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HomeMy WebLinkAbout25E - AGMT - BRISTOL ST PHASE 40 W971 If OTM M1 ' CITY COUNCIL MEETING DATE: DECEMBER 6, 2016 TITLE: APPROVE PURCHASE AGREEMENT FOR REAL PROPERTY ACQUISITION FOR BRISTOL STREET IMPROVEMENTS PHASE 4 (PROJECT NO. 116741, NON -GENERAL FUND) (STRATEGIC PLAN NOS. 6, 1G; 3, 2C} l CITY MAN ER WAARA• +r - s APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 18' Reading ❑ Ordinance on 2"a Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute Purchase Agreement for the real property acquisition, temporary construction easement, and goodwill (if any) with property owner listed below, subject to nonsubstantive changes approved by the City Manager and City Attorney: No. Property Owner Property commonly Acquisition Amount known as / location Type Louella May McNeal, Leslie Maureen McNeal, Marlene 1 Leigh McNeal and James 2215 & 2219 S. Bristol Street Full $1,108,700 H. McNeal III, Co -Trustees (APN 015-194-38 & 39) of the J. Walter Schaefer Testamentary Trust DISCUSSION Bristol Street is a north -south transportation facility which is 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 project that is being constructed in several phases. Improvements include widening the street from two to three lanes in each direction, raised landscape medians, and adding bike lanes. The City is acquiring properties for the development of Phase 4, bounded by Warner Avenue and Saint Andrew Place. Property acquisitions for this phase are expected to be completed by spring 2017, and construction is anticipated to begin in summer 2017. 25E-1 Purchase Agreements for Real Property Acquisition Bristol Street Improvements Phase 4 December 6, 2016 Page 2 The property acquisition is necessary to accommodate the improvements and widening for Phase 4 (Exhibit 1). The purchase offer was determined based on appraised value prepared by a California State licensed appraiser and was accepted by the property owners. The compensation amount is listed above and shown in the attached agreement (Exhibit 2). 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 Funds in the amount of $1,108,700 are available in the Bristol Street Improvements Project (No. 116741) for expenditure in FY 2016-2017: $554,350 in the Select Street Construction Fund (Account No. 05917661-66100), and $554,350 in the Measure M2 Street Construction Fund (Account No. 03217663-66100), subject to nonsubstantive changes. Fr&d Mousavipour Executive Director Public Works Agency FM/EWG/JG/ML APPROVED AS TO FUNDS & ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency Exhibits: 1. Location Map 2. Agreement for APN 015-194-38 & 39 25E-2 MATCHLINE SEE BELOW RIGHT I I I i I I I 40&33847 r �, I I I I ST GERTRUDE PL j 1408-471-01; 40&471-17 iW I I I F.V m m _..-4 415.194-24. ;015-194.28; 'Rt&134-95; ' WARNER AVENUE LEGEND —SUBJECT PROPERTY F7/71-3.000IAF-9 PF➢PEATIE`. SANTA ANA COUNCIL P DA DATE: DEM BE 6,2011 PUBLIC WQRKs 4ENCY � I _• -r--T---T--�--M"i -r---r--T-.. ST ANDREW PL {� r } CARLTON PL ..7--7 ---i----r - --LV - 1 W s�--{---{—...�- I a`W GLENWOOD PL J -.7._T..T...,.. 0 .-._7_.-T._ r .t..t m CAMDEN PL o r--r--1r---r-- ST ANNE PL I MATCHLINE SEE TOP LEFT EXHIBIT 1 PURCHASE AGREEMENT FOR BRISTOL STREET IMPROVEMENTS PHASE 4 (PROJECT NO. 116741 NONGENERAL FUND) [Strategic Plan No. 6, 1, G and 3, 2, C) 25E-3 PAGE 1 OF 1 25E-4 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA"), is entered into on , 2016, 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 "City" or "Buyer"), which has threatened condemnation as legally described In Internal Revenue Code Section 1033, and LOUELLA MAY McNEAL, LESLIE MAUREEN McNEAL, MARLENE LEIGH McNEAL and JAMES H, McNEAL III, CO - TRUSTEES OF THE J. WALTER SCHAEFER TESTAMENTARY TRUST, DATED OCTOBER 29, 1981 (hereinafter "Seller"), regardless of number or gender; THEREFORE, for and In consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property") legally described as follows, SEE EXHIBIT "A" -- Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 2215 & 2219 S, Bristol St. Santa Ana, CA 92704) (APN 015-194-38 & 89) Said purchase and sale 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 Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of First American Title Insurance Company, 2 First American Way, Santa Ana,.California, within sixty (60) days from and after the date on which the City has approved this Agreement, 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and All conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non monetary, general or specific, including any and all leasehold Interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below, Seller hereby warrants that the title to said real property to be conveyed by Seiler to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non -monetary, general or specific, and including any and all leasehold interests), Ilan, cloud or defect in title, shall not constitute a waiver by City of Its right to the full and clear title hereinabove agreed to he conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided, 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title Insurance to be, issued by the above mentioned title company, with the City therein named as the insured, in the amount of One Million and Seventy Seven Thousand Dollars ($1,077,000,00) Insuring the title of the City 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 city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of Its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action Exhibit 2 25E-5 for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. 