HomeMy WebLinkAboutRuth Wolman - 2016-07-18 Dept. ID ED 16-13 Page 1 of 2
Meeting Date: 7/18/2016
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CITY OF HUNTINGTON BEACH
REQUEST FOR. CITY COUNCIL ACTION
MEETING DATE: 7/18/2016
SUBMITTED TO: Honorable Mayor and City Council Members
SUBMITTED BY: Fred A. Wilson, City Manager
PREPARED BY: Kenneth A. Domer, Assistant City Manager
Travis Hopkins, PE, Director of Public Works
SUBJECT: Approve and authorize for execution the Agreement for Acquisition and.Escrow
Instructions with Ruth Wolman (APN 142-081-27) for the purchase of an
easement for street and highway purposes (Edinger Widening Project)
Statement of Issue:
The City Council is asked to approve and authorize execution of an Agreement for Acquisition and
Escrow Instructions in an amount of $105,000 plus $2,500 in escrow fees for a total amount up to
$107,500 between the City and Ruth Wolman (APN 142-081-27) for the purchase of an Easement
over a portion of the property located at 7902 Edinger Avenue, Huntington Beach. The Easement
will be part of the Public Works CIP Project— Edinger Avenue Widening.
Financial Impact:
Funds not to exceed $107,500 are budgeted in the Public Works Edinger Widening Project Fund
20690013.
Recommended Action:
A) Approve the Agreement for Acquisition and Escrow Instructions between the City of Huntington
Beach and Ruth Wolman (APN 142-081-27); and,
B) Authorize the Mayor and City Clerk to execute the Agreement and other related documents;
and,
C) Authorize the City Manager to execute any other related escrow documents.
Alternative Action(s):
Do not approve the Agreement and direct staff accordingly.
Analysis:
The City is proposing to widen the south side of Edinger Avenue, between Parkside Lane and
Beach Boulevard to extend the existing eastbound right-turn lane. This proposed right-turn lane
extension requires the purchase of an easement across 7902 Edinger Avenue (Wolman Property).
The Wolman Property easement area is approximately 1,050 square feet.
The City has completed all design work for the new street improvements including asphalt paving,
curbing, gutters, sidewalks, driveway aprons and landscaping. All improvements will be
constructed and maintained by the City (see Attachment 1). The improvements continue a previous.
widening of Edinger Avenue associated with the development of the adjacent property and as
HB -151- Item 12. - 1
Dept. ID ED 16-13 Page 2 of 2
Meeting Date: 7/18/2016
identified in transportation studies to maintain a high level of service for the Edinger/Beach
intersection and facilitate improved access to Interstate 405.
The City appraised the property including consideration of its location, highest and best use, and
applicable zoning. The property valuation was also determined through review of comparable sales
of similar commercial land within the City such as the commercial property at 16001-91 Gothard
Street and 7266 Edinger Avenue, which had a land value of $113.85 per square foot. The land
value for the Wolman Property is $100.00 per square foot.
Staff recommends approval of the purchase agreement in support of the City's proposed street
improvements for the Edinger Widening Project (Attachment 2).
Environmental Status:
The project was analyzed under the Environmental Impact Report for the 405 Freeway
Improvements, which was certified by the Orange County Transportation Authority.
Strategic Plan Goal:
Enhance and Maintain Infrastructure
Attachment(s):
1. Site Plan
2. Agreement for Acquisition and Escrow Instructions
Item 12. - 2 HB -152-
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AGREEMENT FOR ACQUISITION
AND ESCROW INSTRUCTIONS
This AGREEMENT FOR ACQUISITION AND ESCROW INSTRUCTIONS
("Agreement") is made and entered into as of this day of �/'.I V 2016,
and constitutes an agreement by which Ruth Eleanor Wolman, a single woman ("Seller"),
agrees to sell, and the CITY OF HUNTINGTON BEACH, a California municipal
corporation ("Buyer"), agrees to purchase on the terms and conditions hereinafter set
forth:
An easement over a portion of that certain real property described in Exhibits "A"
and "B" attached hereto, bearing Orange County Assessor's Parcel Number 142-081-27
("Property").
