant- Seller is entitled to payment under this transaction for the Improvements. It shall be presumed that the Property owner is the owner of all improvements, fixtures and equipment associated with the Premises other than the Improvements. 8. CLOSING. Recording of the Quitclaim Deed by Buyer will constitute "Closing" of this transaction. At Closing, Buyer will pay the Purchase Price to Tenant - Seller. 9. FULL AND COMPLETE SETTLEMENT RELATED TO COMPENSATION FOR THE IMPROVEMENTS. Tenant - Seller hereby acknowledges that the compensation paid to Tenant - Seller through this Agreement constitutes the full and complete settlement of all claims against Buyer relating to the value of the Improvements (but excluding relocation benefits to which Tenant - Seller may be entitled, if any, and loss of business goodwill to which Tenant - Seller may be entitled, if any). 10. CONTINGENCY. Transaction is subject to and contingent upon receipt by Buyer of the duly executed Quitclaim Deed from Tenant - Seller with respect to the Improvements. This transaction is further subject to and contingent upon approval and acceptance by Buyer. 11. AGREEMENT TO EXECUTE. Tenant - Seller and Buyer agree to execute and file any additional agreements, consents or other documents reasonably necessary to effect the purchase of the Improvements. 12. AUTHORIZATION TO EXECUTE. Tenant - Seller and Buyer represent and warrant that the persons executing this Agreement are duly authorized to do so and to act on behalf of Tenant - Seller and Buyer respectively. 13. COMPROMISE IN SETTLEMENT. This Agreement is a compromise in settlement of pending or potential litigation between Tenant - Seller and Buyer and shall never be treated as an admission by Buyer or Seller for any purpose of liability or as to value of any property or claim. 14. WARRANTIES, REPRESENTATIONS AND COVENANTS OF TENANT - SELLER. Tenant - Seller hereby warrants, represents, and /or covenants to Buyer that: A. To the best of Tenant- Seller's knowledge, there are no actions, suits, material claims, legal proceedings, or any other proceedings affecting the Improvements at law or in equity, before any court or governmental agency. B. Until the Closing, Tenant - Seller shall not knowingly do anything which would impair Tenant - Seller's title to the Improvements. C. To the best of Tenant - Seller's knowledge, neither the execution of this Agreement nor the performance of the obligations herein will conflict with, or violate any of the provisions of any bond, note, evidence of indebtedness, contract, lease, or other agreement or instrument to which the Improvements may be subject. D. Until the Closing, Tenant - Seller shall, upon learning of any fact or condition which would cause any of the warranties and representations in this Paragraph 14 not to be true as of Closing, immediately give written notice of such fact or condition to Buyer. 15. ATTORNEYS' FEES. If legal action is required in order to construe or enforce any provision of this Agreement, the party prevailing in such action shall be entitled, in addition to such other relief as may be granted, to a reasonable sum as its attorneys' fees and costs. 16. COUNTERPARTS. This Agreement may be executed in counterparts and when so executed by both parties, each counterpart will constitute an original document. 17. BINDING EFFECT. The terms, conditions, covenants and agreements set forth herein shall apply to and bind the heirs, executors, administrators, assigns and successors of the parties hereto. 18. ENTIRE AGREEMENT. This Agreement contains the entire agreement between both parties regarding the subject matter hereof; neither party relies upon any warranty or representation not contained in this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year set forth hereinabove. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK. SIGNATURE PAGE FOLLOWS. 3 Mailing Address of Tenant - Seller 530 S. Main Street Orange, California 92868 Attn: Legal Department Mailing Address of Buyer 20 Civic Center Plaza, M -30 Santa Ana, Califomia 92701 Tenant - Seller Western Dental Services, Inc. 1; By: )11— Its: Date: -1 j a-OI a Buyer THE CITY OF S TA ANA, a charter city and municipal corpo ation duly organized under the Constitution an `/la f the State of California Kevin O'Rourke City Manager IV 0 5 2013 Attest: By:k a vVZ�� xi Maria D. Huizar City Clerk Sp 0 5 2013 Date: Approved as to Form: Sonia R. Carvalho City Attomey B. Sandoval of Assistant City Attorney Date: 9 22.- 13 EXHIBIT 1 LEGAL DESCRIPTION OF PROPERTY A -1 EXHIBIT "4" LEGAL DESCRIPTION Real property In the Cfty of Santa Ana, County of Orange, State of California, described as follows: PARCEL A, LOTS 1, 3, 4, 10, 11 AND 12 IN BLOCK "E° OF SANTA ANA INVESTMENT COMPANY TRACT NOS 1, HUMPHREY'S ADDITION TO SANTA ANA, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP THEREOF RECORDED IN BOOK 11, AT PAGE 39, OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA. EXCEPTING THEREFROM THE SOUTHERLY ONE FOOT OF LOTS 10,11 AND 12, IN BLOCK E OF SANTA ANA INVESTMENT COMPANY, TRACT NO. 1, HUMPHREY'S ADDITION TO SANTA ANA, AS SHOWN ON A MAP THEREOF RECORDED IN BOOK 11, PAGE 39, MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, AS GRANTED TO THE CITY OF SANTA ANA BY DEED RECORDED APRIL 3,1964, IN BOOK 6990, PAGE 100 AS INSTRUMENT NO. 3013, OF OFFICIAL RECORDS. ALSO EXCEPTING THEREFROM A SPANDREL SHAPED PARCEL OF LAND BOUNDED SOUTHERLY BY THE NORTH LINE OF PARCEL 1, BOUNDED EASTERLY BY THE EAST LINE OF SAID LOT 12, BOUNDED NORTHWESTERLY BY THE ARC OF A CURVE CONCAVE NORTHWESTERLY, HAVING A RADIUS OF 25 FEET AND TANGENT TO SAID SOUTHERLY AND EASTERLY BOUNDARIES, AS GRANTED TO THE CITY OF SANTA ANA BY DEED RECORDED APRIL 3,1964, IN