4. Escrow.. City 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 City has approved this Agreement. This Agreement constitutes the Joint escrow instructions of the City acrd the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow, Escrow to dose within sixty (60) days of the City's execution of this Agreement. 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 parties in the Property that cannot be resolved in Escrow, then buyer 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 corse and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of 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 "a" attached hereto and Incorporated herein by this reference, In writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cast of title insurance, re -conveyance fees, document preparation fees, escrow fees and any ether closing costs incidental to.the conveying of said real property to City. 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 8 and Exhibit "B" of the General Provisions of this Agreement. 51 Property Taxes, Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City 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. Seller shall be eligible for a refund under Section 50961 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 City is recorded which Is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City 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 Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. 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 Seller before conveyance of said real property to City. 6. Payment of Purch se Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the fill purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of One Million One Hundred Eight Thousand and Seven Hundred Dollars ($1,108,700.00), derived as shown in Exhibit "C"- Fair Market Value of the Subject Property.. City agrees to deposit said purchase price In escrow with the Escrow 25E-6 Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; (c) Delivery to City of the policy of title insurance as hereinabove provided; (d) Recordation of the Deed conveying said real property to City. 7. Possession, Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. a. Rental and Occupancy By Saller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month/365-day year consistent with that statement, subject to approval of City, Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow. In return, the City agrees to reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall he transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) arid. Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 8. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller 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 contalned herein. 10. Heirs Assigns, Successors-in-Interost'This PSA, and all the terms, oovenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11, 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. 12, Just Compensation, Seller acknowledges and agrees that said purchase price is just compensation at fair market value for the threatened condemnation by the City regarding said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. Acknawledgmeni cf Full Benefits and Release. A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the 25E-7 acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ("severance damages"); precondemnatlon damages; claims for Inverse condemnation; loss of goodwill and/or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, Inventory, equipment and/or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263,615; any other rights conferred upon Sellers pursuant to Code of Civil Procedure sections 1245,245 and 1263,615 and 1263.025; and attorney's fees and costs 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 Property by Buyer. This release shall survive the Close of Escrow. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, Its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seiler, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct Improvements on the Property. This acknowledgment and release shall survive the Close of Escrow 14„ Notice . The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M-36, P.Q. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 414 W, Elm Avenue, Burbank, CA 91506-8204, 15, Exceptions. City agrees to accept title to said real property subject to the following; NONE 16. Entire A regiment, It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue($) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17, Haza_ gu_sWasta. Neither Seller nor, to the best of Seller'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. Seller 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 251227, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous 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 (Hazardous Materials Release Response Pians and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 67 (Underground 25E-8 Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vil) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" 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; sea, (42 U.S.C. S6903) or (A) 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 e ems' , (42 U,S,C. S9601). 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertalning 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 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, slate, and local agencies and bureaus. 19. Indemnity. Seller agrees to indemnify, defend and hold the City 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 cut of, or based upon (1) 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, rule, 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 expanse 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. Seller shall not be responsible for acts or omissions to act post close of this escrow, 20, Continaenny. 