The terms and conditions of this Agreement and the instructions to
Commonwealth Title Company ("Escrow Holder") with regard to the escrow ("Escrow")
created pursuant hereto are as follows:
1. Purchase and Sale. For valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Seller agrees to sell the Property to Buyer, and
Buyer agrees to purchase the Property from Seller, upon the terms and conditions
herein set forth.
2. Purchase Price. The purchase price ("Purchase Price") for the Property shall be
One Hundred Five Thousand Dollars($105,000.00).
3. Acknowledgment of Full Benefits and Release.
a. By execution of this Agreement, Seller, on behalf of itself and its
respective successors and assigns, hereby acknowledges that this
Agreement provides full payment for the acquisition of the Property by
Buyer,
b. This Agreement arose out the parties' effort to avoid any eminent domain
related litigation Seller acknowledges and agrees that said purchase price
is just compensation at fair market value for said real property.
4. Payment of Purchase Price. The Purchase Price for the Property shall be payable
by Buyer as follows: Prior to the Close of Escrow, Buyer shall deposit or cause to
be deposited with Escrow Holder, in cash or by a certified or bank cashier's check
made payable to Escrow Holder or a confirmed wire transfer of funds, the
Purchase Price plus or minus, proration and charges payable pursuant to this
Agreement. All escrow, recording and title insurance costs to be paid by Buyer.G
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5. Escrow.
a. Opening of Escrow. For purposes of this Agreement, the Escrow shall be
deemed opened on the date Escrow Holder shall have received an
executed counterpart of this Agreement from both Buyer and Seller
("Opening Date"). Escrow Holder shall notify Buyer and Seller, in
writing, of the date Escrow is opened and the Closing Date, as defined in
Paragraph 5(b), below. In addition, Buyer and Seller agree to execute,
deliver, and be bound by any reasonable or customary supplemental
escrow instructions of Escrow Holder, or other instruments as may
reasonably be required by Escrow Holder, in order to consummate the
transaction contemplated by this Agreement. Any such supplemental
instructions shall not conflict with, amend, or supersede any portion of this
Agreement. If there is any inconsistency between such supplemental
instructions and this Agreement, this Agreement shall control.
b. Close of Escrow. For purposes of this Agreement, "Close of Escrow"
shall be defined as the date that the Grant Deed, conveying the Property to
Buyer, is recorded in the Official Records of Orange County, California.
This Escrow shall close within sixty (60) days of the Opening Date
("Closing Date").
6. Conditions of Title. It shall be a condition to the Close of Escrow and a covenant
of Seller that title to the Property shall be conveyed to Buyer by Seller by the
Grant Deed, subject only to the following Approved Conditions of Title
("Approved Condition of Title"):
a. A lien to secure payment of real estate taxes, not delinquent.
b. The lien of supplemental taxes assessed pursuant to Chapter 3.5,
commencing with Section 75 of the California Revenue and Taxation
Code ("Code"), but only to the extent that such supplemental taxes are
attributable to the transaction contemplated by this Agreement. Seller
shall be responsible for, and hereby indemnifies Buyer and the Property
against, any supplemental taxes assessed pursuant to the Code, to the
extent that such taxes relate to events (including, without limitation, any
changes in ownership and/or new construction) occurring prior to the
Close of Escrow.
C. Matters affecting the Approved Condition of Title created by or with the
written consent of Buyer.
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d. Exceptions which are disclosed by the Report described in Paragraph
8a(1) hereof and which are approved or deemed approved by Buyer in
accordance with Paragraph 8a(1) hereof.
Seller covenants and agrees that during the term of this Escrow, Seller will not
cause or permit title to the Property to differ from the Approved Condition of
Title described in this Paragraph 6. Any liens, encumbrances, easements,
restrictions, conditions, covenants, rights, rights-of-way, or other matters affecting
the Approved Condition of Title which may appear of record or be revealed after
the date of the Report described in Paragraph 8a(1) below, shall also be subject to
Buyer's approval and must be eliminated or ameliorated to Buyer's satisfaction by
Seller prior to the Close of Escrow as a condition to the Close of Escrow for
Buyer's benefit. Buyer hereby objects to all liens evidencing monetary
encumbrances affecting the Property (other than liens for non-delinquent property
taxes) and Seller agrees to cause all such liens to be eliminated at Seller's sole cost
and expense prior to the Closing Date. Buyer's sole remedy for Seller's failure to
eliminate or ameliorate matters effectingthe he Approved Condition of Title shall be
cancelation of this Agreement.