BOOK 6990, PAGE 100 AS INSTRUMENT NO. 3013, OF OFFICIAL RECORDS. PARCEL B: LOT 2 IN BLOCK B OF SANTA ANA INVESTMENT COMPANY, TRACT NO. 1, `HUMPHRLI"S ADDITION TO SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORMA, AS SHOWN ON A MAP RECORDED IN BOOK 11, PAGE 39 MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA. APN: 398- 454 -12 and 398 - 454 -13 EXHIBIT 2 IMPROVEMENTS PERTAINING TO THE REALTY lulm PUBLIC WORKS WESTERN DENTAL CITY OF SANTA ANA FAIR MARKET VALUE GRAND AVENUE STREET WIDENING PROJECT DATE OF VALUE: APRIL 18, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE THROUGHOUT LOT, C/O INSTALLATION OF: A/G 22,820 (1) PAN / CEPH MACHINE & COMPUTERS (2) ESTIMATOR'S COMPUTERS (2) DOCTOR'S COMPUTERS (1) EWB SYSTEM, JOB STATUS SYSTEM (2) BELMONT X -RAY MACHINES (1) TV SCEPTRE, HDTV, HDMI, 1080P, 120 HZ (1) VACUUM SYSTEM, COMPRESS AIR SYSTEM, WATER DISTRIBUTION SYSTEM, 2 BREAKERS, ASSOC, ELECTRIC (6) ADMINISTRATIVE COMPUTERS, PRINTERS, SERVER, ETC. (2) WALL MOUNTED SERVERS (1) SERVER RACK, WALL MOUNTED, MARK IV (1 DATA COLLECTION UNIT, KRONOS, CARD SWIPE, TERMINAL (7) DENTAL CHAIRS AND DELIVERY SYSTEMS 1 ALARM SYSTEM, BAY ALARM, (1) 16 KEYPAD, (3) A 2,500 WIRELESS SENSORS DENTAL SUITE INTERIOR CONSTRUCTION, FRAMED PARTITIONS A 28,000 DIVIDE THE DENTAL SUITE INTO TWO MAJOR AREAS. THE SOUTH SECTION INCLUDE THE PATIENT WAITING LOBBY CONTAINING _286_SQ. FT.; THE RECEPTION COUNTER AND BUSINESS OFFICE 336 SQ. FT., TWO RESTROOMS -98-SQ. FT. EACH AND 2 CLOSETS FOR AIR, VACUUM AND OXYGEN EQUIPMENT, DENTAL CLINIC SECTION CONTAINING _1352_SQ. FT. IS DIVIDED INTO (7) DENTAL STATIONS SEMI -OPEN STALLS, PRIVATE DENTAL ROOM # 5, CONVERTED OFFICE, A LABORATORY, X -RAY ROOM WITH ALCOVE, AND A STAFF BREAK ROOM, INCLUDING: (1,900) SQ. FT. FRAMED INTERIOR PARTITION WALLS, GYPSUM BOARD PANELS, TAPE, SPACKLING, PAINT, 2 SIDES (355) SO. FT. LEAD SHEETING FOR X -RAY PROTECTED AREAS (1,077) SQ. FT. SINGLE SIDE FACING, ON INTERIORS OF PARTY WALL AND EXTERIOR WALLS, GYPSUM BOARD, TAPED, SPACKLING, SANDING AND PAINTING ITEM DESCRIPTION: FAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE (655) SQ. FT. GLAZED EXTERIOR WALLS, PLATE GLASS COMMERCIAL GRADE, 2 GLASS EXTERIOR DOORS AT LOBBY AND STAFF ROOM, PLATE GLASS AT LOBBY AND BUSINESS OFFICE, MINIMUM DETAIL AND FINISH (2) GLASS DOOR AND SIDE PANEL AT LOBBY, 36" WIDE DOOR FRAME, 21" ALUMINUM FRAME FOR FIXED PANEL, INCLUDING HARDWARE AND ELECTRICAL UNLOCKING CONTROLS, GLASS DOOR AT PRIVATE OFFICE (2) ACCORDIAN, FOLDING VINYL DOORS, DENTAL ROOM # 5 AND STAFF (3) WOOD HOLLOW CORE DOORS, RESTROQMS ANDLABORATORY (2) WOOD SOLID CORE, AIR AND VACUUM EQUIPMENT ROOM, OXYGEN ROOM WITH 2- AIR CIRCULATION VENT PANELS 1 FLOOR COVER, VINYL COMPOSITION TILES, WALL A 5,600 TO WALL, BASE BOARD, GROSS AREA 2,552 SO. FT. TRIM AND CUTTING AT BASE WALLS, INSTALLED 1 WINDOW APPOINTMENTS, PLASTIC, VENETIAN G 2,975 BLINDS, HORIZONTAL, MANUAL HARDWARE, LOBBY, LAB, OFFICE AND STAFF AREAS, C /O: (3) SECTIONS, LABORATORY, 34" W X 56" H EACH (3) SECTIONS, STAFF BREAK ROOM, 6' W X 24" OVER DOOR, 3' W X 4' H, NORTH OF DOOR, 3' X 6'8" SOUTH OF DOOR (6) SECTIONS, RECEPTION OFFICE, 36" X 9'H (2) SECTIONS, 32" W X 74" H, IN DENTAL TREATMENT ROOM # 5 AND PRIVATE OFFICE RECEPTION DESK AND OFFICE RECEPTION COUNTER, 106" X 12" SERVICE TOP, A 3,700 42" HIGH, WOOD WITH PLASTIC VENEER, FRONT PANEL 97" X 40" HIGH, OPEN KNEE WELL, SINGLE DIVIDE PANEL (1) SIDE SERVICE COUNTER, 117 X 12" TOP, 42" HIGH, FRONT PANEL 151" X 401/2" HIGH, 2 PEDESTAL WITH DOUBLE DOOR AND DRAWER 21" WIDE, 4 SHALLOW DRAWERS 19 1/2" WIDE, 30" HIGH WORK TOP, 12" BACK PANEL FOR SERVICE TOP 1 WALL AND COUNTER UNIT, (TYPICAL WOOD A 1,625 PLASTIC VENEER) 63!'X 25" TOP, 31" OPEN KNEE WELL, SINGLE SHALLOW DRAWER, PEDESTAL 28" WIDE, 1 DRAWER 14" WIDE, 1 LOCK, DOUBLE DOOR STORAGE CABINET ITEM DESCRIPTION: FAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE (1) WALL CABINET, 62" X 38" H X 14" D, DOUBLE DOOR AND SINGLE DOOR, 3 LOCKS BATHROOMS 1 BABY CHANGING STATION, KOLA KARE, DROP A 175 CRIB TRAY, MODEL KB200, WALL MOUNTED, HORIZONTAL LOT, RESTROOM ACCESSOREIS, C /O: A 500 (2) SETS HANDICAPPED ASSISTOR BARS, STAINLESS STEEL, WALL MOUNTED, 48" & 38" (2) SCOTT PAPER TOWEL DISPENSER, 12" X 13" PULL SHEET (2) SANITARY TOILET SEAT COVER, NATIONAL SANITARY SUPPLY (2) AIR FRESHENERS, ElKOSHA, BATTERY OPERATED FAN (2) RUBBER MAID AIR FRESHENERS (2) WASTE PAPER CONTAINERS, GREY PLASTIC, 19" X 34" H, LID, DROP CHUTE (4) PAPER ROLLS, SINGLE (2) MIRROR, 30" X 24" (1) FLOWERS, YELLOW, PLASTIC PLANTER (1) SOAP DISPENSER, "DISCOVERY", BATTERY OPERATED, TOUCHLESS DENTAL TREATMENT AREAS 10 9 CABINETS, WOOD CONSTRUCTION, PLASTIC A 3,100 VENEER, WOOD GRAIN FINISH, WASTE COMPARTMENT SINGLE ACCESS DOOR, 18" X 30" H, 18" W DRAWER, SUPPLY STORAGE SINGLE DOOR, 18" W X 25" H, 2 INTERIOR SHELVES, INCLUDING: (4) 3'3" X 16" TOP, WITH 6" DIA, DROP CHUTE, 36" HIGH CABINET (4) IRREGULAR TOP 55" FRONT, 41" BACK, 16" DEEP TOP, 6" DIA. DROP CHUTE, 36" HIGH CABINET (1) IRREGULAR TOP, 56" & 41" X 16" DEEP, NO DROP OPENING, TYPICAL 2 DOOR, 1 DRAWER, X- RAY CONTROL ROOM 11 1 NURSE'S STATION CABINETS, "U" SHAPE A 7,760 BETWEEN ROOM # 5 AND OFFICE, 7'3" X 26" COUNTER, 2 SIDES, 43" WIDE COUNTER WITH SINK, DOUBLE DOOR, STAINLESS STEEL SINK, 22" X 21" SINGLE COMPARTMENT WITH HARDWARE, 36" HIGH COUNTER, (2) DOUBLE DOOR, (4) 20" DRAWER, (8) 18" DRAWER ITEM DESCRIPTION: FAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE (1) WALL CABINETS, 36" HIGH, 4 DOUBLE DOOR, 35" WIDE, 2 SINGLE DOOR, 21" WIDE, OPEN FACE SHELF SECTION, 24" X 18',2 ADJUSTABLE SHELVES, UPPER DOUBLE DOOR CABINET, 24" X 18" HIGH 12 1 ISLAND COUNTER WORK STATION, 97" X 32" TOP, A 4,000 WITH 22" X 22" STAINLESS STEEL SINGLE COMPARTMENT SINK, GOOSE NECK HARDWARE, LOCAL