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. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City, 22. Par ial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remelning provisions of this PSA shall remain in full force. 23. GC_ aptiorrs. Captions and headings In this PSA, including the title of this PSA, are for convenience only and are not to be considered In construing this PSA. 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25E-9 25. No Reliance By One Partyon The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA 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, 26. No Third Party_Benefictary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Duty 7o 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 PSA, without cost. 26. Applicability of Agreement To Assianees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29, Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, 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, 30. Inc r oration of kj, All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25E-10 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above, SELLER: Louella May McNeal, Trustee of the J. Walter Schaefer Testamentary Trust, Dated October 29, 1981 �n / G✓��2`{� "/�c ✓C Date: e( 2016 LouellMcNeal U u A / Date: t� �, � 2016 L ie aur cNeal [Kq��A-ktDate: 2016 Marlene Leigh McNeal Date: Cfi ( 2016 aures H.cNeal III City/Buyer City of Santa Ana Date: David Cavazos City Manager Attest: _ Date: Maria D. Huizar City Clerk 25E-11 Uilft. 2016 Approved as to Form: Znk�� tant City Attorney RECOMMENDED FOR APPROVAL: Date: r' -.,,.(_ 2016 Date: 2016 Fred Mousavipour Executive Director Public Works Agency 25E-12 LCGAI, DkSGn `rXON Real property h to City of Santa Ana, County of Orange, State of Calffornlo, deaer1bed as follom PARCEL 1: (APN: 01519498) L.DT :191 OF TRACT NO, 1192, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 39, PAGES 16 AND 1.7, MISCELLANEOUS MAPS, IN THF OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, EXCEPTING THERFPROM THE WESTERLY W FEET THEREOF, AS CONVEYED `T°0 THE CITY OF SANTA ANA BY DEED RECORDED APRIL, 211976 IN BOOK 11693, PAGE 1476 OF OFFICIAL RECORDS, PARCEL 2: (APN: 015-194-39) LOT 19Q, TRACT 1192 AS PER MAP RECORDED IN 1300K 39 PAGES 16-17 OF MISCELLANEOUS MAPS IN THE OFFICE. OF THE COUNTY RECCRDER Or SAID COUNTY, CXCkPT THEREFROM THAT PORTION Qt' SAID LAND CONVEYED TO THE CITY OF SANTA ANA, A MUNICIPAL CORPORATION IN GRANT DEED RECORDED APRIL 21 1976 AS INSTRUMENT NO. 2823, IN BOOK 11693 PAGE 1474 017, OFFICIAL RFCURDS, EXCVrTHEREFROM ALL OIL, GAS, MINERALS AND OTHER HYDROCAR30N SUBSTANCES LYING BELOW A DLPT'H OF 100 FEET FROM THE SURFACE OF SAID PROPERTY, RUT WfT'H N0 RICHT OF SURFACE r2NTRY, AS PROVIDED IN DEEDS OF RECORD. 25E-13 EXHIBIT "B" (First American) 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 neoessary 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 of the parties hereto, or any money ar 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 oommence 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 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, 25E-14 EXHIBIT "C" Fair Market Value of the Subject Property Land and structures (as per attached appraisal summary statement) ' Fixtures and Equipment pertaining to realty (as per attached Inventory) I. Total Just compensation 1. The City has not made a determination as to the tenant will need to come to an agreement as to the withdrawn from Escrow. 'lease see the att,o ad F $1,077,000.00 + $ 31,700.00 $1,108,700.00 of the Fixtures and Equipment (F&E). Landlord and of these Items, before compensation can be 2 The total Just compensation offered assumes that the property Is free of any environmental contaminates or other conditions which may Impact fair market value. 25E-15 When recorded, please rnail this instrument and tax statements to: Clerk of the Conneil City of Santa Ana 20 Civic Center Plaza,Tq-30 Santa Ana, California 92701. Free recording requested by THE CITY OF SANTA ANA PER GOVERNMENT CQDE SECTION 6109. SPACE ABOVE VMS LINE FOR RECOROER'S USE CANCEL TAMS APPROVED AS TO rORNI EY A'TTY, APPROVED BY DIRECTOR DRSCRIYIlON WRITI'2N eY DUSCIUP'PION CHECKRD-O.K. A. P, NpMBBR 015.194-38& RAV MAP NUMEER PROIIVI' NUMBER X 39 2213 & 2219 S. Bostol St, Santo Ann, CA 92704 DRED NINBLK GRANTIDEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, LOuella May McNeal, Leslie Maureen McNeal, Marlene Leigh McNeal, James H. McNeal III Trustee of the J. Walter Schaefer Testamentary Trust, Dated October 29, 1951 Does hereby Grant to the CITY OF SANTA ANA, a charter City and municipal corporation duly organized under the Constitution and laws of the State of California, for public roadway purposes, all that real property in the City of Santa Ana, Orange County, State of California, located at 2215 & 2219 S. Bristol St. Santa Ana, CA 92704, described as follows: SEE EXHIBITS "A" AND "B" ATTACHED HERETO AND BY THIS REFERENCE MAD A PART HEREOF; Dated : Dated : Dated Dated, 25E-16 By; Louel a May McNeal By: Leslie Maureen McNeal 92 Marlene Leigh McNeal By: Jarnes H, McNeal III P,XiiIBIr °.. LEGALSCRJPTXON Real propertb/ In the City of Santa Ana, County of Orange, StaCe of California, described as follows: PARC( 1.1: (APN: 015-194,38) LOrr :191 OF TRACT NO, 1.192, IN THE CITY OF SANTA ANA, COUNTY 01= ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN ROOK 39, PAGES 16 AND 17r MISCELLANEOUS MAPS, IN THE OFFICE OF TIME COUNTY RECORDER OF SAID COUNTY. FXCE:PITNG THEREFROM THE WESTERLY 1,0 FEET THEREOF, AS CONVEYED TO THE CT'rY OF SANTA ANA BY DED RECORDED APRIL 2., 1976 IN BOOK 