7. Title Policy. Title shall be evidenced by the willingness of the Title Company to
issue its CLTA Standard Form Policy or Binder of Title Insurance ("Title Policy")
in the amount of the Purchase Price showing title to the Property vested in Buyer
subject only to the Approved Condition of Title.
8. Conditions to Close of Escrow.
a. Conditions to Buyer's Obligations. The Close of Escrow and Buyer's
obligation to consummate the transaction contemplated by this Agreement
are subject to the satisfaction of the following conditions for Buyer's
benefit on or prior to the dates designated below for the satisfaction of
such conditions:
(1) Preliminary Title Report and Exceptions. Immediately after
escrow is opened as provided herein, City agrees to cause
Commonwealth Title Company to issue a Preliminary Title Report
relating to the Property. Within fifteen (15) days after escrow has
been opened, the City will cause Commonwealth Title Company to
issue an Amendment to Escrow Instructions, which indicates those
title exceptions that the City will accept. Seller will have ten (10)
days after receipt of such amendment to review and approve it. In
the event of non-approval, escrow will fail and each party will
instruct Commonwealth Title Company to cancel the escrow.
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(2) Representations, Warranties, and Covenants of Seller. Seller shall
have duly performed each and every agreement to be performed by
Seller hereunder and Seller's representations, warranties, and
covenants set forth in Paragraph 14 shall be true and correct as of
the Closing Date.
(3) No Material Changes. At the Closing Date, there shall have been
no material adverse changes in the physical or financial condition
of the Property and there shall have been no material adverse
change in the financial condition of Seller or any general partners
of Seller.
(4) Inspections and Studies. On or before thirty (30) days after
Opening Date ("Due Diligence Period"), Buyer shall have
approved the results of any and all inspections, investigations, tests
and studies (including, without limitation, investigations with
regard to governmental regulations, engineering tests, soil and
structure investigation and analysis, seismic and geologic reports)
with respect to the Property (including all structural and
mechanical systems and leased areas) as Buyer may elect to make
or obtain. The failure of Buyer to disapprove said results on or
prior to the expiration of the Due Diligence Period shall be deemed
to constitute Buyer's approval of the results. The cost of any such
inspections, tests and studies shall be borne by Buyer. During the
term of this Escrow, Buyer, its agents, contractors and
subcontractors shall have the right to enter upon the Property, with
24 hours advanced notice to seller, at reasonable times during
ordinary business hours, to make any and all inspections and tests
as may be necessary or desirable in Buyer's sole judgment and
discretion. Buyer shall use care and consideration in connection
with any of its inspections. Buyer shall indemnify and hold Seller
and the Property harmless from any and all damage arising out of,
or resulting from the negligence of Buyer, its agents, contractors
and/or subcontractors in connection with such entry and/or
activities upon the Property.
(5) Council Approval. The completion of this transaction, and the
escrow created hereby, is contingent upon the specific acceptance
and approval of the Buyer by action of the Buyer's City Council.
b. Conditions to Seller's Obligation. For the benefit of Seller, the Close of
Escrow shall be conditioned upon the occurrence and/or satisfaction of
each of the following conditions (or Seller's waiver the eof, it being
agreed that Seller may waive any or all of such condition
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(1) Buyer's Obligations. Buyer shall have timely performed all of the
obligations required by the terms of this Agreement to be
performed by Buyer, and
(2) Buyer's Representations. All representations and warranties made
by Buyer to Seller in this Agreement shall be true and correct as of
the Close of Escrow.
9. Deposits by Seller. At least one (1) business day prior to the Close of Escrow,
Seller shall deposit or cause to be deposited with Escrow Holder the following
documents and instruments:
a. Seller's Certificate Federal. A Certificate of Nonforeign Status (Seller's
Certificate).
b. California Withholding Exemption Certificate. A California Withholding
Exemption Certificate (or in the event the Seller is a non-California
resident, a certificate issued by the California Franchise Tax Board)
pursuant to the Revenue and Taxation Code Sections 18805 and 26131, as
may be amended, stating either the dollar amount of withholding required
from Seller's proceeds or that Seller is exempt from such withholding
requirement.