PIPING, BASE CABINET, 2 SIDES WITH ONE SINGLE DOOR 16" WIDE AND DOUBLE DOOR 30" WIDE, 36" HIGH, 2 END DOORS, 29" WIDE (1) ELECTRICAL CHUTE, 10112" X 8" X 17112" HIGH, 2 DOUBLE PLUG RECEPTORS (1) UPPER CABINET, 60" L X 26" W X 51" H TO CEILING, 31" HIGH STORAGE CABINETS, 4 DOUBLE DOORS, 23" WIDE, 2 OPEN FACE SHELF SECTIONS, 15" W X 15" H, UPPER DOUBLE DOOR 15" X 15",20" HIGH BOX COMPARTMENT LABORATORY 13 1 COUNTER, WOOD, WHITE VENEER FINISH, A 4,110 INCLUDING: (1) DESK UNIT, 66" X 25" TOP, 5" SPLASH PANEL WITH 4112" SHELF, 2 PEDESTAL, 1 DOUBLE DOOR, 5 DRAWERS, 30" HIGH (1) CABINET, 38" X 26" TOP, 36" HIGH (1) RANGE TOP, TAPPAN, 4 BURNER, NATURAL GAS WITH RANGAIRE OVERHOOD VENT (1) CABINET, OVER VENT, WITH G.T. VENT DUCT, 36" W X 31" H, 17" H BOX COMPARTMENT ABOVE (1) APPAREL RACK, BUILT -IN 35" W X 26" D X 77" H, OPEN FRONT (8) SHELF, WOOD PLANK, WHITE PAINT, 8" X 1" BOARD, 4- 60 ", 3- 72'.1- 36" (1) SINK COUNTER, WOOD WITH WHITE PLASTIC VENEER, 7'S" X 26" TOP, STAINLESS STEEL SINK, SINGLE COMPARTMENT, 22" X 20 ", GOOSE NECK HARDWARE, LOCAL PIPING, DRAIN TRAP, ACCESSORIES, INSTALLED STAFF BREAK ROOM 14 1 SINK COUNTER, WOODIPLASTIC VENEER A 3,240 (TYPICAL) T6" TOP, 26" DEEP, STAINLESS STEEL DOUBLE COMPARTMENT SINK, 33" X 22" X 8" DEEP, BASE WITH 2- DOUBLE DOOR, 2- DRAWER 15" W, 21" OPENING FOR G.E. REFRIGERATOR (1) GARBAGE DISPOSAL, 1/2 HP, ELECTRIC, MODEL5 (1) WATER FILTER, 3M, CARTRIDGE ITEM DESCRIPTION: PAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE (1) WALL CABINETS, T6" X 36" H, 3- DOUBLE DOORS (1) MATCHING TABLE TOP, WALL MOUNTED ACROSS ROOM, 1'6" X 26" D, 4" SPLASH PANEL, MOUNTED ON SOUTH WALL TOTAL IMPROVEMENTS PERTAINING TO THE REALTY 90,105 5 RECORDING REQUESTED BY: THE CITY OF SANTA ANA AND WHEN RECORDED MAIL TO: Clerk of the Council City of Santa Ana 20 Civic Center Plaza, M -30 Santa Ana, California 92701 /\ -2ut3 -I IGb Exempt from Recording Fee County Assessor's Parcel Number: 398 - 454 -12'& 13 Exempt from Documentary Transfer Tax =920OKM FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, WESTERN DENTAL SERVICES, INC. do(es) hereby REMISE, RELEASE AND FOREVER QUITCLAIM to the THE CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California, the real property in the City of Santa Ana, County of Orange, State of California, described as all right title and interest in and to the following described real property in exhibit "A" including any and all leasehold interest, title and interest in and to the improvements pertaining to the realty which are attached or affixed in any manner to the following described real property specifically including, but not limited to the items in Exhibit "B ", list of Improvements Pertaining to the Realty, (fixtures and equipment), attached hereto and by this reference made a part hereof, which are either generally or for purpose of this deed a part of that parcel of real property in the City of Santa Ana, County of Orange, State of California, described as follows: Grantor for himself, his heirs, representatives and assigns covenants and warrants that: 1) Grantor is the sole owner of the itemized Improvements Pertaining to the Realty conveyed by this Quitclaim Deed free from all liens and encumbrances, and 2) Grantor will defend the title and quiet enjoyment of the real property described above, including all Improvements Pertaining to the Realty, against all demands and claims of all persons. SEE EXHIBIT "A" & "B" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF IN WITNESS WHEREOF, the grantor hereto has caused this Quitclaim Deed to be executed as of this 0 Mday of Se 2 e /', 2013. Western Den-al Services, Inc. By. Date: (o By: /) '' Date: ° u 4-0 S0,r 6,ra Lau, .Sear&ta �. ACKNOWLEDGEMENT State of California County of Orange On September 6, 2013 before me, Paula Perez, Notary Public************** personally appeared (insert name and title) David Joe, Chief Financial Officer and Sandra Lau Secretary who proved to me on the basis of satisfactory evidence to be the persons whose name are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signature on the instrument the persons, or entity upon behalf of which the persons acted, executed the instrument. I certify under the PENALTY OF PURJURY under the laws of the State of California that the forgoing paragraph is true and correct. WITNESS my hand and official seal. PAULA PEREZ Commdsolon N 195 6237 "a Notary Public - Callfornla J Signature (_;! -L.� _ Seal Orange County MI Comm. Ex Tres Nov 22, 2015 EXHIBIT "A" LEGAL DESCRIPTION Real property In the City of Santa Ana, County of Orange, State of California, described as follows: PARCEL A: LOTS 1, 3, 4,10,11 AND 12 IN BLOCK "E" OF SANTA ANA INVESTMENT COMPANY TRACT NO, 1, HUMPHREY'S ADDITION TO SANTA ANA, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP THEREOF RECORDED IN BOOK 11, AT PAGE 39, OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, EXCEPTING THEREFROM THE SOUTHERLY ONE FOOT OF TATS 10,11 AND 12, IN BLACK E OF SANTA ANA INVESTMENT COMPANY, TRACT N0, 1, HUMPHREY'S ADDITION TO SANTA ANA, AS SHOWN ON A MAP THEREOF RECORDED IN BOOK 11, PAGE 39, MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, AS GRANTED T6 THE CITY OF SANTA ANA BY DEED RECORDED APRIL 3, 1964, IN BOOK 6990, PAGE 100 AS INSTRUMENT NO. 3013, OF OFFICIAL RECORDS. ALSO EXCEPTING THEREFROM A SPANDREL SHAPED PARCEL OF LAND BOUNDED SOUTHERLY BY THE NORTH LINE OF PARCEL 1, BOUNDED EASTERLY BY THE EAST LINE OF SAID LOT 12, BOUNDED NORTHWESTERLY BY THE ARC OF A CURVE CONCAVE NORTHWESTERLY, HAVING A RADIUS OF 25 FEET AND TANGENT TO SAID SOUTHERLY AND EASTERLY BOUNDARIES, AS GRANTED TO THE CITY OF SANTA ANA BY DEED RECORDED APRIL 3, 1961, IN BOOK 6990, PAGE 100 AS INSTRUMENT NO. 3013, OF OFFICIAL