11693, PAGE 1476 OF OFFICIAL RECORDS, PARCEL Z. CAPN: 01!5.194--39) 1 -OT 1.9Q, TRACT' 1192 AS PER MAP RECORDED IN BOOK 39 PAGES 16-17 OF MISCELLANEOUS MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, F,XCFPTTHEREFROM `rl-IAT PORTION OF SAID LAND CONVEYED TO THE CITY OF SANTA ANA, A MUNICIPAL. CORPORATION IN GRANT DEED REQORDED APRIL 2, 1976 AS INSTRUMENT NO. 2,823, IN BOOK 116)',3 PAGE 1474 QF OFFXCXAI, RECORDS, EXCFPT THEREFROM ALL OIL, GAS, MINERALS AND OTHER HYDROCARBON SUBSTANCES LYING QELOW A DEPTH OF 100 FEET FROM THE SURFACE OF SAID PROPERTY, OUT WITH NO RIGHT OF SUR12ACC ENTRY, AS PROVIDED IN DEEDS OF RECQRO, 25E-17 :RXI-11 i"S r Ordar Number; 05A-44432bII Page Number fl gip' I 0((CE(� w" d i0 g0 e0 ^^'StHY I 4=� O r. up w" d rrcr-amfu'�e. N O ^^'StHY a W � Fpr • s I 4=� O r. up FlrstAmerlcan 'Mlo Pape p of 14 25E-18 w" O N O a � p Y' FlrstAmerlcan 'Mlo Pape p of 14 25E-18 Y' ro• �r n4v Inn 4�Y �i4� �P� SON a %�' �r i� �fN�rVl ttA•J �� tYttpNGl7 -43 FlrstAmerlcan 'Mlo Pape p of 14 25E-18 ACKNOWLEDGMENT A notate public or other officer compieting this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document, State of California County of On before me, personally (Insert name olid title of the officer) Name of Signer (1) Name of Signer (3) who .proved to me on the basis of satisfactory cvidenco to be the person(s) whose namc(s) is/are subscribed to the within instrument and aclmowledged to me that he/she/they executed tyre same in lies/her/their authorized capaoity(ios), 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, I certify under PENALTY OF PERJURYunder the laws of the State of California that the foregoing paragraph is true and correct. WITNESS nay hand and official seal. Signature of Notary 25E-19 (Seal) ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the docrrrnent to which this certificate is attached, and not the truthfulness, accuracy, or validity of that doeurnent. State of California County of On before me, Personally (T=rt namo and tltlo of the offloor) Nama of Signer (1) Name of Signer (2) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the wither instrrunont and acicnowlcdged to me that he/sho/they executed the sante in bus/her/then• anthorized capacity(ies), and that by his/her/their signa'ture(s) on the instrument the petson(s), or the entity upon behalf ofwhieh tine person(s) acted, executed the instrument. I certify under PENALTY OF PER.TURY under the laws of the State of California that the foregoing paragraph is true and, correct. WITNFiSS my hand and official seal. Signature of Notary Public 25E-20 (Seal,) ACKNOWLEDGMENT Anotary public or other o£froer completing this certificate verxfres only the identity of the individual who sighed the doc-imamt to which this certificate is attaohed, and not the truthfulness, accuracy, or Lvahidity of that docLtnient, State of California County of On _before me, (Insert name and title of the officer) personally appeared_ Name of Signer (1) Name of Signer (2) who proved to me on the basis of satisfactory evidence to be the persons) 'whose name(s) Ware subscribed to the within instrument and aclmowledged to me that he/she/they executed the same in his/her/their authorized eapaoity(ies), and that by his/her/theii signatwo(s) on the instrument the person(s), or the amity upon bahalf of which the porson(s) acted, executed the instrument. I certify under PENALTYOF PER.JLTIZY under the laws of the State of California that the foregoing paragraph is true raid correct. WETNESS my hand and official seal, Signature of Notary.Publid 25E-21 (Seal) ACKNOW.T EDGMENT A. notGuy public of other officer completing this certificate verifies only the identity of the individual who ,signed the doouxneht to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document, State of California County of On before me, (htsert game and title of the offloer) personally Name of Signor _. _..... Name of Signer (2) who proved to me on the basis of satisfactory evidence to bo the person(s) whose names) is/are subscribed to the within instrtmtent and acknowledged to me that he/sh.a/they executed the same in his/her/th.eix authorized capacity(iw), and that by his/her/their signature(s) on the instrument the person(s), or the entity open behalf of which the person(s) voted, executed the histrara nt. I cextify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraplh is true Azad correct. WITNESS my hand and, official seal _ (Seal) Sighature of Notary Public 25E-22 When recorded, please mall t171s inatrwnent and tax statements to: Cleric of the Council City of Santa Ana 20 Civic Center Plaza, M-30 Santa Ana, California 92701 Free recording requested by THE C17Y OF SANTA ANA PER GOVERNMENT COUP 5BCTION 6103, ABOVE THIS LINE FOR RECORDEWS USE CANCEL APPROVED AS TO APPROVED aY OBSCRIMON I19SCUPTION A,P, PLV MAP PROMCT TA%ns FORM BY ATTY, DIRECTOR WRITTEN By CRECRED O,R. N aaun 015•I94 -3R& NUMBEn NUMBBR R 39 2213 & 2219 S. Bristol St. Santa Ana, CA 92701 Deco NarrBeR REALTY IMPROVEMENT QUITCLAIM DEED FOR VALUABLE CONSIDERATION, receipt of which Is hereby acknowledged, Louella May McNeal, Leslie Maureen McNeal, Marlene Lelgh McNeal, James H. McNeal ill Trustee of the J. Walter Schaefer Testamentary Trust, Dated October 29, 9981, Does hereby REMISE, RELEASE AND FOREVER QUITCLAIM to THE CITY OF SANTA ANA, a charter City and municipal corporation duly organized under the Constitution and laws of the State of California, all rights title and Interest in Improvements pertaining to the realty listed on Exhibit "B" hereto, said Improvements being located on the real property situated in Orange County, State of California, described in Exhibit "A" hereto. This Is a qultclalm of the listed