C. Grant Deed. The Grant Deed conveying the Property to Buyer duly
executed by Seller, acknowledged and in recordable form.
10. Deposits by Buy. Buyer shall deposit, or cause to be deposited with Escrow
Holder, the funds which are to be applied toward the payment of the Purchase
Price in the amounts and at the times designated in Paragraph 4 above (as reduced
or increased by the prorations, debits and credits hereinafter provided).
11. Costs and Expenses. The cost and expense of the Title Policy attributable to
CLTA coverage shall be paid by Buyer. The escrow fee of Escrow Holder shall
be paid by Buyer. Buyer shall pay all documentary transfer taxes, if any, payable
in connection with the recordation of the Grant Deed. The amount of such
transfer taxes shall not be posted on the Grant Deed, but shall be supplied by
separate affidavit. Buyer shall pay the Escrow Holder's customary charges to
Buyer and Seller for document drafting, recording, and miscellaneous charges. If,
as a result of no fault of Buyer or Seller, Escrow fails to close, Buyer shall pay all
of Escrow Holder's fees and charges. 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.
12. Prorations. The following prorations shall be made between Seller and Buyer on
the Closing Date, computed as of the Closing Date:
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a. Taxes. Real and personal property taxes and assessments on the Property
shall be prorated on the basis that Seller is responsible for (i) all such taxes
for the fiscal year of the applicable taxing authorities occurring prior to the
"Current Tax Period," and (ii) that portion of such taxes for the Current
Tax Period determined on the basis of the number of days which have
elapsed from the first day of the Current Tax Period to the Closing Date,
inclusive, whether or not the same shall be payable prior to the Closing
Date. The phrase "Current Tax Period" refers to the fiscal year of the
applicable taxing authority in which the Closing Date occurs. In the event
that as of the Closing Date the actual tax bills for the year or years in
question are not available, and the amount of taxes to be prorated as
aforesaid cannot be ascertained, then rates and assessed valuation of the
previous year, with known changes, shall be used, and when the actual
amount of taxes and assessments for the year or years in question shall be
determinable, then such taxes and assessments will be re-prorated between
the parties to reflect the actual amount of such taxes and assessments.
b. No Rental Pro-rations. Escrow Holder is hereby instructed not to perform
any rental pro-rations at the Close of Escrow.
13. Disbursements and Other Actions by Escrow Holder. Upon the Close of Escrow,
the Escrow holder shall promptly undertake all of the following in the manner
indicated:
a. Prorations. Prorate all matters referenced herein, based upon the statement
delivered into Escrow signed by the parties.
b. Recordim4. Cause the Grant Deed and any other documents, which the
parties hereto may mutually direct, to be recorded in the Official Records
of Orange County, California, in the order set forth in this subparagraph.
Escrow Holder is instructed not to affix the amount of documentary
transfer tax on the face of the Deed, but to supply same by separate
affidavit.
C. Funds. Disburse from funds deposited by Buyer with Escrow Holder
toward payment of all items chargeable to the account of Buyer (including
the Purchase Price to Seller) pursuant thereto in payment of such costs,
and disburse the balance of such funds, if any, to Buyer.
d. Documents to Bur. Deliver the Seller's Certificate and Bill of Sale,
executed by Seller, and, when issued, the Title Policy to Buyer.
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e. Pay demands of existing lienholders. Escrow Holder is hereby authorized
and instructed to cause the reconveyance, or partial reconveyance, as the
case may be, of any such monetary exceptions to Buyer's title to the
Property at or prior to the Close of Escrow.
14. Seller's Representations and Warranties. In consideration of Buyer entering into
this Agreement, and as an inducement to Buyer to purchase the Property, Seller
makes the following representations and warranties, each of which is material and
is being relied upon by Buyer (and the continued truth and accuracy of which
shall constitute a condition precedent to Buyer's obligations hereunder):
a. Authorization. This Agreement has been duly and validly authorized,
executed and delivered by Seller, and no other action is requisite to the
execution and delivery of this Agreement by Seller.
b. Threatened Actions. To the Seller's knowledge there are no actions, suits
or proceedings pending against, or, to the best of Seller's knowledge
threatened or affecting the Property in law or equity.