RECORDS. PARCEL. B: LOT 2 I BLOCK 13 OF SANTA ANA INVESTMENT COMPANY, TRACT NO. 1, HUMPHREY'S ADDITION TO SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN BOOK 11, PAGE 39 MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, APH: 398 - 454 -12 and 398 - 454 -13 PUBLIC WORD$ WESTERN DENTAL CITY OF SANTA ANA FAIR MARKET VALUE GRAND AVENUE STREET WIDENING PROJECT DATE OF VALUE: APRIL 18, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO, QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE THROUGHOUT LOT, C/O INSTALLATION OF: (1) PAN/ CEPH MACHINE & COMPUTERS (2) ESTIMATOR'S COMPUTERS (2) DOCTOR'S COMPUTERS (1) EWB SYSTEM, JOB STATUS SYSTEM (2) BELMONT X-RAY MACHINES (1) TV SCEPTRE, HDTV, HDMI, 1086P, 120 HZ (1) VACUUM SYSTEM, COMPRESS AIR SYSTEM, WATER DISTRIBUTION SYSTEM, 2 BREAKERS, ASSOC, ELECTRIC (6) ADMINISTRATIVE COMPUTERS, PRINTERS, SERVER, ETC, (2) WALL MOUNTED SERVERS (1) SERVER RACK, WALL MOUNTED, MARK IV (1 DATA COLLECTION UNIT, KRONOS, CARD SWIPE, TERMINAL (7) DENTAL CHAIRS AND DELIVERY SYSTEMS 1 ALARM SYSTEM, BAY ALARM, (1) 16 KEYPAD, (3) WIRELESS SENSORS DENTAL SUITE INTERIOR CONSTRUCTION, FRAMED PARTITIONS DIVIDE THE DENTAL SUITE INTO TWO MAJOR AREAS. THE SOUTH SECTION INCLUDE THE PATIENT WAITING LOBBY CONTAINING _286-SQ, FT.; THE RECEPTION COUNTER AND BUSINESS OFFICE 336 SQ. FT., TWO RESTROOMS -98-SQ. FT. EACH AND 2 CLOSETS FOR AIR, VACUUM AND OXYGEN EQUIPMENT, DENTAL CLINIC SECTION CONTAINING _1352_SQ. FT. IS DIVIDED INTO (7) DENTAL STATIONS SEMI -OPEN STALLS, PRIVATE DENTAL ROOM # 5, CONVERTED OFFICE, A LABORATORY, X -RAY ROOM WITH ALCOVE, AND A STAFF BREAK ROOM, INCLUDING: (1,900) SQ. FT, FRAMED INTERIOR PARTITION WALLS, GYPSUM BOARD PANELS, TAPE, SPACKLING, PAINT, 2 SIDES (355) SQ. FT, LEAD SHEETING FOR X -RAY PROTECTEDAREAS (1,077) SQ. FT. SINGLE SIDE FACING, ON INTERIORS OF PARTY WALL AND EXTERIOR WALLS, GYPSUM BOARD, TAPED, SPACKLING, SANDING AND PAINTING A/0 22,820 A 2,500 A 28,000 ITEM OTY DESCRIPTION: FAIR SALVAGE NO. IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE ALUE (655) SQ. FT. GLAZED EXTERIOR WALLS, PLATE GLASS COMMERCIAL GRADE, 2 GLASS EXTERIOR DOORS AT LOBBY AND STAFF ROOM, PLATE GLASS AT LOBBY AND BUSINESS OFFICE, MINIMUM DETAIL AND FINISH (2) GLASS DOOR AND SIDE PANEL AT LOBBY, 36" WIDE DOOR FRAME, 21" ALUMINUM FRAME FOR FIXED PANEL, INCLUDING HARDWARE AND ELECTRICAL UNLOCKING CONTROLS, GLASS DOOR AT PRIVATE OFFICE (2) ACCORDIAN, FOLDING VINYL DOORS, DENTAL ROOM # 6 AND STAFF (3) WOOD HOLLOW CORE DOORS, RESTROOMS ANDLABORATORY (2) WOOD SOLID CORE, AIR AND VACUUM EQUIPMENT ROOM, OXYGEN ROOM WITH 2. AIR CIRCULATION VENT PANELS 1 FLOOR COVER, VINYL COMPOSITION TILES, WALL A 5,600 TO WALL, BASE BOARD, GROSS AREA 2,552 SQ. FT. TRIM AND CUTTING AT BASE WALLS, INSTALLED 1 WINDOW APPOINTMENTS, PLASTIC, VENETIAN G 2,975 BLINDS, HORIZONTAL, MANUAL HARDWARE, LOBBY, LAB, OFFICEAND STAFF AREAS, C /O: (3) SECTIONS, LABORATORY, 34" W X 56" H EACH (3) SECTIONS, STAFF BREAK ROOM, 6'W X 24" OVER DOOR, &W X 4' H, NORTH OF DOOR, TX 6'8" SOUTH OF DOOR (6) SECTIONS, RECEPTION OFFICE, 36" X 9'H (2) SECTIONS, 32" W X 74" H, IN DENTAL TREATMENT ROOM # 5 AND PRIVATE OFFICE RECEPTION DESK AND OFFICE RECEPTION COUNTER, 106 "X 12" SERVICE TOP, A 3,700 42" HIGH, WOOD WITH PLASTIC VENEER, FRONT PANEL 97" X 40" HIGH, OPEN KNEE WELL, SINGLE DIVIDE PANEL (1) SIDE SERVICE COUNTER, 11'3" X 12" TOP, 42" HIGH, FRONT PANEL 161" X 401!2" HIGH, 2 PEDESTAL WITH DOUBLE DOOR AND DRAWER 21" WIDE, 4 SHALLOW DRAWERS 191/2" WIDE, 30" HIGH WORK TOP, 12" BACK PANEL FOR SERVICE TOP 1 WALL AND COUNTER UNIT, (TYPICAL WOOD A 1,625 PLASTIC VENEER) 63" X 25" TOP, 31" OPEN KNEE WELL, SINGLE SHALLOW DRAWER, PEDESTAL 28" WIDE, 1 DRAWER 14" WIDE, 1 LOCK, DOUBLE DOOR STORAGE CABINET ITEM DESCRIPTION: FAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE (1) WALL CABINET, 62" X 38" H X 14" D, DOUBLE DOOR AND SINGLE DOOR, 3 LOCKS BATHROOMS 1 BABY CHANGING STATION, KOLA KARE, DROP A 175 CRIB TRAY, MODEL KB200, WALL MOUNTED, HORIZONTAL LOT, RESTROOM ACCESSOREIS, C /O: A 800 (2) SETS HANDICAPPED ASSISTOR BARS, STAINLESS STEEL, WALL MOUNTED, 48" & 38" (2) SCOTT PAPER TOWEL DISPENSER, 12" X 13" PULLSHEET (2) SANITARY TOILET SEAT COVER, NATIONAL SANITARY SUPPLY (2) AIR FRESHENERS, EIKOSHA, BATTERY OPERATED FAN (2) RUBBER MAID AIR FRESHENERS (2) WASTE PAPER CONTAINERS, GREY PLASTIC, 19" X 34" H, LID, DROP CHUTE (4) PAPER ROLLS, SINGLE (2) MIRROR, 30" X 24" (1) FLOWERS, YELLOW, PLASTIC PLANTER (1) SOAP DISPENSER, "DISCOVERY ", BATTERY OPERATED, TOUCHLESS DENTAL TREATMENT AREAS 10 9 CABINETS, WOOD CONSTRUCTION, PLASTIC A 3,100 VENEER, WOOD GRAIN FINISH, WASTE COMPARTMENT SINGLE ACCESS DOOR, 18" X 30" H, 18" W DRAWER, SUPPLY STORAGE SINGLE DOOR, 18" W X 25" H, 2 INTERIOR SHELVES, INCLUDING: (4) TV' X 16" TOP, WITH 6" DIA, DROP CHUTE, 36" HIGH CABINET (4) IRREGULAR TOP 55" FRONT, 41" BACK, 16" DEEP TOP, 6" DIA. DROP CHUTE, 36" HIGH CABINET (1) IRREGULAR TOP, 55" & 41 "X 16" DEEP, NO DROP OPENING, TYPICAL 2 DOOR, 1 DRAWER, X. RAY CONTROL ROOM 11 1 NURSE'S STATION CABINETS, "U" SHAPE A 7,760 BETWEEN ROOM 4 5 AND OFFICE, T3" X 26" COUNTER, 2 SIDES, 43" WIDE COUNTER WITH SINK, DOUBLE DOOR, STAINLESS STEEL SINK, 22" X 21" SINGLE COMPARTMENT WITH HARDWARE, 36" HIGH COUNTER, (2) DOUBLE DOOR, (4) 20" DRAWER, (8) 18" DRAWER ITEM QTY DESCRIPTION: FAIR SALVAGE NO. IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE (1) WALL CABINETS, 36" HIGH, 4 DOUBLE DOOR, 35" WIDE, 2 SINGLE DOOR, 21" WIDE, OPEN FACE SHELF SECTION, 24'X 18 ", 2 ADJUSTABLE SHELVES, UPPER DOUBLE DOOR CABINET, 24" X 18" HIGH 12 1 ISLAND COUNTER WORK STATION, 07" X 32" TOP, A 4,000 WITH 22" X 22" STAINLESS STEEL SINGLE COMPARTMENT SINK, GOOSE NECK HARDWARE, LOCAL PIPING, BASE CABINET, 2 SIDES WITH ONE SINGLE