Improvements pertalning to realty only, and not a quitclaim of the real property or any interest therein. Seo Exhibit "A", Real Property Legal Description and Exhibit "S", Improvements Pertaining to the Realty, attached hereto and made part hereof. Dated A notory public or ether al'licor completing this oerliticale verities only the Wanly of khe individual who signed the domunent to which this eerttfteate Is atta01104, and not the truthfulness. naenram or validity of that docnmcnk. STATE OF CALIFORNIA COUNTY OF on (here insert name and title ofthc officer) me, ,notary publlo, Personally appeared__-m,m,T_,----_,_-,— who prover) to trio onthe basis of sotlstaotory evidence to be the person(s) whose namo(s) is/are subscribed to the within instrument and acknowledged to mo that he/she/they executed the same in his/her/thole anthorizad oapacity(les), and that by hie/her/their signature(s) on the Instrument the pelgon(s), or the entity upon behalf ofwhieh the person(s) acted, executed the instrument, I certify under PF.NAVPY PP PERJURY under tho laws of the stake of California that the foregoing paragraph is true and correct, WITNESS my hand and official Scat 25E-23 By; (Signature) RS: Louella May McNeal (Pd at Name) Co -Trustee (This area for aft➢cial still) When recorded, please mail this Instrument and tax statements to: Cleric of the Council City of Santa Ana 20 Civic Centel' Plaza, M-30 Santa Ana, California 92701 Free reaordnig requested by THE CITY OF SANTA ANA PER GOVERNMENT CODG SECTION 6103. SPACE Aa0VE THIS LINE FOR RECORDER'S USL CANCEL iA%&,S APPROV➢D AS'fp FORM aV A7'TY. APPR6VEg BY Dlli&C'f01t nE9CRtPTION IVIU'PCRN RY nBSCIUPTION CN9CGEP-n.IC A.P. NUNmaY101 5_194 -JB 8'. MY MAP NU.IM1ULIt FROMC7 NUMn5R 39 2215 & 2219 S, Bristol St, Santo Ann, CA 92'YOA UM NVMUR FEALTY IMPROVE=MENT QUITCLAIM DEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Louella May McNeal, Leslie Maureen McNeal, Marlene Leigh McNeal, James H. McNeal III Trustee of the J, Walter Schaefer Testamentary Trust, Dated October 29, 1981, Does hereby REMISE, RELEASE AND FOREVER QUITCLAIM to THE CITY OF SANTA ANA, a charter City and municipal corporation duly organized under the Constitution and laws of the State of California, all rights title and Interest In Improvements pertaining to the realty listed on Exhibit "B" hereto, said improvements being located on the real property situated in Orange County, State of California, described in Exhibit "A" hereto, This is a qultciailn of the listed Improvements pertaining to realty only, and not a quitclaim of the real property or any interest therein, See Exhibit "A", Real Property Legal Description and Exhibit "B", Improvements pertaining to the Realty, attached hereto and made part hereof, Dated A notary pnblIc or outer of e5r completing this certificate verifies only the idanBly grille iadividuul who signed the docummi� to which this cartifwnte is attached, end not the trulhrnl0eus. accnfacv, or validity ofthet dncumenG S'rATR OF CALIFORNIA COIJN'PY OF . me, (here Insert nacre and title of llhe ,notary public, personally who proved to me att the basis of satisfactory evidence to be the pemon(s) whose hame(s) Is/aro subscribed to the within Instrumont and acknowledged to one that he/she/they Mooted the same in his/her/their authorized capa0y(les), and that by his/her/their signature(s) on the instrument the pwson(s), or the entity upon behalf of whioh the person(s) acted, executed the Instrument. I certify under PENALTY OF PERNRY under the laws of the state of Californla that the foregoing paragraph is true and connect, WITNUS my hall(! and official seal Signalure 25E-24 Dy; (Signature) Its; Leslie Maua'een MoNgal Co-Trustce (Th Is urea for official seal) When recorded, please mail this Instrument and tax statements to: Clerk of the Council City of Santa Ann 20 Civic Center Plaza, M-30 Santa Ana, California 92701 Free reaorcling requested by TTIR CITY 011 SANTA ANA PER GOVERNMENT COOS SECTION 6103, SPACE ABOVE THIS LINE POR RE'CORDER'S CANCEL 11'Ax1iS X APPROVED A$ TO VORM BY ATTY. APPROVED HY DIRBCT(7R DESCIUY'r[ON 1VRITITN BY DRSCIUPTI0N CFIP.CKED-OX AP_ Nmelea 01$•19638 39 IUw MAP NUNWER. PROJRCr NUMBER 221$ & 2219 S. Bristol St. Santa Ann, CA 92704 DEen NUMBEn REALTY IMPRQVEM15NT QUITCLAIM DEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Loueila May McNeal, Leslie Maureen McNeal, Marlene Leigh McNeal, James H. McNeal III Trustee of the J. Walter Schaefer Testamentary Trust, Dated October 29, 1859, Does hereby REMISE, RELEASE AND FOREVER QUITCLAIM to THE CITY OF SANTA ANA, a charter City and munlclpal corporation duly organized under the Constitution and laws of the State of California, all rights title and Interest In improvements pertaining to the realty listed on Exhibit "B" hereto, said improvements being located on the real property situated In Orange County, State of Calil la, described in Exhibit "A" hereto, This is a quitclaim of the listed improvements pertaining to realty only, and not a quitclaim of the real property or any Interest therein, See Exhibit "A", Real Property Legal Description and Exhibit "B", Improvements Pertaining to the Realty, attached hereto and made part hereof. Dated A notary public or other offcer eomplenng this oertitloate verities only the identity UPthe individual who signed the document to which this certificate is attached, and not the truthili nefle, accureov. or validity of Thal document. STATE OF CALIFORNIA COUNTY OF On (hare Insert name and title of the officer) ,notary public, personally tile, whD prayed low Da rho Basis of sRtiS'faetoty ovldencoto bo Cho porson(s) whose name(s) Were subscribed to the within instrument and noknowodl cd to Ice that ho/sho/they executed tho same in his/her/their authorized capacily(b s), and that by his/hcr/then' signalm'e(s) on the instrument the person(s), or the Bully upon behalf of which The person(s) acted, axerufedtho Instrument. 1 corBlfy under PENALTY OF PERJU'ILY under the laws of the state of California that the foregoing paragraph is true and correct. WiTINS88 my hand and official seal Signature 25E-25 By: (Signature) Marlon Leigh McNeal (Print Nfllrie) Co -Trustee Its: Critic) - ('['his area for official sent) When recorded, please mall this Instrument and tax statements to: Cont of the Council City of Santa Ana 20 Civic Centel' Plaza, M-30 Santa Ann, California 92701 Free recording requested by THE CITY Or, SANTA ANA PER C OVERNMLNT CODE SECTION 6103. SPACE ABOVE TRIS LINE POR RECORDER'S UANCIlL TAXES Al'PttOVGD AS 9'U I'e MUATTY. MPROVEp BY pntEC'rUlt ➢nSGRIhrYpN wNYI'tlN❑Y DBSCM1InYfON CfIeCKBD-O.K. A.P, N(M, BER 015-194-3$$' MV MAV N�JMH2ft PRUI601 M1tvInRR 39 2215 & 2219 S, Arinoll St. Santa Ann, CA 92704 onan NUM PIR REALTY IMPROVEMENT QUITCLAIM DEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Louella May McNeal, Leslie Maureen McNeal, Marlene Leigh McNeal, James H. McNeal 111 Trustes of the J. Walter Schaefer Testamentary Trust, Dated October 29, 9989, Does hereby REMISE, RELEASE AND FOREVER QUITCLAIM to THE CITY OF SANTA ANA, a charter City and municipal corporation duly organized under the Constitution and laws of the State of California, all rights title and Interest in improvements pertaining to the realty listed on Exhibit "B" hereto, said Improvements being located on the real property situated in Orange County, State of California, described In Exhibit "A" hereto, This Is a quitclaim of the listed improvements pertaining to realty only, and not a quitclaim of the real property or any interest therein, See Exhibit "A", Real Property Legal Description and Exhibit "B", Improvements Pertaining to the Realty, attached hereto and made part hereof, Dated A notary public or other officer completinp this car[ificnte verifies Holy the identity Of the Individual who signed ala document to which this cer(iacate Is attached, aad ,at the tnuhrulnesn_ aomirnm or validifv of thus document. STATE OF CALIFORNIA COUNTY OF Un (here insert name and title of tine of cor) ,notary Public, personally Into, who proved to me on tile basis orsatlsfactory evldeoco to be the porson(s) whose narnc(s) is/are subscribed to the within instrument and acknowledged to Ire that he/she/thcy executed the snore in his/he•Aheir authorized capacity(les), and that by his/her/their signature(s) on the Instrument the porson(s), or the entity upon behalf of which the person(s) acted, oxeouted tho instrument. i certify under PENALTY OF PERJURYLinder the laws of the state of Call Portals that tile foregoing paragraph is true and correct, WITNESS my hand and official seal 25E-26 By: (Sipnahtte) Jan'los IS, McNeal III (PrintNBmo) Cb^'I'rustoe Its; (Title)._ (This area for olTulel seal) SCHAl:S'L^'Tt AMBULANCE SERVICE, INC, IMPROVEMENTS P2RTAININQ TO THB REALTY EPFSCTIVB DAT3 OF VALUE - OCTOBER a, 2015 Fair Market Forced Item Value in L,iqutdation N41, Qty, Description M _ Place Value #22X5 1 1 Pole sign, 10,5' high x 8" dlametor, with pole enclosure, f 1A,S00 $0 sheet metal, consisting of'. I Cabiltet, 7' x 101, dual -sided, molal, interlor illumination, plastic, fascias, plastic, lettering, "So(aaefor Ambulance Servicol Air,, a%nd" With logo I Top oabinet, 8.5'x4', dual-sidod, MOW, intor!,iW illumination, plastic tasais, no lattorhag 2 1 Bollard, 40" high x 55" dia±lke',W, steel 155 0 3 1 .I,ottaa sign, 12" to 18" high foam lotters, 2" thlol4 plastle, 1,000 0 ,fascia, "SohaoforAmbLilance Sozvloo", Wall-ma1131t0d 4 1 iland,.pairtod windoW letter sign, 3" I1igh block lottars, 30 D "Sehaafer's Ambulance Service" a I Radio antenna, 50' high (ustlniate), motel polo and p,ttyed 5,000 500 wire supports, including emitters, reeeiver3 and cabling to dispalell office, roof ano'unted 6 1 Built-iu workbcnoh, J3.5' x 34", woad aonstt'untiart, 575 0 1 lmdar tier, 40" wide 7 1 Storage deck, 12.5' x 9 8", 85" high, woad 000atruct4oil, 160 0 plywood deol< 8 1 13t1ilt-lir awago oab9net, 141 x 85" x.40", painted wood, 1,350 0 12.door 9 1 WfIll sl:orage Tank, l 01 x 88" x 26", wood Construction, 560 0 4 plywood dooks 10 1 Lot o'f,IT1i17or lniseellanenus hao)o, brukols, hose belts, 60 5 oto. I I I Sliede oanopy, 24'x 12, metal frW10, galvanized 2,600 0 oorragated roof cover 1 I 25E-27 SCNAPI'M AMBULANCE SERVICE,) INC. IMPROVEMENTS P1311TAIN1NO 7.0 TPIE REALTY I FMCTIVP DATL; OF VALUE - OCTOBER 8, 2015 TO'T'AL IMPROVEMENTS PERTAINING _ TO TIE RIaAI-XY 3I 700 w Y�9S5 2 25E-28 hair Mad<ot Forced Item Value, in Liquidation NoQty. _ T�oscriptioir� Place Value I2 1 B106410at Sehip an8 co19r78etiD❑ for air, oompressor 425 0 1:3 I (eiling fan, 52" diameter, 4 -blade, 3diglit 155 0 14 16 Linoarfcratoftrac& lighting, with 5 spotlights, 960 50 fluorwoont I5 I Lot of data cabling and computor nefworlchig for 72.5 0 7 workstations 16 1 Cellingfan; 48" diameter, 4-blado, lllamInatimi 145 0 17 1 Gongrator euolosurn, 40"x S6" x 22", ply -wood, I door, 210 0 ns[rhaltic t.ilo pRohod roof I R ( T,ai, Qf setup emd bistallo,*)n :Cor, ganorator, with a0tivatod 4-25 0 11glrt warning 19 2 Paring lot area floodlights, 5' Ialgla pole mounted, 390 0 fluprascent s'KL219 20 1 Sime counter, 39" x 24", larninate top, wood base, 2 -door, 650 0 2.clrawer, I drop-in sink, 24" x 6" x 22", atainloss stesl, plumbing 21. 