C. Third Party Consents. Other than approval from Wells Fargo Bank,
Lessee of the property, no consents or waivers of, or by, any third party
are necessary to permit the consummation by Seller of the transactions
contemplated pursuant to this Agreement. Buyer has obtained the consent
of Wells Fargo Bank, with a signed acknowledgment from Wells Fargo
Bank that the sale of the easement does not affect the terms of the lease
between Wells Fargo Bank and Seller. Said acknowledgement is attached
hereto as Exhibit and incorporated by reference.
d. No Violation of Law. To the best of Seller's knowledge, there is no
violation of law or governmental regulation by Seller with respect to the
Property.
e. Condemnation. To the Seller's knowledge there are there are no pending,
or, to the best of Seller's knowledge, threatened proceedings in eminent
domain or otherwise, which would affect the Property or any portion
thereof.
f. Compliance with Law. To the best of Seller's knowledge, all laws,
ordinances, rules, and requirements of any governmental agency, body, or
subdivision thereof bearing on the Property have been complied with by
Seller.
g. Agreements. Other than the lease with Wells Fargo Bank, there are no
agreements (whether oral or writtsen) affecting or rela ' to th right of
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any party with respect to the possession of the Property, or any portion
thereof, which are obligations which will affect the Property or any
portion thereof subsequent to the recordation of the Grant Deed, except as
may be reflected in the Condition of Title, which shall have been approved
by Buyer pursuant to the terms of this Agreement.
h. Documents. To the best of Seller's knowledge, all documents delivered to
Buyer and Escrow Holder pursuant to this Agreement are true and correct
copies of originals, and any and all information supplied to Buyer by
Seller is true and accurate.
i. Licensed Permits. To the best of Seller's knowledge, Seller has acquired
all licenses, permits, easements, rights-of-way, including without
limitation, all building and occupancy permits from any governmental
authority having jurisdiction.
j. Hazardous Substances. Except as revealed by Seller to Buyer previously,
Seller has no actual knowledge that there are hazardous substances (as
defined below) in existence on or below the surface of the property,
including without limitation, contamination of the soil, subsoil or
groundwater, which constitutes a violation of any law, rule, or regulation
of any governmental entity having jurisdiction thereof, or which exposes
Buyer to liability to third parties. Seller has not used the Property, or any
portion thereof, for the production, disposal, or storage of any hazardous
substances, and Seller has no actual knowledge that there has been any
proceeding or inquiry by any governmental authority with respect to the
presence of such hazardous substances on the Property or any portion
thereof. Without limiting the other provisions of this Agreement, Seller
shall cooperate with Buyer's investigation of matters relating to the
foregoing provisions of this paragraph, and provide access to, and copies
of, any data and/or documents dealing with potentially hazardous
substances used at the Property and any disposal practices followed.
Seller agrees that Buyer may, with Seller's prior approval, make inquiries
of governmental agencies regarding such matters, without liability to
Seller for the outcome of such discussions. For purposes of this
Agreement, the term "hazardous substances" means: (i) any substance,
product, waste, or other material of any nature whatsoever which is or
becomes listed, regulated, or addressed pursuant to the Comprehensive
Environment Response, Compensation and Liability Act (CERCLA), 42
United States Code Section 9601 et seq.; the Hazardous Material
Transportation Conservation and Recovery Act, 42 United States Code
Section 1801 et seq.' the Resources Conservation and Recovery Act, 42
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United States Code Section 6901 et seq.; the Clean Water Act, 33 United
States Code Section 1251 et seq.; the Toxic Substances Control Act, 15
United States Code Section 2601 et seq.; the California Hazardous Waste
Control Act, Health and Safety Code Section 25100 et sq.; the California
Hazardous Substance Account Act, Health and Safety Code Section 25330
et seq.; the California Safe Drinking Water and Toxic Enforcement Act,
Health and Safety Code Section 25249.5 et seq.; California Health and
Safety Code Section 25280 et seq. (Underground Storage or Hazardous
Code Section 25170.1 et seq.; California Health and Safety Code Section
25501 et seq. (Hazardous Materials Release Response Plans and
Inventory); or the California Porter-Cologne Water Quality Control Act,
Water Code Section 13000 et seq., all as amended (the above-cited
California state statute s are hereinafter collectively referred to as "the
State Toxic Substances Laws") or any other federal, state, or local statute,
law, ordinance, resolution, code, rule, regulation, order or decree
regulating, relating to, or imposing liability or standards of conduct
concerning any hazardous or toxic substance hereafter in effect; (ii) any
substance, product, waste, or other material of any nature whatsoever
which may give rise to liability under any of the above statutes or under
any statutory or common law theory based on negligence, trespass,
intentional tort, nuisance or strict liability or under any reported decisions
of a state or federal court; (iii) petroleum or crude oil other than petroleum
and petroleum products which are contained within regularly operated
motor vehicles; and (iv) asbestos.
k. Pollutants. No pollutants or waste materials from the Property have ever
been discharged by Seller into any body of water, and Seller has no actual
knowledge of any such pollution emission by any other person or entity.
1. Waste Disposal. No portion of the Property has ever been used by Seller
as a waste storage or disposal site, and Seller is not aware of any such
prior uses.
in. No Notices. Seller has received no written notice of any change
contemplated in any applicable laws, ordinances or restrictions, or any
judicial or administrative action, or any action by adjacent landowners, or
natural or artificial conditions upon the Property which would prevent,
impede, limit, or render more costly Buyer's contemplated use of the
Property.
15. Buyer's Representations and Warranties. In consideration of Seller entering into
this Agreement, and as an inducement to Seller to sell the Property to Buyer,
Buyer makes the following representations and warranties, of which is
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material and is being relied upon by Seller (the continued truth and accuracy of
which shall constitute a condition precedent to Seller's obligations hereunder):
a. This Agreement and all documents executed by Buyer under this
Agreement which are to be delivered to Seller are, or at the time of Close
of Escrow will be, duly authorized, executed, and delivered by Buyer, and
are, or at the Close of Escrow will be legal, valid, and binding obligations
of Buyer, and do not, and at the Close of Escrow will not violate any
provisions of any agreement or judicial order to which Buyer is a party or
to which it is subject.
C. The representations and warranties of Buyer set forth in this Agreement
shall be true on and as of the Close of Escrow as if those representations
and warranties were made on and as of such time.
d. Improvements and Maintenance of the Property. Buyer expressly assumes
all obligations for improvements on the Property and for maintenance of
the Property.
16. Damage or Condemnation Prior to Closing. Seller shall promptly notify Buyer of
any knowledge by Seller of casualty to the Property or any condemnation
proceeding commenced prior to the Close of Escrow. If any such damage or
proceeding relates to, or may result in, the loss of any material portion of the
Property, Seller or Buyer may, at their option, elect either to:
(a) terminate this Agreement, in which event all funds deposited into Escrow
by Buyer shall be returned to Buyer and neither party shall have any
further rights or obligations hereunder, or
(b) continue the Agreement in effect, in which event upon the Close of
Escrow Buyer shall be entitled to any compensation, awards, or other
payments or relief resulting from such casualty or condemnation
proceeding.
17. Notices. All notices or other communications required or permitted hereunder
shall be in writing, and shall be personally delivered or sent by registered or
certified mail, postage prepaid, return receipt requested, telegraphed, delivered, or
sent by telex, telecopy, or cable, and shall be deemed received upon the earlier of
(a) if personally delivered, the date of delivery to the address of the person to
receive such notice, (b) if mailed, four business days after the date of posting by
the United States post office, (c) if given by telegraph or cable, when delivered to
the telegraph company with charges prepaid, or (d) if given by telex or facsimile,
when sent. Any notice, request, demand, direction, or other communication sent
by cable, telex, or facsimile must be confirmed within 48 hours by tter mailed or
delivered in accordance with the foregoin .
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The Buyer's mailing address is:
City of Huntington Beach
Office of Business Development
Attn: Kellee Fritzal
2000 Main Street, P.O. Box 190
Huntington Beach, CA 92648
The Seller's mailing address is:
Ruth Eleanor Wolman
445 Laguna Road
Pasadena, CA 91105
With copy to Seller's attorney as follows:
Kenneth A. Franklin
Law Offices of Wade E. Norwood
201 South Lake Avenue, Suite 508
Pasadena, CA 91101
Notice of change of address shall be given by written notice in the manner
detailed in this paragraph. Rejection or other refusal to accept, or the inability to
deliver because of changed address of which no notice was given, shall be
deemed to constitute receipt of the notice, demand, request, or communication
sent.
18. Legal Fees. In the event suit is brought by either party to construe, interpret
and/or enforce the terms and/or provisions of this Agreement or to secure the
performance hereof, each party shall bear its own attorney's fees, such that the
prevailing party shall not be entitled to recover its attorneys fees from the non-
prevailing party.
19. Assignment.
20. Brokerage Commissions. Seller represents to Buyer that there has been no
broker, real estate agent, finder or similar entity engaged in connection with this
Agreement or the sale of the Property from the Seller to Buyer
21. Miscellaneous.
a. Survival of Covenants. The covenants, representations and warranties of
both Buyer and Seller set forth in this Agreement shall survive the
recordation of the Grant Deed and the Close of Escrow.
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b. Required Actions of Buyer and Seller. Buyer and Seller agree to execute
such instruments and documents and to diligently undertake such actions
as may be required in order to consummate the purchase and sale herein
contemplated, and shall use their best efforts to accomplish the Close of
Escrow in accordance with the provisions hereof.
C. Time of Essence. Time is of the essence of each and every term,
condition, obligation, and provision hereof.
d. Counterparts. This Agreement may be executed in multiple counterparts,
each of which shall be deemed an original, but all of which, together, shall
constitute one and the same instrument.
e. Captions. Any captions to, or headings of, the paragraphs or
subparagraphs of this Agreement are solely for the convenience of the
parties hereto, are not a part of this Agreement, and shall not be used for
the interpretation or determination of the validity of this Agreement or any
provision hereof.
f. No Obligations to Third Parties. Except as otherwise expressly provided
herein, the execution and delivery of this Agreement shall not be deemed
to confer any rights upon, nor obligate any of the parties hereto, to any
person or entity other than the parties hereto.
g. Exhibits and Schedules. The Exhibits and Schedules attached hereto are
hereby incorporated herein by this reference.
h. Amendment to this Agreement. The terms of this Agreement may not be
modified or amended except by an instrument in writing executed by each
of the parties hereto.
i. Waiver. The waiver or failure to enforce any provision of this Agreement
shall not operate as a waiver of any future breach of any such provision or
any other provision hereof.
j. Applicable Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of California, with the exception of
definitions to be construed under Federal laws cited in Paragraph 140).
k. Fees and Other Expenses. Except as otherwise provided herein, each of
the parties shall pay its own fees and expenses in connection with this
Agreement.
Seller's Initials yer's Initials
16-5152/139053
Page 12 of 13
1. Entire Agreement. This Agreement supersedes any prior agreements,
negotiations, and communications, oral or written, and contains the entire
agreement between Buyer and Seller as to the subject matter hereof. No
subsequent agreement, representation, or promise made by either party
hereto, or by or to an employee, officer, agent or representative of either
party shall be of any effect unless it is in writing and executed by the party
to be bound thereby.
in. Successors and Assigns. This Agreement shall be binding upon and shall
inure to the benefit of the successors and assigns of the parties hereto.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the day and year first above written.
DATED: "7 --7 A! Seller: ,
Ruth Eleanor Wolman
DATED: :7 —/,�' - /(, Buyer:
CITY OF HUNTINGTON BEACH,
a Ca 'fornia mu 'cip 1 orpor tion
a or
City Clerk
APPROVED AS O FORM- REVIt JAND APPROVED:
A
Ci y Attorney ,µ,me CipN&Iger
INITIATED AND APPROVE
l o�
Deputy Director of Bu ' ess Development
k_
Seller's Initials uyer's Initials
16-5152/139053
Page 13 of 13
EXHIBIT "A"
LEGAL DESCRIPTION
RIGHT-OF-WAY ACQUISITION
EIDINGER AVENUE
LOTS 16, 17 & 18 OF TRACT NO. 417
That certain parcel of land situated
din the City of Huntington Beach, County of Orange, State of
California, being those portions of Lots 16, 17 and 18 of Tract No. 417 as shown on a map filed in
Book 16, Page 47 of Miscellaneous Maps in the Office of the County Recorder of said Orange
County, described as follows:
BEGINNING at the northeasterly corner of Parcel Map No 2013-113 as shown on a map filed in
Book 382, Pages 48 through 50 inclusive, of Parcel Maps in said Office of the County Recorder
of Orange County; thence along the easterly prolongation of the northerly line of said Parcel Map
No. 2013-113, also being the southerly right-of-way of Edinger Avenue as described in those
certain deeds to the City of Huntington Beach recorded September 5, 1963 in Book 6705, Page
187 and :March 3, 1965 in Book 7432, Page 589, both of Official Records in said Office of the
County Recorder of Orange County, South 89°32'34" East 1.50.00 feet to the westerly line of that
certain Easement Deed to the City of Huntington Beach recorded July 3, 1990 as Instrument No.
90-350907 of Official Records in said Office of the County Recorder of Orange County; thence
along said westerly line South 00°27'26"West 7.00 feet to a line parallel with said southerly right-
of-way of Edinger Avenue; thence along said parallel pine North 89°32'34" West 150.00 feet to
the easterly line of said Parcel Map No. 2013-113; thence along said easterly line
North 00°27'26" East 7.00 feet to the POINT OF BEGINNING.
CONTAINING: 1050 Square Feet.
EXHIBIT "B" attached and by this reference made a part hereof.
p LAND
,�� NO.
6673
William G. Cox, L.S. 6673 Date
sTgT£OF CALIFO���P
Page 1 of 1
C/L PARKSIDE LANE
(N89°32'34"W)R1 C/L EDINGER AVENUE
(255.09' )R1 — — —
N'LY LINE TRACT NO. 417
w `'� I C) M.M. 16/47 0
�o N o I RIGHT-OF-WAY PERLn
N ooI BOOK 7432/589 O.R.
Ln — — —
o z RIGHT-OF-WAY WAY PER
NE'LY CORNER z I o
P.M. N0. 2013-113 N BOOK 6705/187 O.R.
S89°32'34±'E150.00'
J
N89°32'34"W 150.00'
o � �
_ u7 I I I Lo
� > � , ITT LOT 17 LOT 16 Qo
QCD
3
r— CDco
R � Z
I
z
:< c� I
tt1 0-
I
I
LINE DATA TABLE
NO. BEARING LENGTH Q
L1 N00°27'26"E 7.00'
L1 (N00° 17'56"E) (7.00' ) R1
L2 S00°27'26"W 7.00'
LEGEND
M RIGHT-OF-WAY TAKE AREA
EXHIBIT "B" ( )R1 DENOTES RECORD DATA PER
SKEMH TO ACCOWMIY A PARCEL MAP NO. 2013-113,
LEGAL DESCPJFrnON FOR
P.M.B. 382/48-50
RIGHT-OF-WAY ACQUISITION
EDINGER AVENUE
LOTS 16,17&18 OF TRACT NO.417
SHEET I OF 1 SHEET
CONTAINING:1050 SQUARE FEET DECEMBER 1, 2015
JN 149161
Corporate Properties Group
Man K Williams,CPM MAC E2064-079
Lease Negotiator
Retail Negotiations 333 South Grand Avenue,Suite 700
Los Angeles.CA 90071
213 253-3292
213 620-0554 Fax
marykw�(_-i)wellsfargo com
March 24, 2016
Mr. Duran Villegas
Real Estate Services Manager
Office of Business Development
City of Huntington Beach
P.O. Box 190
Huntington Beach, CA 92648
Re: Edinger Avenue Street Widening Project Affecting Wells Fargo
Bank (BE 191820) at 7902 Edinger Avenue, Huntington Beach, CA
(the "Property")
Dear Mr. Villegas:
The Bank's Landlord, Ruth Wolman received a request from the City of
Huntington Beach to consent to a street widening plan for Edinger
Avenue which will impact the property at the above subject location.
Mrs. Wolman requested that the Bank review the plan prior to her
giving any consent to the widening plan. As you know, the Bank hired
Mr. Joseph Vicelja to review the widening plan on the Bank's behalf. Mr.
Vicelja worked with Mr. Jonathan Claudio, PE, Senior Civil Engineer, City
of Huntington Beach to revise the original street widening plan to
incorporate Mr. Vicelja's requested changes. The revised plan is
attached. Wells Fargo consents to the street widening plan as it affects
the Property on the condition that the street widening plan incorporates
the attached revised plan and does not deviate from the attached
revised plan. Should you have any questions, please contact me.
Very truly yours,
Mary K. Williams
Lease Negotiator
HB -169- Item 12. - 19
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