DOOR 16" WIDE AND DOUBLE DOOR 30" WIDE, 36" HIGH, 2 END DOORS, 20" WIDE (1) ELECTRICAL CHUTE, 101/2" X S" X 17112" HIGH, 2 DOUBLE PLUG RECEPTORS (1) UPPER CABINET, 60" LX 28" W X 51" H TO CEILING, 31" HIGH STORAGE CABINETS, 4 DOUBLE DOORS, 23" WIDE, 2 OPEN FACE SHELF SECTIONS, 15'W X 15" H, UPPER DOUBLE DOOR 15" X 15 ", 20" HIGH BOX COMPARTMENT LABORATORY 13 1 COUNTER, WOOD, WHITE VENEER FINISH, A 4,110 INCLUDING: (1) DESK UNIT, 66" X 25" TOP, 5" SPLASH PANEL WITH 41/2" SHELF, 2 PEDESTAL,1 DOUBLE DOOR, 5 DRAWERS, 30" HIGH (1) CABINET, 38" X 26" TOP, 36" HIGH (1) RANGE TOP, TAPPAN, 4 BURNER, NATURAL GAS WITH RANGAIRE OVERHOOD VENT (1) CABINET, OVER VENT, WITH G.T. VENT DUCT, 36" W X 31" H. 17" H BOX COMPARTMENT ABOVE (1) APPAREL RACK, BUILT -IN 35" W X 26" D X 77" H, OPEN FRONT (8) SHELF, WOOD PLANK, WHITE PAINT, 8" X V BOARD, 4- 60 ", 3- 72",l- 36" (1) SINK COUNTER, WOOD WITH WHITE PLASTIC VENEER, 7'5" X 26" TOP, STAINLESS STEEL SINK, SINGLE COMPARTMENT, 22" X 20 ", GOOSE NECK HARDWARE, LOCAL PIPING, DRAIN TRAP, ACCESSORIES, INSTALLED STAFF BREAK ROOM 14 1 SINK COUNTER, WOOD /PLASTIC VENEER A 3,240 (TYPICAL) T6" TOP, 26" DEEP, STAINLESS STEEL DOUBLE COMPARTMENT SINK, 33" X 22" X W DEEP, BASE WITH 2- DOUBLE DOOR, 2- DRAWER 15" W, 21" OPENING FOR G.E. REFRIGERATOR (1) GARBAGE DISPOSAL, 112 HP, ELECTRIC, MODEL 5 (1) WATER FILTER, 3M, CARTRIDGE ITEM QTY DESCRIPTION: PAIR SALVAGE NO. IMPROVEMENTS PERTAINING 70 THE REALITY COND PIC # MARKET VALUE VALUE (1) WALL CABINETS, 76" X 36' H, 3- DOUBLE DOORS (1) MATCHING TABLE TOP, WALL MOUNTED ACROSS ROOM, 1'6" X 26" D, 4" SPLASH PANEL, MOUNTED ON SOUTH WALL TOTAL IMPROVEMENTS PERTAINING TO THE REALTY 90,105 CERTIFICATE OF ACCEPTANCE This is to certify that the interest in the real property conveyed by the Quitclaim Deed dated September 6, 2013, from Western Dental Services, Inc., to the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California, is hereby accepted by the undersigned officer or agent on behalf of the City Council pursuant to authority conferred by Ordinance No. NS -2352 and Section No. 33 -55 of the Santa Ana Municipal Code adopted by the City Council on June 1, 1998, in compliance with California Government Code Section 27281 and the grantee consents to recordation thereof by its duly authorized officer. Dated For the City of Santa Ana: Carlos Rojas, Acting City Manager CALIFORNIA ALL - PURPOSE ACKNOWLEDGEMENT State of California County of Orange SS City of Santa Ana On this 16th day of October. 2013, before me, Rose Ann Trujillo , Notary Public, personally appeared Carlos Rojas Acting City Manager who 4ham to me on the basis of satisfactory evidence to be the so peFSags whosnames tI/are- s ubscribed to t*within instrument and acknowledged to me tha � executed the same in I 1 /her/tir authorized 2pacit /capaciti� and that by hi /hew/#r si natur si natures on the instrument t psrsons or the entity upon behalf of which the person pefsens 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. Witness my hand and official seal. NOTARY SEAL Witness my hand amend official seal. � ROME ANNlRUJILLU _` d� ' —" "`J�y NoWy Pubho • CaBNareda L40 cemmlealem r 19700" Signature of Notary omn" County M Cumm. Ez Iree May 3 1 CAPACITY CLAIMED BY SIGNER: SIGNER IS REPRESENTING: ❑ Individual(s) ❑ Corporate ❑ Officers Title(s) El Partner(s) ❑ General Partner of a Limited ❑ Partnership ❑ Attorney -in -Fact ❑ Trustee (s) ❑ Subscribing Witness ❑ Guardian /Conservator ❑ Other: THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED TO THE BELOW: WESTERN DENTAL SERVICES INC. APN 398 - 454 -12 & 13 1221 E. FIRST QUITCLAIM DEED #8479 TITLE OR TYPE OF DOCUMENT: CERTIFICATE OF ACCEPTANCE FOR QUITCLAIM DEED #8479 WESTERN DENTAL SERVICES INC. APN 398- 454 -12 & 13,1221 E. FIRST NUMBER OF PAGES: DATE OF DOCUMENT: SIGNER (S) OTHER THAN NAMED ABOVE: Form W= Request for Taxpayer Give Form to the (Rev, December 2011 Identification Number and Certification requester. Do not Ce rtral R t of the Treasury real Intemel Revenue Service send to the IRS. Name (as shown on your Income tax return) Western Dental Services, Inc. N Business name /disregarded entity name, If different from above d m m ca Check appropriate box for federal tax classification: 0 m ❑ Individual /sole proprietor ❑✓ C Corporation ❑ S Corporation ❑ Partnership ❑ Trust/estate n� 0 0 ❑ Limited liability company. Enter the tax classification (C =C corporation, S =S corporation, P= padnership) ► F-1 Exempt payee c. ❑ Other (see instructions)► iE Address (number, street, and apt, or suite no.) Requester's name and address (optlona) W 530 S. Main St. 6th Floor on City, state, and ZIP coda m N Orange, CA 92866 List account number(s) here (optional) Enter your TIN In the appropriate box. The TIN provided must match the name given on the "Name" line to avoid backup withholding. For Individuals, this Is your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the Part I Instructions on page S. For other entities, it is your employer Identification number (EN). If you do not have a number, see How to get a TIN on page 3. Note. If the account is In more than one name, see the chart on page 4 for guidelines on whose number to enter. Under penalties of perjury, I certify that: -- 1. The number shown on this form is my correct taxpayer Identification number (or I am waiting for a number to be Issued tome), and 2, 1 am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all Interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding, and 3. 1 am a U.S. citizen or other U.S. person (defined below). Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage Interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments other than Interest and tlivXends, you are not required to sign the certification, but you must provide your correct TIN. Seethe 'J" I Signature of Here I U.S. person► General Instructions /I/ Section references are to the Internal Revenue Code unless otherwise noted. Purpose of Form A person who is required to file an Information return with the IRS must obtain your correct taxpayer Identification number (TIN) to report, for example, income paid to you, reel estate transactions, mortgage interest you paid, acquisition or abandonment of secured property, cancellation of debt, or contributions you made to an IRA. Use Form W -9 only if you are a U.S. person (including a resident open), to provide your correct TIN to the person requesting It (the requester) and, when applicable, to: 1. Certify that the TIN you are giving Is correct (or you are waiting for a number to be Issued), 2. Certify that you are not subject to backup withholding, or 3. Claim exemption from backup withholding If you are a U.S. exempt payee, If applicable, you are also certifying that as a U.S. person, your allocable share of any partnership Income from a U.S. trade or business is not subject to the withholding tax on foreign partners' share of effectively connected Income. Date ► -/ ffo Note. If a requester gives you a form other than Form W -9 to request your TIN, you must use the requester's form If it Is substantially similar to this Form W -9. Definition of a U.S, person. For federal tax purposes, you are considered a U.S, person if you are: • An individual who is a U.S. citizen or U.S. resident alien, • A partnership, corporation, company, or association created or organized in the United States or under the laws of the United States, • An estate (other than a foreign estate), or • A domestic trust (as defined In Regulations section 301.7701 -7). Speolai rules for partnerships. Partnerships that conduct a trade or business in the United States are generally required to pay a withholding tax on any foreign partners' share of income from such business. Further, in certain cases where a Form W -9 has not been received, a partnership is required to presume that a partner is a foreign person, and pay the withholding tax. Therefore, If you are a U.S. person that Is a partner In a partnership conducting a trade or business In the United States, provide Form W -9 to the partnership to establish your U.S. status and avoid withholding on your share of partnership income. Cat. No. 10231X Form W-9 (Rev. 12 -2011) CITY OF SANTA ANA VENDOR STATEMENT City of Santa Ana 20 Civic Center Plaza P.O. Box 1988 Santa Ana, CA 92702 Vendor Number: 999002371 Invoice Date Invoice No. Paid On: 9/26/2013 Check Number: 120036342 Total Amount: $90,105.00 Vendor: Western Dental Services Inc P.O. No. Voucher Gross Amount Disc Amount Net Amount 0911612013 PWA2712 225744 $90,105.00 $0.00 $9010500 Vendor Totals: $90,105.00 $0.00 $90,105.00 . a. ,, . ; „ • , � ,°*arrtr� ",,.�. a�rsx��„�rd- �3'i,a rnr +rr�rrr��r�r�rT�3-s�s� - 3 , b;a�r�r�rn�raa_�; � �� JPPAOROAN CHASE BANK N. A. 90- 176713222 �p 120036342 o PAVee�ocrlT:acAr!oN °Account 999002371 Date 9/26/2013 $ 9 0, 1 0 5 00 O� 0 w N wwwwwwwwwwwwwwwww *wwwwwwwwwwwwwwwwwwwwwwwwwwww Ninety Thousand One Hundred Five Dollars And No Cents* PAY ro THE oWest °ern Dental Services Inc 530 S Main St Orange CA 92868 /DID IF ;101 PRF-gFNTED FOR F a 1,-� F VCp� -' S -=Il,j -,I- L 200 36 31. 211a 1:12227L6271: 9 3 5 30 9 5001i' RECORDING REQUESTED BY: THE CITY OF SANTA ANA AND WHEN RECORDED MAIL TO: Clerk of the Council City of Santa Ana 20 Civic Center Plaza, M -30 Santa Ana, California 92701 N -zet3 -116 Exempt from Recording Fee Pursuant to Government Code County Assessor's Parcel Number: 398 - 454 -12 & 13 Recorded in official Records, Orange County Hugh Nguyen, Clerk- Recorder NO FEE 116111$1111111111111111IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII� 201300059152911:30 am 10121113 48 415 Q01 10 0.00 0.00 0.00 0.00 27.00 0.00 0.00 0.00 Exempt from Documentary Transfer Tax D3 Pursuant to R &T Code & 11922 QUITCLAIM DEED FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, •- WESTERN DENTAL SERVICES, INC. do(es) hereby REMISE, RELEASE AND FOREVER QUITCLAIM to the THE CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California, the real property in the City of Santa Ana, County of Orange, State of California, described as all right title and interest in and to the following described real property in exhibit "A" including any and all leasehold interest, title and interest in and to the improvements pertaining to the realty which are attached or affixed in any manner to the following described real property specifically including, but not limited to the items in Exhibit "B ", list of Improvements Pertaining to the Realty, (fixtures and equipment), attached hereto and by this reference made a part hereof, which are either generally or for purpose of this deed a part of that parcel of real property in the City of Santa Ana, County of Orange, State of California, described as follows: Grantor for himself, his heirs, representatives and assigns covenants and warrants that: 1) Grantor is the sole owner of the itemized Improvements Pertaining to the Realty conveyed by this Quitclaim Deed free from all liens and encumbrances, and 2) Grantor will defend the title and quiet enjoyment of the real property described above, including all Improvements Pertaining to the Realty, against all demands and claims of all persons. SEE EXHIBIT "A" & "B" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF IN WITNESS WHEREOF, the grantor hereto has caused this Quitclaim Deed to be executed as of this tO `day of Se 2 er, 2013. Western Den al Services, Inc. By: Date: q /(o b By Date: °t (a a oI Sa+d.rC. Ltcw� Seer qty. ACKNOWLEDGEMENT State of