1 Lot of window AadWourtains, notal hangers, fabric 125 0 22 1 T elophone sysiern, AT&T, Model no,; Merlin 11, Hill 1,500 400 fcaturo, includitrg cabling and wail jacks, 3 hand scsts, Vincent, model no, not available TO'T'AL IMPROVEMENTS PERTAINING _ TO TIE RIaAI-XY 3I 700 w Y�9S5 2 25E-28 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA"), is entered into on - __ , 2016, 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 "City" or "Buyer"), which has threatened condemnation as legally described in Internal Revenue Code Section 1033, and LOUELLA MAY McNEAL, LESLIE, MAUREEN McNEAL, MARLENE LEIGH McNEAL and JAMES H. MCNEAL III, CO - TRUSTEES OF THE J. WALTER SCHAEFER TESTAMENTARY TRUST, DATED OCTOBER 29, 1981 (hereinafter "Seller"), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property") legally described as follows: SEE EXHIBIT "A" — Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 2215 & 2219 S. Bristol St. Santa Ana, CA 92704) (APN 015-194-38 & 39) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the fallowing terms, conditions, promises, covenants, agreements and provisions, to, wit: 1. Conveyance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of First American Title Insurance Company, 2 First American Way, Santa Ana, California, within sixty (60) days from and after the date on which the City has approved this Agreement, 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non -monetary, general or specific, including any and all leasehold Interests), liens, clouds or defects in title except those exceptions shown In Paragraph 15 below, Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non -monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title herelnabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within. the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of One Million and Seventy Seven Thousand Dollars ($1,077,000.00) insuring the title of the City 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 deflects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such Insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of Its right to such insurance as Is herein required of Seller, nor a waiver by the City of any rights of action 25E-29 for damages or any other rights which may accrue to City by reason of the failure of Seller to convoy title or to provide title Insurance as required In this Agreement 4. Escrow. City 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 City has approved this Agreement. This Agreement constitutes the Joint escrow Instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow, Escrow to close within sixty (60) days of the City's execution of this Agreement. 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 parties in the Property that cannot be resolved in Escrow, then buyer 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. Buyer shall be entitled to possession of the Property immediately upon close of 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 heroin by this reference, In writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. 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 said real property to City. 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 8 and Exhibit "B" of the General Provisions of this Agreement. j 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within f which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid In accordance with the provisions of Section 4966 of the Revenue and Taxation Code of the State of California. Seller 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 City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City 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 Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. _. All unpaid taxes on said real property for any and ail yearspriorto the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City, 6. Payment of Purchpse Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of One Million One Hundred Eight Thousand and Seven Hundred Dollars ($1,108,700,00), derived as shown in Exhibit "C"- Fair Market Value of the Subject Properly,. City agrees to deposit said purchase price in escrow with the Escrow 25E-30 Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; (c) Delivery to City of the policy of title Insurance as hereinabove provided; (d) Recordation of the Deed conveying said real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property, 8. Rental and Occupancy By Seller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month/365-day year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow. In return, the City agrees to reimburse seller lest rentals Incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the oloso of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 9. Waivers, The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller 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. 10, Heirs Assigns, Successors -in -Interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and hind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. 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. 12, Just Compensation, Seller acknowledges and agrees that said puffase price is just compensation at fair market value for the threatened condemnation by the City regarding said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13, Acknowledgment of Full Benefits and Release. A By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the 25E-31 acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any clairn for compensation for injury to the remainder ("severance damages"); precondemnation damages; claims for inverse condemnation; loss of goodwill and/or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, Inventory, equipment and/or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245,245, 1263,025 and 1263.615; any other rights conferred upon Sellers pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and attorney's fees and costs. 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 Property by Buyer, This release shall survive the Close of Escrow. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, Its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. This acknowledgment and release shall survive the Close of Escrow. 14, Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M-36, P,O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 414 W.-Elm-Avenue,—Burbank, CA 91506-3204, 16. Exceptions, City agrees to accept title to said real property subject to the following: NONE. 16. Entire Agreement, It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City 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 City. 17. Hazardous Waste, Neither Seller nor, to the best of Seller'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, Seller 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 (Hazardous 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 (Hazardous 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 25E-32 Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated blphenyls, (viii) listed under Article 9 or defined as "hazardous" 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. 51317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U,S,C, 56901 at seq. (42 U.S.C, 56903) 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 etg_eg. (42 U,S,C. S9601). 18. Compliance With Environmental taws. To the best of Seller'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, 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 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. 19. Indemnity. Seller agrees to indemnify, defend and hold the City 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 (1) 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 (ll) the violation, or alleged violation, of any statute, ordinance, order, rule, 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. Seller shall not be responsible for acts or omissions to act post close of this escrow, 20. 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 City herein. The execution of these documents and the -delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and.., Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22 Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 21 captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA, 24. Governing Law, This PSA shall be governed by and construed in accordance with the laws.af the State of California, 25E-33 25. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA 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. 26, No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. 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 PSA, without cost. 28. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29, Authority to Execute Agreement, Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, 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, 30. Incor oration of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25E-34 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Loueila May McNeal, Trustee of the J. Walter Schaefer Testamentary Trust, Dated October 29, 1981 LN Date: 4�% 2016 oueIIM ` { Date: 4 z 2016 aure" cNeal W— -A& � {< ! " y �x Dater 2016 Marlene Leigh McNeal G Date: �e f t 2016 aures H. Meal III City/Buyer City of Santa Ana Date: 2016 David Cavazos City Manager Attest: _ Date: 2016 Maria D. Huizar City Clerk 25E-35 Approved as to Form: Date: I - 1 2016 J M. Fu k A sistant C ityy Attorney RECOMMENDED FOR APPROVAL: Date: 2016 Fred Mousavipour Executive Director Public Works Agency 25E-36 E)CHIBIT "A, LPWAL DESCRIPTION Real property In the CILy of Santa Ana, County of Oranoe, State of Callfornla, described as follows; PARCEL 1: (APN: 015.194-38) LOT 191 OF TRACT NO, 1192, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, SPATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 39, PAGES 16 AND 17, MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPTING THEREFROM THE WESTERLY 10 FEETTHEREOF, AS CONVEYED TO THE CITY OF SANTA ANA BY DEED RECORDED APRIL 2, 1976 IN BOOK 11693, PAGE 1476 OF OFFICIAL, RECORDS, PARCEL 2: (APN: 015499-39) LOT 190, TRACT 1192 AS PER MAP RECORDED IN BOOK 39 PAGES 16-17 OF MISCELLANEOUS MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, EXCEPT THEREFROM THAT PORTION OF SAID LAND CONVEYED TO THE CITY CF SANTA ANA, A MUNICIPAL, CORPORATION IN GRANT DEED RECORDED APRIL 2, 1976 AS INSTRUMENT NO. 2823, IN BOOK 11693 PAGE 1474 Or, OFFICIAL RECORDS, RCEPT THEREFROM ALL OIL, GAS, MINERALS AND OTHER HYDROCARBON SUBSTANCES LYING BELOW A DEPTH OF 1.00 FEET FROM THE SURFACE OF SAID PROPERTY, BUT WITH NO RIGHT OF SURFACE ENTRY, AS PROVIDED IN DEEDS OF RECORD. 25E-37 EXHIBIT "B" (First American) GENERAL ESCROW PROVISIONS AI 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 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 sult 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 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. 25E-38 EXHIBIT "C" Fair Market Value of the Subject Property Land and structures (as per attached appraisal summary statement) i. Fixtures and Equipment pertaining to realty (as per attached Inventory) a 'I'otaIjust compensation '• The City has not made a determinatlon as to the tenant will need to came to an agreement as to the withdrawn from Escrow. Meaae_s_ee the attached F I The total just compensation offered assumes conditions which may impact fair market value. $1,077,000.00 •+ $ 31,700.00 $1,108,700.00 of the Fixtures and Equipment (F&E). Landlord and of these Items, before compensation can be property is free of any environmental contaminates or other 25E-39 25E-40