California County of Orange On September 6, 2013 before me, Paula Perez, Notary Public * * * * * * * * * * * * ** personally appeared (insert name and title) David Joe, Chief Financial Officer and Sandra Lau, Secretary who proved to me on the basis of satisfactory evidence to be the persons whose name are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signature on the instrument the persons, or entity upon behalf of which the persons acted, executed the instrument. I certify under the PENALTY OF PURJURY under the laws of the State of California that the forgoing paragraph is true and correct. WITNESS my hag, and official seal. PAS U� A p pE / Commission N 1958237 Notary Public • California Signature. - (Seal) Orange County M Comm. Ex Tres Nov 22, 2015 d EXHIBIT "A" LEGAL DESCRIPTION Real property In the City of Santa Ana, County of Orange, State of California, described as Follow: PARCEL A: LOTS 1, 3, k, 10,11 AND 12 IN BLOCK °E" OF SANTA ANA INVESTMENT COMPANY TRACT NO, 1, HUMPHREY'S ADDITION TO SANTA ANA, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP THEREOF RECORDED IN BOOK 11, AT PAGE 39, OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, EXCEPTING THEREFROM THE SOUTHERLY ONE FOOT OF LOTS 10, 11 AND 12, IN BLOCK E OF SANTA ANA INVESTMENT COMPANY, TRACT NO, 1, HUMPHREY'S ADDITION TO SANTA ANA, AS SHOWN ON A MAP THEREOF RECORDED IN BOOK 11, PAGE 39, MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, AS GRANTED TO THE CITY OF SANTA ANA BY DEED RECORDED APRIL 3, 1964, IN BOOK 6990, PAGE 100 AS INSTRUMENT NO. 3B13, OF OFFICIAL RECORDS. ALSO EXCEPTING THEREFROM A SPANDREL SHAPED PARCEL OF LAND BOUNDED SOUTHERLY BY THE NORTH LINE OF PARCEL 1, BOUNDED EASTERLY BY THE EAST LINE OF SAID LOT 12, BOUNDED NORTHWESTERLY BY THE ARC OF A CURVE CONCAVE NORTHWESTERLY, HAVING A RADIUS OF 25 FELT AND TANGENT TO SAID SOUTHERLY AND EASTERLY BOUNDARIES, AS GRANTED TO THE CITY OF SANTA ANA BY DEED RECORDED APRIL 3, 1964, IN BOOK 6990, PAGE 100 AS INSTRUMENT NO, 3013, OF OFFICIAL RECORDS. PARCEL B; LOT 2 I BLOCK B OF SANTA ANA INVESTMENT COMPANY, TRACT NO, 1., HUMPHREY'S ADDITION 1.0 SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN BOOK 11, PAGE 39 MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, APN; 398- 45442 and 398. 454 -13 : PUBLIC WORKS WESTERN DENTAL CITY OF SANTA ANA FAIR MARKET VALUE GRAND AVENUE STREET WIDENING PROJECT DATE OF VALUE: APRIL 18, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO QTY IMPROVEMENTS PERTAINING TO THE REALITY CpNp PIC # MARKET VALUE VALUE THROUGHOUT LOT, C/O INSTALLATION OF: (1) PAN t CEPH MACHINE & COMPUTERS (2) ESTIMATOR'S COMPUTERS (2) DOCTOR'S COMPUTERS (1) EWB SYSTEM, JOB STATUS SYSTEM (2) BELMONT X-RAY MACHINES (1) TV SCEPTRE, HDTV, HDMI, 1080P, 120 HZ (1) VACUUM SYSTEM, COMPRESS AIR SYSTEM, WATER DISTRIBUTION SYSTEM, 2 BREAKERS, ASSOC, ELECTRIC (6) ADMINISTRATIVE COMPUTERS, PRINTERS, SERVER, ETC. (2) WALL MOUNTED SERVERS (1) SERVER RACK, WALL MOUNTED, MARK IV (1 DATA COLLECTION UNIT, KRONOS, CARD SWIPE, TERMINAL (7) DENTAL CHAIRS AND DELIVERY SYSTEMS 1 ALARM SYSTEM, BAY ALARM, (1) 16 KEYPAD, (3) WIRELESS SENSORS DENTAL SUITE INTERIOR CONSTRUCTION, FRAMED PARTITIONS DIVIDE THE DENTAL SUITE INTO TWO MAJOR AREAS, THE SOUTH SECTION INCLUDE THE PATIENT WAITING LOBBY CONTAINING 286 SQ, FT.; THE RECEPTION COUNTER AND BUSINESS OFFICE 336 SQ. FT., TWO RESTROOMS _98_SQ. FT. EACH AND 2 CLOSETS FOR AIR, VACUUM AND OXYGEN EQUIPMENT, DENTAL CLINIC SECTION CONTAINING _1352 SQ, FT. IS DIVIDED INTO (7) DENTAL STATIONS SEMI -OPEN STALLS, PRIVATE DENTAL ROOM # 5, CONVERTED OFFICE, A LABORATORY, X -RAY ROOM WITH ALCOVE, AND A STAFF BREAK ROOM, INCLUDING: (1,900) SQ. FT, FRAMED INTERIOR PARTITION WALLS, GYPSUM BOARD PANELS, TAPE, SPACKLING, PAINT, 2 SIDES (355) SQ. FT, LEAD SHEETING FOR X -RAY PROTECTED AREAS (1,077) SQ, FT. SINGLE SIDE FACING, ON INTERIORS OF PARTY WALL AND EXTERIOR WALLS, GYPSUM BOARD, TAPED, SPACKLING, SANDING AND PAINTING A/G A 22,820 2,600 28,000 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE (655) SQ. FT. GLAZED EXTERIOR WALLS, PLATE GLASS COMMERCIAL GRADE, 2 GLASS EXTERIOR DOORS AT LOBBY AND STAFF ROOM, PLATE GLASS AT LOBBY AND BUSINESS OFFICE, MINIMUM DETAIL AND FINISH (2) GLASS DOOR AND SIDE PANEL AT LOBBY, 36" WIDE DOOR FRAME, 21"ALUMINUM FRAME FOR FIXED PANEL, INCLUDING HARDWARE AND ELECTRICAL UNLOCKING CONTROLS, GLASS DOOR AT PRIVATE OFFICE (2) ACCORDIAN, FOLDING VINYL DOORS, DENTAL ROOM # 6 AND STAFF (3) WOOD HOLLOW CORE DOORS, RESTROQMS AND LABORATORY (2) WOOD SOLID CORE, AIR AND VACUUM EQUIPMENT ROOM, OXYGEN ROOM WITH 2- AIR CIRCULATION VENT PANELS 1 FLOOR COVER, VINYL COMPOSITION TILES, WALL A 5,600 TO WALL, BASE BOARD, GROSS AREA 2,552 SQ. FT. TRIM AND CUTTING AT BASE WALLS, INSTALLED '1 WINDOW APPOINTMENTS, PLASTIC, VENETIAN G 2,975 BLINDS, HORIZONTAL, MANUAL HARDWARE, LOBBY, LAB, OFFICE AND STAFF AREAS, C /O: (3) SECTIONS, LABORATORY, 34" W X 56" H EACH (3) SECTIONS, STAFF BREAK ROOM, 6'W X 24" OVER DOOR, 3' W X 4' H, NORTH OF DOOR, TX 6'8" SOUTH OF DOOR (6) SECTIONS, RECEPTION OFFICE, 36" X 9'H (2) SECTIONS, 32" W X 74" H, IN DENTAL TREATMENT ROOM # 6 AND PRIVATE OFFICE RECEPTION DESK AND OFFICE RECEPTION COUNTER, 106" X 12" SERVICE TOP, A 3,700 42" HIGH, WOOD WITH PLASTIC VENEER, FRONT PANEL 97" X 40" HIGH, OPEN KNEE WELL, SINGLE DIVIDE PANEL (1) SIDE SERVICE COUNTER, 11'3" X 12" TOP, 42" HIGH, FRONT PANEL 151 "X 40112" HIGH, 2 PEDESTAL WITH DOUBLE DOOR AND DRAWER 21" WIDE, 4 SHALLOW DRAWERS 19112" WIDE, 30" HIGH WORK TOP, 12" BACK PANEL FOR SERVICE TOP 1 WALL AND COUNTER UNIT, (TYPICAL WOOD A 1,625 PLASTIC VENEER) 63" X 25" TOP, 31" OPEN KNEE WELL, SINGLE SHALLOW DRAWER, PEDESTAL 28" WIDE, 1 DRAWER 14" WIDE, 1 LOCK, DOUBLE DOOR STORAGE CABINET ITEM DESCRIPTION: FAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE (1) WALL CABINET, 62" X $8" H X 14"D, DOUBLE DOOR AND SINGLE DOOR, 3 LOCKS BATHROOMS 1 BABY CHANGING STATION, KOLA KARE, DROP A 175 CRIB TRAY, MODEL KB200, WALL MOUNTED, HORIZONTAL LOT, RESTROOM ACCESSOREIS, C /0: A 500 (2) SETS HANDICAPPED ASSISTOR BARS, STAINLESS STEEL, WALL MOUNTED, 48" & 38" (2) SCOTT PAPER TOWEL DISPENSER, 12" X 13" PULLSHEET (2) SANITARY TOILET SEAT COVER, NATIONAL SANITARY SUPPLY (2) AIR FRESHENERS, EIKOSHA, BATTERY OPERATED FAN (2) RUBBER MAID AIR FRESHENERS (2) WASTE PAPER CONTAINERS, GREY PLASTIC, 19" X 34" H, LID, DROP CHUTE (4) PAPER ROLLS, SINGLE (2) MIRROR, 30" X 24" (1) FLOWERS, YELLOW, PLASTIC PLANTER (1) SOAP DISPENSER, "DISCOVERY ", BATTERY OPERATED, TOUCHLESS DENTAL TREATMENT AREAS 10 9 CABINETS, WOOD CONSTRUCTION, PLASTIC A 3,100 VENEER, WOOD GRAIN FINISH, WASTE COMPARTMENT SINGLE ACCESS DOOR, 18'X 30" H, 18" W DRAWER, SUPPLY STORAGE SINGLE DOOR, 18" W X 25" H, 2 INTERIOR SHELVES, INCLUDING: (4) TV' X 16" TOP, WITH 6" DIA. DROP CHUTE, 36" HIGH CABINET (4) IRREGULAR TOP 55" FRONT, 41" BACK, 16" DEEP TOP, 6" DIA. DROP CHUTE, 36" HIGH CABINET (1) IRREGULAR TOP, 55" & 41"X 16" DEEP, NO DROP OPENING, TYPICAL 2 DOOR, 1 DRAWER, X- RAY CONTROL ROOM 11 1 NURSE'S STATION CABINETS, "U" SHAPE A 7,760 BETWEEN ROOM # 5 AND OFFICE, 7'3" X 26" COUNTER, 2 SIDES, 43" WIDE COUNTER WITH SINK, DOUBLE DOOR, STAINLESS STEEL SINK, 22" X 21" SINGLE COMPARTMENT WITH HARDWARE, 36" HIGH COUNTER, (2) DOUBLE DOOR, (4) 20" DRAWER, (8) 18" DRAWER ITEM DESCRIPTION: FAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE (1) WALL CABINETS, 36" HIGH, 4 DOUBLE DOOR, 35" WIDE, 2 SINGLE DOOR, 21" WIDE, OPEN FACE SHELF SECTION, 24" X 18 ", 2 ADJUSTABLE SHELVES, UPPER DOUBLE DOOR CABINET, 24" X 18" HIGH 12 1 ISLAND COUNTER WORK STATION, 07" X 32" TOP, A 4,000 WITH 22" X 22" STAINLESS STEEL SINGLE COMPARTMENT SINK, GOOSE NECK HARDWARE, LOCAL PIPING, BASE CABINET, 2 SIDES WITH ONE SINGLE DOOR 16" WIDE AND DOUBLE DOOR 30" WIDE, 36" HIGH, 2 END DOORS, 29" WIDE (1) ELECTRICAL CHUTE, 10 1/2" X 8" X 17112" HIGH, 2 DOUBLE PLUG RECEPTORS (1) UPPER CABINET, 60" L X 26" W X 51 " H TO CEILING, 31" HIGH STORAGE CABINETS, 4 DOUBLE DOORS, 23" WIDE, 2 OPEN FACE SHELF SECTIONS, 15" W X 15" H, UPPER DOUBLE DOOR 15" X 16 ", 20" HIGH BOX COMPARTMENT LABORATORY 13 1 COUNTER, WOOD, WHITE VENEER FINISH, A 4,110 INCLUDING: (1) DESK UNIT, 66" X 25" TOP, 5" SPLASH PANEL WITH 4112" SHELF, 2 PEDESTAL,1 DOUBLE DOOR, 5 DRAWERS, 30'" HIGH (1) CABINET, 38" X 26 " TOP, 36" HIGH (1) RANGE TOP, TAPPAN, 4 BURNER, NATURAL GAS WITH RANGAIRE OVERHOOD VENT (1) CABINET, OVER VENT, WITH G.T. VENT DUCT, 36" W X 31" H, 17"H BOX COMPARTMENT ABOVE (1) APPAREL RACK, BUILT -IN 35" W X 26" D X 77" H, OPEN FRONT (8) SHELF, WOOD PLANK, WHITE PAINT, 6 "X 1"' BOARD, 4- 60 ", 3.72 ", 1- 361' (1) SINK COUNTER, WOOD WITH WHITE PLASTIC VENEER, T5" X 26" TOP, STAINLESS STEEL SINK, SINGLE COMPARTMENT, 22" X 20 ", GOOSE NECK HARDWARE, LOCAL PIPING, DRAIN TRAP, ACCESSORIES, INSTALLED STAFF BREAK ROOM 14 1 SINK COUNTER, WOOD /PLASTIC VENEER A 3,240 (TYPICAL) 7'6" TOP, 26" DEEP, STAINLESS STEEL DOUBLE COMPARTMENT SINK, 33" X 22"X 8" DEEP, BASE WITH 2- DOUBLE DOOR, 2- DRAWER 15" W, 21" OPENING FOR G.E. REFRIGERATOR (1) GARBAGE DISPOSAL, 1/2 HP, ELECTRIC, MODEL 5 (1) WATER FILTER, 3M, CARTRIDGE ITEM DESCRIPTION: FAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE ALUE (1) WALL CABINETS, 7'6" X 36' H, 3- DOUBLE DOORS (1) MATCHING TABLE TOP, WALL MOUNTED ACROSS ROOM, 1'6" X 26" D, 4" SPLASH PANEL, MOUNTED ON SOUTH WALL TOTAL IMPROVEMENTS PERTAINING TO THE REALTY 90,105 0 6 CERTIFICATE OF ACCEPTANCE This is to certify that the interest in the real property conveyed by the Quitclaim Deed dated September 6, 2013, from Western Dental Services, Inc., to the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California, is hereby accepted by the undersigned officer or agent on behalf of the City Council pursuant to authority conferred by Ordinance No. NS -2352 and Section No. 33 -55 of the Santa Ana Municipal Code adopted by the City Council on June 1, 1998, in compliance with California Government Code Section 27281 and the grantee consents to recordation thereof by its duly authorized officer. l C)%6-1z� Dated For the City of Santa Ana: Carlos Rojas, Acting City Manager CALIFORNIA ALL - PURPOSE ACKNOWLEDGEMENT State of California County of Orange SS City of Santa Ana On this 16th day of October. 2013, before me, Rose Ann Trujillo-, Notary Public, personally appeared Carlos Rojas, Acting City Manager who provesj to me on the so basis of satisfactory evidence to be the pamans_ whose nam names (Pars - subscribed to th within instrument and acknowledged to me tha h /sb &/tq _ executed the in /herAhjair same hi authorized pacit /capacities- and that by hi /N&Otheir natur the instrument si aignatu u on t erso parscns; or the entity upon behalf of which the person ersams 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. Witness my hand and official seal. NOTARY SEAL Witness my hand and official seal. ROSE commlo Signature of Notary EAN"WIR D31 NoWry POnM Comm. CAPACITY CLAIMED BY SIGNER: SIGNER IS REPRESENTING: ❑ Individual(s) ❑ Corporate ❑ Officers Title(s) ❑ Partner(s) ❑ General Partner of a Limited ❑ Partnership ❑ Attorney -in -Fact ❑ Trustee (s) ❑ Subscribing Witness ❑ Guardian /Conservator ❑ Other: THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED TO THE BELOW: WESTERN DENTAL SERVICES INC. APN 398 - 454 -12 & 13,1221 E FIRST QUITCLAIM DEED #8479 TITLE OR TYPE OF DOCUMENT: CERTIFICATE OF ACCEPTANCE FOR QUITCLAIM DEED #8479 WESTERN DENTAL SERVICES INC. APN 398- 454 -12 & 13,1221 E FIRST NUMBER OF PAGES: DATE OF DOCUMENT: SIGNER (S) OTHER THAN NAMED ABOVE: