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HomeMy WebLinkAboutApprove the Garfield and Delaware Intersection Improvement P RE CEIVED 2005 OCT 26 PM 6: 14 Council/Agency Meeting Held: CITY CLERK CITY Deferred/Continued to: NOTCH BEACH CEfApproved E3 Conditionally Approved L3 Denied L Ls City Clerk's Si4n6ture Council Meeting Date: 11/7/2005 Department ID Number: ED 05-34 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: HONORABLE MAYOR AND CITY COU.NCIL MEMBERS SUBMITTED BY: PENEK TH-GRAFT, CITY GMINISTRATOR PREPARED BY: STANLEY SMALEWITZ, DIRE ECONOMIC DEVELOPMENT 77 ROBERT F. BEARDSLEY, DIRE IC WORK Drov M SUBJECT: Approve the Garfield & Delawr7are Intersection I provernent Project Land Purchase (19002 Delaware) Statement of issue,Funding Source,Recommended Action,Alternative Action(s),Analysis,Environmental Status,Attachment(s) Statement of Issue: An agreement in the amount of $735,000 with Esther Contreras for the purchase of her real property at 19002 Delaware Street (southeast corner of Garfield and Delaware) is submitted for approval. Acquisition of this property is necessary to complete improvements to the Garfield and Delaware intersection. Funding Source: Funds in the amount of $735,000 are budgeted in the Traffic Impact Fund, Street Widening, Land Purchase, Account No. 200690001.81100. Reimbursement in the amount of $600,000 will be requested from OCTA Growth Management Area (GMA) #6 upon completion of the acquisition. Recommended Action: Motion to: 1. Approve the Agreement for Purchase and Sale of Real Property and Escrow Instructions in the amount of $735,000 between the City of Huntington Beach and Esther Contreras for the real property located at 19002 Delaware Street. 2. Authorize execution of the agreement by the Mayor and City Clerk. Alternative Action(s): Do not approve the purchase agreement for 19002 Delaware Street and direct staff to renegotiate the acquisition terms with Esther Contreras. Analysis: A project to widen the intersection of Garfield Avenue and Delaware Street has been budgeted in Fiscal Year 2005/06. The widening is required to conform to the General Plan. The intersection improvement project includes the construction of curbs, gutters, sidewalk, pavement restoration, and relocation of traffic signals and street lights as necessary to enhance pedestrian, bicycle, traffic circulation, and public safety. 0 REQUEST FOR ACTION • MEETING DATE: 11/7/2005 DEPARTMENT ID NUMBER:ED 05-34 The subject property is one of five parcels required for this project. Offers to purchase have been made to the other real property owners by the City, but these other offers have not yet been accepted. At such time as the remaining real property purchase offers are accepted, those agreements will be submitted for Council approval. The amounts of all offers to purchase made by the City for this project are consistent with real estate market values as described in appraisal reports provided by Netzer and Associates dated May 16, 2005. Construction is scheduled for late in the current fiscal year, however, will be dependent upon the property acquisition schedule. Grant funds totaling $1.2 million for the right-of-way and construction have been awarded through the OCTA GMA #6. The balance of funding will be provided with Traffic Impact Fee funds. Environmental Status: N/A Attachment(s): City Clerk's Page Number No. Description 1. Agreement for Purchase and Sale of Real Property and Escrow Instructions between the City of Huntington Beach and Esther Contreras for the real property located at 19002 Delaware Street 2. 1 Site Ma GAR C A\other department RCAs\RCA for 19002 Delaware.doc -2- 10/24/2005 4:42 PM Agreement for the Purchase and Sale of Real Property and Escrow Instructions for 19002 Delaware Street AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY AND ESCROW INSTRUCTIONS Escrow No. 52060214 To: Attn: THIS AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY AND ESCROW INSTRUCTIONS (this "Agreement") is made by and between THE CITY OF HUNTINGTON BEACH, a California municipal corporation ("Buyer"), and ESTHER CONTRERAS, Trustee of the CONTRERAS TRUST dated April 15, 1998 ("Seller"). A. Seller is the owner of an undivided 100/100th interest in that certain portion of the improved parcel of real property located at 19002 Delaware Street (A.P.N. 159-151-15) in the City of Huntington Beach, County of Orange, State of California, including all buildings and improvements located thereon, as more particularly described in Exhibit A attached to this Agreement (the "Property"): SEE EXHIBIT "A" B. Prior to the execution of this Agreement, Seller accepted Buyer's written offer to acquire the Seller's undivided interest in the Property for the purposes of street widening and related improvements ("Project"). NOW, THEREFORE, the parties to this Agreement agree to transfer fee simple title to Seller's undivided interest in the Property, from Seller to Buyer, in accordance with the following terms and conditions: ARTICLE TERMS AND CONDITIONS 1.1 Purchase and Sale of Seller's Undivided Interest in the Property, In its written settlement offer, Buyer represented to Seller that, according to Buyer's calculations, Seller owned an undivided 100/100th interest in the Property. However, it is the mutual intent of the parties that, pursuant to the terms of this Agreement, Seller conveys to Buyer, and Buyer acquires from Seller, in fee simple, title to all interest Seller may have had or currently holds and owns in the Property. 1.2 Opening of Escrow. Within ten (10) business days after the execution of this Agreement by Seller and Buyer, the parties shall open an escrow ("Escrow") with the Escrow holder by causing an executed copy of this Agreement to be deposited with Escrow Holder. Escrow shall.be deemed open on the date that Buyer delivers a fully executed Agreement to Escrow Holder. • 1.3 Payment of Purchase Price. (a) Amount of Purchase Price. The purchase price for the conveyance and transfer of Seller's undivided interest in the Property to Buyer shall be Seven Hundred Thirty Five Thousand Dollars ($735,000.00) ("Purchase Price"). (b) Payment of Purchase Price. The Purchase Price shall be deposited by Buyer into Escrow within fifteen (15) business days following the receipt of the Estimated Closing Statement. Buyer shall deposit the Purchase Price with Escrow Holder in "good funds" payable to Seller at the time of closing. "Good funds" shall mean a wire transfer of funds, cashier's or certified check drawn on or issued by the offices of a financial institution located in the State of California, check from the City of Huntington Beach, or cash. (c) Interests Conveyed. It is understood and agreed by and between Buyer and Seller that the Purchase Price set forth above is paid as fill and final consideration of all of the following: (i) A fee simple interest in and to the Property, for the purposes of street widening and related improvements, including all uses incident to the use of the Property as a public right of way, including but not limited to the placement of utilities on or over the Property, access ways for vehicular and pedestrian access, bus bays, signage, curbs, gutters, drainage facilities, traffic control devices or other roadway improvements; and (ii) All improvements, structures, landscaping, paving and any appurtenances to the Property, including but limited to any oil production facilities located on the Property. (d) Other Interests Included. Payment of the Purchase Price by Buyer to Seller represents total just compensation for Buyer's acquisition of Seller's undivided interest in the Property, all damages for lost oil production or other economic damages due to interruptions of sewer, water, and electrical utility services, pre-condemnation damages, interest, attorney's fees or other litigation expenses, and any and all items of compensation or damage arising out of the planning, negotiation, and acquisition by the Buyer of Seller's undivided interest in the Property. 1.4 Additional Funds and Documents Required from Buyer and Seller. (a) Bum Before 12:00 noon on the date preceding the Closing Date, Buyer shall deposit with Escrow Holder all additional funds and/or documents (executed and acknowledged, if appropriate) which are necessary to close escrow and otherwise comply with the terms of this Agreement. (b) Seller. Within twenty (20) business days following the date that Escrow is opened hereunder, Seller will deposit with Escrow Holder an executed Grant Deed ("Grant Deed") conveying a fee simple title to Seller's undivided interest in the Property,together 2 PDA:2005 Agree:Purchase and Sale Agreement for Contreras(Delaware-Garfield) RLS 2005-367 with such funds and other instruments as may be necessary in order for the Escrow Holder to comply with this Agreement. Escrow Holder shall submit the executed Grant Deed to Buyer for review and acceptance, as may be required to put the Grant Deed in recordable form, whereupon Buyer shall immediately submit the Grant Deed, with the acceptance, to Escrow Holder pending close of Escrow. 1.5 Closing Date: Time of Essence. (a) Closing Date. Unless otherwise terminated by Buyer as provided below, Escrow shall close within ninety (90) days from the date Escrow is opened. The terms "the Close of Escrow", and/or the "Closing" as used herein shall mean the time Seller's Grant Deed is filed for recording by the Escrow Holder in the Office of the County Recorder of Orange County, California, the Title Company has issued the Title Policy provided for in subsection (c) below, all closing costs and other costs are paid in full, and all disbursements of any remaining funds in Escrow, or other disbursements as may be required to close Escrow, are made by Escrow Holder to the appropriate parties. (b) Time of Essence. Buyer and Seller specifically understand and agree that time is of the essence and Buyer and Sellers specifically agree to strictly comply and perform their obligations herein in the time and manner specified, and waive any and all rights to claim such compliance by mere substantial compliance with the terms of this Agreement. The time for Closing may be extended, but only by way of a writing signed by all parties. (c) Title Policy. Upon Seller's deposit of the Grant Deed in favor of Buyer in recordable condition covering Seller's undivided interest in the Property, and prior to Close of Escrow, Escrow Holder shall cause to be issued and delivered to Buyer as of the Closing a C.L.T.A. standard coverage policy of title insurance ("Title Policy") issued by Chicago Title Company ("Title Company"), with liability in the amount of the Purchase Price, covering the Property and reflecting the fee simple title to Seller's undivided interest in the Property in favor of Buyer free of encumbrances; except: (i) The standard printed exceptions and exclusions contained in the CLTA form policy; and (ii) Any exceptions created by or consented to in writing by Buyer, including without limitation, any exceptions arising by reason of Buyer's filing of an eminent domain action, or securing of an order for possession of or entry on the Property. 1.6 Conditions Precedent To Close Of Escrow. (a) Condition to Buyer's Obligations. The obligations of Buyer under this Agreement shall be subject to the satisfaction or written waiver, in whole or in part, by Buyer of each of the following conditions precedent: 3 PDA:2005 Agree:Purchase and Sale Agreement for Contreras(Delaware-Garfield) RLS 2005-367 ! • (i) Issuance by Title Company of the Title Policy reflecting a fee simple undivided interest in the Property granted to Buyer. (ii) Deposit by Seller of all instruments and funds provided for in this Agreement, necessary to the Closing. (b) Conditions to Seller's Obligations. The obligations of the Seller under this Agreement shall be subject to the satisfaction or written waiver, in whole or in part, by the Seller of each of the following conditions precedent: (i) Delivery by Buyer of all instruments and funds provided for in this Agreement necessary to the Closing. 1.7 Escrow Provisions. a) Escrow Instructions. This Agreement, when signed by Buyer and Seller, shall also constitute escrow instructions to escrow Holder. If required by Escrow Holder, Buyer and, Seller agree to execute Escrow Holder's standard escrow instructions, provided that the same are consistent with and do not conflict with the provisions of this Agreement. In the event of any such conflict, the provisions of this Agreement shall prevail. (b) General Escrow Provisions. Upon Close of Escrow, Escrow Holder shall deliver the Title Policy to Buyer and instruct the County Recorder of Orange County, California to mail the recorded Grant Deed, to Buyer at the address set forth in Section 3.2 after recordation. All funds received in this Escrow shall be deposited in one or more general escrow accounts of the Escrow Holder with any bank doing business in Orange County, California, and may be disbursed to any other general escrow account or accounts. All disbursements shall be made by Escrow Holder's check. 1.8 Amendments and Counterparts. This Agreement and any modifications, amendments, or supplements thereto may be executed in counterparts and shall be valid and binding as if all of the parties' signatures were on one document. 1.9 Payment of Costs. Buyer shall pay Buyer's and Seller's Escrow fees, any premium charges for the Title Policy, the charge for drawing the Grant Deed, and the charges for recording the Grant Deed. Clearing of all existing encumbrances, judgments, or liens, including any fees or charges incurred, shall be the sole responsibility of Seller. 1.10 Termination and Cancellation of Escrow. If Escrow fails to close as provided above, any party who then shall have fully complied with their instructions and met their conditions to Close of Escrow may, in writing, demand of Escrow Holder the return of their money, documents, instruments, or property deposited into escrow. If no party has so complied, no demand for return of any money, documents, instruments, or property will be recognized by Escrow Holder until five (5) business days after Escrow Holder has mailed written notice of such demand to all other parties at their respective addresses shown in these instructions, and if any party raises any objection to such return, Escrow Holder is 4 PDA:2005 Agree:Purchase and Sale Agreement for Contreras(Delaware-Garfield) RLS 2005-367 ! • authorized to hold all such money, documents, instruments, or property until instructed by a court of competent jurisdiction or joint instruction of the parties. 1.11 Brokerage Commissions, Seller represents to Buyer that no third party is owed any payment or commission as a result of the transfer of the property interests provided hereunder, and Seller indemnifies and holds the Buyer harmless from and against all liabilities, costs, damages and expenses, including, without limitation, attorneys' fees, resulting from any claims of fees or commissions. 1.12 Hazardous Substances Disclosure. The Property, and Seller's undivided interest therein, are subject to a disclosure as designated under Section 25359.7 of the California Health & Safety Code (as may be amended); whereby a Seller is required to disclose the presence of any hazardous substances that have come to be located on or beneath the Property before Close of Escrow. It is understood and agreed between Buyer and Seller that closing of this Escrow is subject to and contingent upon receipt and approval of said Disclosure Statement by Buyer, and that Buyer may, in its sole discretion, cancel this Escrow as a result of the information provided by Seller to Buyer concerning Contamination on the Property, without any further liability of Buyer to Seller. Review and approval of the Disclosure Statement shall not be unreasonably withheld or delayed by Buyer. 1.13 Contamination Defined. The term "Contamination" as used in this Agreement shall mean and refer to any enviromnental contamination of any type or nature including but not limited to the following substances, whether in the soil, air, surface water, perched water or groundwater, or in any other medium: any "hazardous substance", as defined under Title 42 U.S.C. Section 9601(14) or under California Health & Safety Code Section 25281(g); any "hazardous waste", as defined under Title 42 U.S.C. Section 6903(5) and under California Health & Safety Code Section 25117; any "hazardous substance", as defined under California Health & Safety Code Section 25281 and 25316; any "hazardous material", as defined under California Health & Safety Code Section 25260 e • an chemical listed pursuant to California Health & Safety Code Section O Y p Y 25249.8; any petroleum hydrocarbon material or petroleum byproduct, refined and unrefined, including but limited to any crude oil or any fraction thereof, and any additive to any refined petroleum product, as well as any asbestos or asbestos containing material. 1.14 Buyer Reservation of Rights. Buyer expressly reserves all rights and remedies under the law against Seller and any prior owner, operator or other responsible party to seek damages, injunctive relief or other remedies in connection with any investigation, remediation, or other obligations Buyer incurs or may incur as a result of Contamination (other than the levels of contamination currently known by Buyer to exist on or in the Property) potentially existing on, in, or under the Property, including but not limited to any action under CERCLA (42 U.S.C. § 9601, et seq.), the California Hazardous Substance Account Act (California Health & Safety Code § 25300, et seq.), the Hazardous Waste Control Law (California Health & Safety Code §* 25100, et seq.), the Porter-Cologne Act (California Water Code § 13000, et seq.), California Health & Safety 5 PDA:2005 Agree:Purchase and Sale Agreement for Contreras(Delaware-Garfield) RLS 2005-367 Code § 25280, et seq. and 33459 et seq., California Civil Code § 850, et seq., California Civil Code § 3479 and 3480, et seq. and other common laws of the State. 1.15 Disclosure of Test Results on Contamination to Bum Seller shall disclose any and all laboratory results, test results and any and all other information concerning the assessment, investigation, monitoring, removal and/or remediation of Contamination on or from the Property to Buyer, in writing, within two (2) days of his or her receipt of such information. The disclosure of this information is in accordance with and a part of the disclosure obligations of said Seller under the above Section 1.12, the Hazardous Substances Disclosure obligation. 1.16 Buyer's Written Purchase Offer. To the extent not inconsistent herewith, the terms of Buyer's written purchase offer to Seller, dated Alt qus f0 1i , 2005, are incorporated herein by reference into this Agreement. ARTICLE II REPRESENTATIONS AND WARRANTIES 2.1 Repayment of Purchase Price Deposit to Bum In the event Escrow does not close, for whatever reason, and Buyer does not acquire Seller's undivided interest in the Property as provided for in this Agreement, any and all amounts deposited into Escrow as the Purchase Price by Buyer and all other amounts deposited into Escrow by Buyer shall be returned by Escrow Holder, less costs incurred by Escrow Holder, to Buyer. 2.2 Possession. Possession of the Property shall be delivered to Buyer at Close of Escrow. Pending Close of escrow, Seller grants to buyer and Buyer's Contractor a right of entry on the Property, for the purposes of coming onto such Property and effectuating the construction of the public right of way improvements, utilities, and other improvements contemplated thereon as part of Buyer's implementation of its public improvement project. 2.3 Acquisition Using Powers of Eminent Domain. In the event Escrow does not close, for whatever reason, and Buyer does not acquire Seller's undivided interest in the Property as provided for in this Agreement, Buyer may proceed with acquisition of the Property through condemnation using its powers of eminent domain. It is understood and agreed by Buyer and Seller that the total just compensation, as identified in the condemnation documents, is the Purchase Price set forth under the above Section 1.3(a), the Purchase Price, In addition, Seller specifically waives any rights to challenge the Buyer's right and necessity for the Property required for the public improvement project. 6 PDA:2005 Agree:Purchase and Sale Agreement for Contreras(Delaware-Garfield) RLS 2005-367 ! ! ARTICLE III MISCELLANEOUS 3.1 Attorney's Fees. In any action between the parties hereto, seeking enforcement of any of the terms and provisions of this Agreement or the Escrow, or in connection with the Property, the prevailing party in such action shall not be entitled to recover from the other party its reasonable attorney's fees. Each party shall bear its own attorney's fees. 3.2 Notices. Any notice which either party may desire to give to the other party or to the Escrow Holder must be in writing and may be given by personal delivery or by mailing the same by registered or certified mail, return receipt requested, postage prepaid, to the party to whom the notice is directed at the address of such party hereinafter set forth, or such other address and to such other persons as the parties may hereafter designate: To Buyer: _ Steven Holtz, Real Estate Services Manager Economic Development Department City of Huntington Beach 2000 Main Street P.O. Box 190 Huntington Beach, CA 92648 To Seller: '?C 01 rI�2-L. To Escrow Holder: Any notice given by mail shall be deemed received forty-eight (48) hours after such notice is deposited in the United States mail, addressed as provided above, with postage fully prepaid. 3.3 Interpretation: Governing Law. This Agreement shall be construed according to its fair meaning and as if prepared equally by all parties hereto. This Agreement shall be 7 PDA:2005 Agree:Purchase and Sale Agreement for Contreras(Delaware-Garfield) RLS 2005-367 construed in accordance with the laws of the State of California in- effect at the time of the execution of this Agreement. Any action brought in connection with this Agreement shall be brought in a court of competent jurisdiction located in Orange County, California. Titles and captions are for convenience only and shall not constitute a portion of this Agreement. As used in this Agreement, masculine, feminine or neuter gender and singular or plural number shall each be deemed to include the others wherever and whenever the context so dictates. 3.4 No Waiver. No delay or omission by either party hereto in exercising any right or power accruing upon the compliance or failure of performance by the other party hereto under the provisions of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either party hereto of a breach of any of the covenants, agreements restrictions or conditions hereof to be performed by the other party shall not be construed as a waiver of any succeeding breach of the same or other covenants, agreements, restrictions or conditions hereof 3.5 Modifications. Any alteration, change or modification of or to this Agreement, in order to become effective, shall be made by written instrument or endorsement thereon and in each such instance executed on behalf of each party hereto. 3.6 Severability. If any term, provision, condition or covenant of this Agreement or application thereof to any party or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this instrument, or the application of such term, provision, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall be valid and enforceable to the fullest extent permitted by law. 3.7 Merger of Prior Agreements and Understandings_ This Agreement and other documents incorporated herein by reference contain the entire understanding between the parties relating to the transaction contemplated hereby and all prior or contemporaneous agreements, understandings, representations and statements, oral or written, are merged herein and shall be of no further force or effect. 3.8 Covenants to Survive Escrow. The covenants and agreements contained herein shall survive the Close of Escrow and shall be binding upon and inure to the benefit of the parties hereto and their representatives, heirs, successors and assigns. 3.9 I.R.S. Form "W-9". It is further understood and agreed by Seller that closing of this Escrow is subject to and contingent upon Seller executing an Internal Revenue Service Form W-91 1 and 1099-5 Form, and depositing same with Escrow Holder no later than one (1) day prior to the Close of escrow. 3.10 Notice of Tax Withholding_Requirements. It is further understood and agreed by Buyer and Seller that closing of this Escrow is subject to and contingent upon Seller executing a "Transferor's Affidavit of Non-Foreign Status" and California Form 590 (Withholding Exemption Certificate) and depositing a copy of same with Escrow Holder no later than 8 PDA:2005 Agree:Purchase and Sale Agreement for Contreras(Delaware-Garfield) RLS 2005-367 one (1) day prior to the Close of Escrow. In the event Sellers cannot execute the above- referenced Transferor's Affidavit or California Form 590, Seller shall provide written instructions to Buyer. 3.11 Counterparts. This Agreement and any modifications, amendments, or supplements thereto may be executed in counterparts and shall be valid and binding as if the signatures of all parties were on one document. IN WITNESS WHEREOF, the parties hereto have executed this Agreement of Purchase and Sale of Real Property and Escrow Instructions on November 7 , 2005. "SELLER" "BUYER" CITY OF HUNTINGTON BEACH, A California municipal corporation Esther Contreras, Trustee Mayor pro Tem all' 4X Ci Jerk A PROOVED AS TO FORM: �w (0lsS'01- Cityy Attorney tv /REVIEWED AND APPROVED: ity Adm istrator INITIATED AND APPROVED: `,-- 'k — zZe Z�� Director of Ec omic Development 9 PDA:2005 Agree:Purchase and Sale Agreement for Contreras(Delaware-Garfield) RLS 2005-367 Site Map ATTACHMENT #2 Site Map 19002 Delaware Street d , ry S. 3 x 1, T. • RCA ROUTING SH ET INITIATING DEPARTMENT: Economic Development SUBJECT: Approve the Garfield & Delaware Intersection Improvement Project Land Purchase COUNCIL MEETING DATE: November 7, 2005 RCA ATTACHMENTS STATUS Ordinance (w/exhibits & legislative draft if applicable) Attached ❑ Not Applicable Resolution (w/exhibits & legislative draft if applicable) Attached ❑ Not Applicable Tract Map, Location Map and/or other Exhibits Attached Not Applicable ❑ Attached Contract/Agreement (w/exhibits if applicable) Not Applicable ❑ (Signed in full by the City Attorne Attached ❑ Subleases, Third Party Agreements, etc. Not Applicable Approved as to form by City Attorne Certificates of Insurance (Approved b the City Attorne Attached ❑ ( pp Y Y Y) Not Applicable Attached ❑ Fiscal Impact Statement (Unbudget, over $5,000) Not Applicable If applicable) Attached Bonds ❑ ( pp ) Not Applicable Report if applicable) Attached El Re p ( pp ) Not Applicable Commission, Board or Committee Re ort If applicable Attached El p ( pp ) Not Applicable Findings/Conditions for Approval and/or Denial Attached ElFindin 9 pp Not Applicable EXPLANATION FOR MISSING ATTACHMENTS REVIEWED RETURNED FORWARDED Administrative Staff W446 ) Assistant City Administrator Initial City Administrator Initial City Clerk ( ) EXPLANATION FOR RETURN OF ITEM: Only)(Below Space For City Clerk's Use RCA Author: HOLTZ (5901) Page 1 of 1 Lugar, Robin From: Holtz, Steve F � Sent: Monday, November 28, 2005 10:40 AM To: Lugar, Robin Subject: 19002 Delaware Purchase Agreement Robin, Here's the information to fill in the blanks in our purchase agreement for 19002 Delaware Street (from the 11/7 City Council meeting): Escrow Number 52060234 \ Tamme Bazinet Escrow ffi yOfficer Chicago Title ,f Commercial/Industrial Division 3257 East Guasti Road, Suite 100 — ' Ontario, CA 91761 Please let me know when the agreement is complete and ready to be delivered to escrow. I will arrange for a courier to have it delivered. Thanks, Steve 11/28/2005 - _ This Document was electronically recorded by ME COMPAW Chicago Title Commercial Recorded in Official Records,Orange County Tom Daly,Clerk-Recorder RECORDING REQUESTED BY: IIIIII�I��II11I�l�IINllIAI NO FEE City of Huntington Beach 2005001038436 02:07pm 12/29/05 Real Estate Services Division 105 4 G02 5 P.O.Box 190/2000 Main Street 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Huntington Beach,CA 92648 WHEN RECORDED MAIL TO: Joan L.Flynn,City Clerk �p City of Huntington Beach b7 A,$ z �'1 L P.O.Box 190/2000 Main Street Huntington Beach,CA 92648 INCORPORATED AREA DOCUMENTARY TRANSFER TAX$IXEMPT APN(s): 159151-15 GRANT SEED `HE TNDERS CNED.-GRAN E Location:Garfield/Delaware Signature of Dedarant or Agent determinf22 tax R & T CODE 11922 FOR A VALUABLE CONSIDERATION,receipt of which is hereby acknowledged, & 6103 ESTHER CONTRERAS,Trustee of the CONTRERAS TRUST dated April 15, 1998 hereby GRANT(S)to THE CITY OF HUNTINGTON BEACH,a municipal corporation,the real property in the City of Huntington Beach,County of Orange,State of California,described as follows: a See Exhibit"A"for Legal Description o Dated: D9 2005 1- �5 ------------- —---- —---- --------- ----------------- -- ESTHER �rus DEED CERTIFICATION-CITY OF HUNTINGTON BEACH APPROVED AS TO FORM BY THE OFFICE OF CITY ATTORNEY This is to t the in erly C.thaterest In real prop conveyed by the Deed ated I _,2005,from ESTHER CONTRERAS,Trustee By: f the CONTRERAS TRUST dated April 15,1998 to the CITY OF % Assistant/ ity Attorney UNTINGTON BEACH is hereby accepted by the undersigned officer or agent on behalf of the City Cound of the City of Huntington Beach This document is solely for the official business of the City of ursuant to the authority conferred by Resolution No.3537 of the City Huntington Beach, as contemplated under Government Code Sec wncil of the City of Huntington Beach adopted on August 7,1972,and 6103 and should be recorded free of charge. grantee consents to-the recordation thereof by its duty authorized fficer. r,` Tax Exempt Government Agency CITY OF HUNTINGTON BEACH Dated: CITY OF HUNTINGTON BEACH Joan L.Flynn,City Clerk ay O 4 L FLYNN 3O FLYNN CLERK MAIL TAX STATEMENTS TO PARTY SHOWN ON THE FOLLOWING LINE Joan L Flynn City Clerk City of Huntington Beach P.O.Box 190 1 2000 Main Street Huntington Beach CA 92648 �_x OrderNo.:43815084-M10 LEGAL DESCRIPTION PARCEL A: THE NORTHERLY ONE-HALF OF THE WESTERLY 88.5 FEET OF LOT 1 OF MOUNTAIN VIEW TRACT, IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN 1300K 7, PAGE 1 OF MISCELLANEOUS MAPS,RECORDS OF SAID COUNTY, EXCEPTING THEREFROM THAT PORTION OF THE LAND AS DESCRIBED IN THE DEED TO SALVADOR CONTRERA.S AND MARGARET CONTRERAS, HUSBAND AND WIFE, AS JOINT TENANTS. RECORDED NOVEMBER 19, 1958 IN BOOK 4487 PAGE 47 OF SAID OFFICIAL RECORDS. EXCEPTING THEREFROM ALL RIGHT, TITLE AND INTEREST IN AND TO THE MINERAL RIGHT THEREIN, INCLUDING OIL, GAS, GASOLINE! OR OTHER HYDROCARBON SUBSTANCES THEREUNDER AS RESERVED IN DEED RECORDED JUNE 26, 1944 IN BOOK 1259 PAGE 258 OF OFFICIAL RECORDS, ALSO EXCEPTING THEREFROM ALL RIGHT, TITLE AN INTEREST IN AND TO THE MINERAL, RIGHTS THEREIN, INCLUDING ALL OIL, 1 GAS, GASOLINE OR OTHER HYDROCARBON SUBSTANCES THEREUNDER AS RESERVED IN DEED RECORDED FEBRUARY 27, 1958 IN BOOK 4210,PAGE 222 OF OFFICIAL RECORDS. PARCEL)3- THE WESTERLY 11.5 FEET OF THE EASTERLY 29.5 FEET OF THE NORTHERLY 75.00 FEET OF THE NORTH 1/2 OF LOT 11 OF MOUNTAIN VIEW TRACT,,IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN BOOK 7 PAGE I OF MISCELLANEOUS MAPS,RECORDS OF SAID COUNTY. ALSO EXCEPTING 'THEREFROM ALL RIGHT, TITLE AND INTEREST IN AND TO THE MINERAL RIGHT THEREIN, INCLUDING OIL, GAS, GASOLINE OR OTHER HYDROCARBON SUBSTANCES THEREUNDER AS RESERVED IN DEED RECORDED JUNE 26, 1944 IN BOOK. 1259 PAGE 258 OF OFFICIAL RECORDS { i END OF LEGAL DESCRIPTION 1 CLTA Preliminary Report For,(Rev I/l/95) Psge 3 STATE OF CALIFORNIA" ) tJLI ) SS COUNTY OF � � ) On before me, >.) a N !Wy Public in and for said County and State, personally appeared L�JLT--� a3ak2�Z�Z personally known to me (or proved to me on the basis of satisfactory evidence)to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s)acted,executed the instrument. WITNESS my hand and official seal. A TAIV MEY BAZINET lt °• COMM. #23672V A4 m NOTARY PUBLIC-CALiFORNIAT N ary a LOS ANGELES COUNTY ' My Commission Expires Aug.26,2006 ' STATE OF CALIFORNIA ) SS. COUNTY OF ) On before me, a Notary Public in and for said County and State, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence)to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s)acted, executed the instrument. WITNESS my hand and official seal. Signature of Notary EXTNOTI -D9/25/96bk CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California L, County of t .� ss. On -o �' before me, 1 4, S 'r ice° f) Date Name and Title of Officer(e.g.,`Jane Doe,Notary Public") personally appeared L_ /L_y/" Name(s)of Signer(s) 4Lpersonally known to me El proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their P.L EIPARL►��.�rir signature(s) on the instrument the person(s), or the ram#15")79 entity upon behalf of which the person(s) acted, N01WVUb0c-Ca110--Ia executed the instrument. Marge County UVComm.Exp wAu94. WI NE my nd and official seal. Place Notary Seal Above Sign re of Notary Pub OPTIONAL Though the information below is not required by law,it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s)Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Signer's Name: ❑ Individual ❑ Individual ❑ Corporate Officer—Title(s): ❑ Corporate Officer—Title(s): ❑ Partner—❑ Limited ❑General [IPartner—ElLimited El General ❑ Attorney in Fact Top of thumb here ❑ Attorney in Fact Top of thumb here ❑ Trustee ❑ Trustee ❑ Guardian or Conservator ❑ Guardian or Conservator ❑ Other: ❑ Other: Signer Is Representing: Signer Is Representing: 0 2004 National Notary Association•9350 De Soto Ave.,P.O.Box 2402•Chatsworth,CA 91313-2402 Item No.5907 Reorder.Call Toll-Free t-800-876-6827 GOVERNMENT CODE 27361 .7 1 CERTIFY UNDER PENALTY OF PERJURY THAT THE NOTARY SEAL ON THE DOCUMENT TO WHICH THIS STATEMENT IS ATTACHED READS AS FOLLOWS: NAME OF NOTARY: P. L. ESPARZA DATE COMMISSION EXPIRES: AUGUST 4, 2009 COUNTY WHERE BOND IS FILED: ORANGE COMMISSION NO.: 1599179 MANUFACTURERNENDOR NO.: NNA1 PLACE OF EXECUTION: IRVINE, CA DATE: DECEMBER 29, 2005 SIGNATURE: - nL - C I r O TITL PRELIMINARY CHANGE OF OWNERSHIP REPORT FOR ASSESSOR'S USE ONLY (robe completed by Transferee uyer)prior to transfer of subjectprop in accordance with Section 480.3 of the Revenue&Taxation Code.�A Prel erty iminary Change of Ownership Report must be filed with each conveyance in the County Recorder's office for the countywhere the property is located;this particular form may be used in all 58 courntes of California. THIS REPORT IS NOT A PUBLIC DOCUMENT SELLER J TRANSFEROR:ESTHER CONTRERAS, TRUSTEE BUYER/TRANSFEREE: CITY OF HUNTINGTON BEACH, A MUNICIPAL CORPORATION ASSESSOR'S PARCEL NUMBER(S): PROPERTY ADDRESS OR LOCATION: 19002 DELAWARE STREET, HUNTINGTON BEACH, CALIFORNIA MAILTAX INFORMATION TO: Name: czar or Hu=a w=Am, A MrMiCIPAL Atltlrew: 2000 MAIN STREET, HUNTINGTON BEACH, CA 92648 Notice: Alien for property taxes applies to your property on January 1 of each year for the taxes owing in the following fiscal year,Jury 1 through June 30. One-bait of these taxes is due November 1,and one-half is due February 1.The first installment becomes delinquent on December 10,and the second installment becomes delinquent on April 10.One tax bill is mailed before November 1 to the owner of record. IF THiS TRANSFER OCCURS AFTER JANUARY 1 AND ON OR BEFORE DECEMBER 31,YOU MAY BE RESPONSIBLE FOR THE SECOND INSTALLMENT OFF TAXES DUE FEBRUARY 1. The property which you acquired may be subject to a supplemental assessment in an amount to be determined by the County Assessor.For further information on your supplemental roil obligation,please call the County Assessors's Office. PART 1:TRANSFER INFORMATION Please answer all questions. Yes No C) N A Is this transfer solely between husband and wife(Addition of a spouse,death of a spouse,divorce settlement,etc.)? p W B. Is this transaction only a correction of the name(s)of the person(s)holding title to the property(For example,a name change upon marriage)? CI a C. is this document recorded to create,terminate,or reconvey a lender's interest In the property? Cl M D. Is this transaction recorded only as a requirement forfinancing purposes or to create,terminate,or recomey a security interest (e.g.cosigner)? C3 M E. Is this document recorded to substitute a trustee under a deed of trust,mortgage,or other similar document? E3 0 F. Did this transfer result in the creation of a joint tenancy in which the seller(transferor)remains as one of"joint tenants? 13 to G. Does this transfer return property to the person who created the joint tenancy(original transferor)? 0 0 H. is this transfer of property. CI M 1)to a trust for the benefit of the gramor,or grantor's spouse? 0 ® 2)to a trust revocable by the transferor? E3 ! 3)to a trust from which the property reverts to the grantor within 12 years? p 0 L 0 this property is subject to a lease,is the remaining lease term 35 years or more including written options? E3 *J. is this atransfer between parerd(s)and child(ren)? E3 or fromgrandparent(e)tograndchild(ren)? C3 E3 *K. Is this transaction to replace a principal residence by a person 55 years of age or older? Within the same county?0YesE3 No C *L. Is this transaction to replace a principal residence by a person who is severely disabled as defined by Revenue and Taxation Code Section 69.57 Within the same county? CI Yes CI No *If you checked yes to J,K ort„you may qualify for at property tax reassessment exclusion,which may result in lower taxes on your property.Failure to file a claim results in the reassessment of the property. Please provide any other information that would help the Assessorto understand the nature of the transfer. IFYOU HAVE ANSWERED"YES`TO ANY OF THE ABOVE QUESTIONS EXCEPT J,K OR L,PLEASE SIGN AND DATE, OTHERWISE COMPLETE BALANCE OF THE FORM. PART p:OTHER TRANSFER INFORMATION A. Date of transfer if other than recording date B. Type of transfer.Please check appropriate box. 11111 Purchase Q Foreclosure C3 Gift C3 Trade or Exchange C3 Merger,Stock or Partnership Acquisition l3 Contract of Sale-Date of Contract E3 Inheritance-Date of Death 0 Other:Please explain: CI Creation of Lease E3 Assignment of a Lease E3 Termination of a Lease E3 Sale/Leaseback CI Date lease began ED Original term In years(including written options) 0 Remaining term in years(including written options) C. Was only a partial interest in the property transferred?(MYes W No If yes,indicate the percentage transferred % FCORI-3A29/-es-u. Page i of 2 PRELIMINARY CHANGE OF OWNERSHIP REPORT Please answer,to the best of your knowledge,all applicable questions,sign and date.If a question does not apply,indicate with'N/A. PART Ill:PURCHASE PRICE AND TERMS OF SALE �{Ae� D A CASH DOWN PAYMENT OR Value of Trade or Exchange(excluding closing costs) Amount$3 ff,0§ B. FIRST DEED OF TRUST @_%interest for wears. Pymts./Mo.=$ (Prin.&int.only) Amount$ ❑ FHA (__Discount Points) ❑ Fixed Rate ❑New loan ❑ Conventional ❑Variable Rate ❑Assumed Existing Loan Balance ❑VA( Discount Points} ❑NI inclusive D.T.($ Wrapped) ❑ Bank or Savings&Loan ❑ Cat-Vet ❑Loan Carried by Seiler ❑Finance Company Balloon Payment ❑Yes ❑ No Due Date Amount$ C. SECOND DEED OF TRUST @..._.%Interest for years. Pymts.JMo.=$ (Prin.&int.only) Amount$ ❑ Bank or Savings&Loan ❑ fixed Rate ❑ New Loan ❑Loan Carried by Seiler ©Variable Rate ❑Assumed Existing Loan Balance Balloon Payment ❑Yes ❑ No Due flats Amount$ D. OTHER FINANCING: Is other financing involved not covered in(b)or(a)above? ❑Yes ❑ No Amount$ Type %interest for years. Pymts.JMo.=$ (Prin.&int only) © Bank or Savings&Loan ❑ Fixed Rate ❑New Loan j^]Lam Carried by Seller 0 Variable Rate ©Assumed Existing loan Balance Balloon Payment ❑Yes ❑ No Due Date Amount$ E. WAS AN IMPROVEMENT BOND ASSUMED BY THE BUYER? ❑ Yes ❑ No Outstanding Balance: Amount$ F. TOTAL PURCHASE PRICE(or acquisition price,if traded or exchanged,include real estate commission if paid.) Total Items A through E I $1-1Sil060 G. PROPERTY PURCHASED ❑Through a broker i Direct from Seller ❑ From a family member ❑ Other(explain) If purchased through a broker,provide broker's name and phone number: Please explain any special terns,seller concessions,or financing and any other information that would help the Assessor understand the purchase price and terms of sale. PART ff.PROPERTY INFORMATION A. TYPE OF PROPERTY TRANSFERRED: E Singlefiamilyresidence ❑ Agricultural ❑ Timeshare ❑ Multiple-familyresidence(no.of units: ) ❑Coaop/Own-your--own ❑ Manufactured Home ❑ ComrnercialJindustrial ❑Condominium ❑ Unimproved lot ❑ Other(Description: ' B. IS THIS PROPERTY INTENDED AS YOUR PRINCIPAL RESIDENCE? ❑Yes ® No If yes,enter date of occupancy or intended occupancy month day year month day year C. IS PERSONAL PROPERTY INCLUDEDiN PURCHASE PRICE (I.e.,furniture,farm equipment,machinery,ete.) (other than a manufactured home subject to local property tax)? ❑Yes No Jf yes,enter the value of the personal property included in the purchase price$ (Attach itemized list of personal property) D. 18 A MANUFACTURED HOME INCLUDED iN PURCHASE PRICE? 0 Yes ® No if yes,how much of the purchase price is allocated to the manufactured home?$ Is the manufactured home subject to local property tax? ©Yes ❑ No What is the Decal Number? E. DOES THE PROPERTY PRODUCE INCOME? ❑ Yes ®No if yes,is the income from: ❑ Lease/Rent ❑Contract ❑ Mineral Rights ❑ Other-Explain: F. WHAT WAS THE CONDITION OF PROPERTY AT THE TIME OF SALE? ❑ Good ❑ Average 10 Fair ❑ Poor Please explain the physical condition of the property and provide any other information(such as restrictions,etc.)that would assist the Assessor In determining the value of the property. &��cer5tfly that the foregoing Is true,correct and complete to the best of my knowledge and belief. jj Signed Data ajZZ 1 b'T NEW WNERJ CORPORATE OFFICER Please Print Name of New Owner/Corporate Officer WJ'f-% -N 1'iZ 1 Re4 roUle SCryc" MilLkil�dtf' Phone Number where you are available from 8:00 a.m.-5.00 p.m. "l ) S3G•0115 1 (NOTE:The Assessor may contact you for further information) If a document evidencing a change of ownership is presented to therecorder for recordation without the concurrent filing of a preliminary change of ownership report,the recorder may charge an additional recording fee of twenty dollars($20.00). PCOA2-8/5/99-1. Page 2&'2 CHICAGO TITLE COMPANY (909) 390-3460 Fax (909) 937-0904 December 1, 2005 TO: Tammey Bazinet CHICAGO TITLE COMPANY 3257 E. GUASTI ROAD SUITE 100 ONTARIO, CALIFORNIA 91761 Escrow No. 52060234 - K57 Property 19002 DELAWARE STREET, HUNTINGTON BEACH, CALIFORNIA The undersigned hereby acknowledge(s) receipt of a copy of the Preliminary Report issued by CHICAGO TITLE COMPANY under its Order No. 43815084-M10, dated as of November 10, 2005 and approve the Policy of Title Insurance to be issued to include, unless otherwise directed, exception item no. - of said report, in addition to those specific items described in my escrow instructions or created by me. In addition to the above, the undersigned hereby approve the legal description shown in Schedule A of said report and authorize the use of said description on all documents in this transaction. Date: CITY OF HUNTINGTON BEACH, A MUNICIPAL CORPORATION BY DAVE SULLIVAN ITS: MAYOR BY JOAN L. YNN ITS: C CLERK PREAPP•02/10100M RECORDING REQUESTED BY: City of Huntington Beach Real Estate Services Division P.O.Box 190/2000 Main Street Huntington Beach,CA 92648 WHEN RECORDED MAIL TO: Joan L Flynn,City Clerk City of Huntington Beach P.O.Box 190/2000 Main Street Huntington Beach,CA 92648 ApN(s):159m 1R5DwTEDar�Ea GRANT DEED DOCUMENTAPY'PANSFER TAX EXEMPT Location:Gartield/Delaware Si ature of Dedarant or Agent detatrn1nLrt2 tax FOR A VALUABLE CONSIDERATION,receipt of which is hereby acknowledged, ESTHER CONTRERAS,Trustee of the CONTRERAS TRUST dated April 15, 1998 hereby GRANT(S)to THE CITY OF HUNTINGTON BEACH,a municipal corporation,the real property in the City of Huntington Beach,County of Orange,State of California,described as follows: See Exhibit W for Legal Description Dated: 2005 ESTHER CONTRERAS,Trustee DEED CERTIFICATION—CRY OF HUNTINGTON BEAQi APPROVED AS TO FORM BY THE OFFICE OF CITY ATTORNEY This is to certify that the interest in real property conveyed by the Deed �� ated 2005,from E�SMER CONtRERAS,Trustee By: .�"' f f the CONTRERAS TRUST dated Aprti 15,19%to the CrTY OF —� Assistant/PWA�,Clty Attorney HUNTINGTON BEACH is hereby accepted by the undersigned officer or gent on behalf of the City Council of the City of Huntington Beach This document is solely for the official business of the City of ursuant to the authority conferred by Resolution No.3537 of the City Huntington Beach, as contemplated under Government Code Sec. Coundlof the City of Huntington Beach adopted on August 7,1972,and 6103 and should be recorded free of charge. the grantee consents to the recordation thereof by its duty authorized fficer. Tax Exempt Government Agency CRT OF HUNTINGTON BEACH Dated: CITY OF HUNTiNGTON BEACH jN L.Flynn,City Clerk BY t tLFR-'YNN 10 FLYNN K MAIL TAX STATEMENTS TO PARTY SHOWN ON THE FOLLOWING LINE Joan L Flynn City Clerk ON of Huntington Beach P.O.Box 190 12000 Main Street Huntington Beach CA 92648 ESCROW INSTRUCTIONS TO: CHICAGO TITLE COMPANY,licensed by the California Department of insurance 3257 E.GUAST!ROAD,SUITE 100,ONTARIO,CALIFORNIA 91761 (909)390-3469 Fax(9W)937-0760 Escrow No. 52060234-K57 Escrow Officer Tammey Bazinet Date November 30,2005 The undersigned hands you an AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY AND ESCROW 2. INSRUCTIONS,hereinafter the Agreement,dated November 7,2006,executed by ESTHER CONTRERAS,TRUSTEE 3. as Seller,and CiTY OF HUNTiNGTON BEACH,A MUNICIPAL CORPORATION as Buyer. 4, 5• All parties to this transaction acknowledge that Chicago Title Company as escrow holder is only to be concerned with 6• conditions and/or payments and/or documents commonly under the control of or made or delivered through an 7• escrow holder pertaining to matters referred to in the Agreement in paragraphs or portions thereof covering; a Financing,Escrow,Allocation of Costs,Title and Vesting,Prorations and Property Taxes,Time Periods,Liquidated 9. Damages,Definitions,Time of Essence;Entire Contract;Changes,Brokers Compensation and Other Terms and 10. Conditions including Attached Supplements as may be applicable. n. 12. 13, COMMON ADDRESS:19002 Delaware Street,Huntington Beach,CA 14. 15. IMPORTANT DATES: Important dates for this transaction are as follows: 16. 1T Close of escrow shall be February 28,2006 OR SOONER 18, 19. All other terms,conditions and provisions of the Agreement affect the principals only and you,as escrow holder are 20 not to be concerned or liable therefore. 21. 22. The undersigned incorporates the General Provisions,as attached hereto,as a part of the Agreement excepting 23, however any Provisions or portions thereof which specifically conflict with the Agreement. 24. 25. The escrow fee payable upon close of escrow Is$1100.00 per side and is payable in accordance with the provisions 26. of the Purchase Agreement. 2T 28. PRELIMINARY CHANGE OF OWNERSHIP:Prior to the close of escrow Buyer shall furnish to Escrow Holder a 29. Preliminary Change Of Ownership Report as required by Assembly Bill 3121,State of California. in the event said 30. report is not handed to Escrow Holder for submission to the County Recorder upon recording of the Grant Deed, 31. Buyer herein acknowledges that the county shall assess an additional$20.00 fee for recording the Grant Deed and 32. Escrow Holder shall debit the account of Buyer for same.Escrow Holder shall be relieved of all responsibility and/or 33. liability with regards to the accuracy,completeness or correctness of the information contained in the above 34 referenced report. 35. 36. RELEASE OF FUNDS: in the event deposit is released to Seiler prior to close of escrow pursuant to contract,the 37. parties hereto,by their signatures hereon,do jointly and severally indemnify and hold harmless Chicago Title 38. Company,its Officers,Agents and Employees from and against any lass by reason of release of said funds and/or 39. recovery of said funds in the event this escrow does not close and understand the Escrow Holder's sole duty in this 40. regard will be the disbursement of funds as specifically set forth therein. 41. 42. SUPPLEMENTAL TAX BILLS: Fallowing the close of escrow,(A)The County Tax Assessor may issue supplemental- 43. tax bills for more than the amount so used for proration purposes,or(B)In The event that there has been an 44• overpayment of taxes to the Assessor and the Assessor takes the position that the overpayment amount will not be 45- refunded by the Assessor but wig Instead be held for subsequent credit against the payment of future taxes on the 46• subject property;The undersigned hereby admowledge and agree that any instruction in this escrow to the taxes 47• accruing because of the amount used by the Escrow Holder for proration purposes at the dose of escrow,resulting 48• from either of the events described herein,shall be adjusted by and between the parties outside ff escrow,and the 49. Escrow Holder is hereby released from and shall have no concern with,nor responsibility or liability,of any kind or 50. nature,for or in connection therewith. 51. 52. SELLER TIN: Seller is required bylaw to provide Escrow Holder with Seller's correct Taxpayer identification number, 53. prior to the dose of escrow.If Seiler does not provide Escrow Holder with Seller's correct Taxpayer identification 54. number,Seller may be subject to civil or criminal penalties Imposed by law. 55. 56. COMPLIANCE: Buyer and Seller shall comply or have complied with any city ordinance that would affect the transfer 57. of this real property,outside of escrow. Escrow Holder shag not be concerned with nor have any liabilities, 58• responsibilities or duties to perform in connection with any such ordinance. 59. so. (9)THE BUYER AND SELLER ACKNOWLEDGE THAT DEPENDING ON THE TYPE(COMMERCIAL,RESIDENTIAL) 61. AND LOCATION(CITY)OF REAL PROPERTY INVOLVED IN THIS ESCROW,THERE MAY BE DISCLOSURE(S)AS 62. WELL AS CIVIL ORDINANCE REQUiREMENT(S)THAT WOULD AFFECT THE TRANSFER OF THE REAL PROPERTY. 63, ESCROW HOLDER URGES BOTH THE BUYER AND SELLER TO SEEK APPROPRIATE COUNSEL TO ASCERTAIN 64. WHAT DISCLOSURE AND/OR CIVIL ORDINANCES iF ANY NEED TO BE COMPLIED WiTH PRIOR TO THE CLOSE 65. PLEA t !AL 66. 67. OEI-05/14f9Mk (Page 1) ESCROW INSTRUCTIONS (Continued) TO: CHICAGO TITLE COMPANY Eacrow No. 52060234-K67 Date November30,2005 1. OF ESCROW,OUTSIDE OF ESCROW,AS BETWEEN BUYER AND SELLER.THE BUYER AND SELLERS. 2. SIGNATURE UPON THESE INSTRUCTIONS SHALL BE DEEMED EVIDENCE BY ESCROW HOLDER THAT EWER I AND SELLER HAVE OBTAINED COUNSEL,ARE AWARE OF ANY DISCLOSURES/CIVIL ORDINANCE 4. REQUIREMENTS WILL COMPLY WITH THE SAME OUTSIDE OF THIS ESCROW.UNLESS OTHERWISE 5. INSTRUCTED IN WRITING TO THE CONTRARY ELSEWHERE HEREIN,ESCROW HOLDER SHALL HAVE NO 6. RESPONSIBILITIES OR LIABIUTIES IN CONNECTION HEREWITH EXCEPT AS PROVIDED UNDER THE 7. DESIGNATION AGREEMENT. 8. 9. DEFAULT: Escrow Holder shall not be placed In the position of determining the default of any of the parties hereto 10. and it is understood by said parties that regardless of any instructions set forth in the agreement,Escrow Holder will 11. not release any funds pursuant to such provision until mutual disbursement Instructions have been received. 12 13. THE FOLLOWING ARE ADDITIONAL DOCUMENTS AS THEY MAY APPLY,TO BE HANDED ESCROW HOLDER AS 14. A PREREQUISITE TO CLOSING: 15. 16, (A)IF YOU ARE A CORPORATION: a Corporate Resolution,signed by the Secretary of the Corporation with an 17. affixed corporate seal,authorizing the acquisition,encumbering(if applicable)or sale of the within property,and 18. designating the authorized signatories on behalf of the Corporation. 19. 20. (B) IF YOU ARE A GENERAL PARTNERSHIP:An original Statement of Partnership to record In the Recorders 21. Office in which the property is located,If not already so recorded,and a copy of the Partnership Agreement. 22 23. (C) IF YOU ARE A LIMITED PARTNERSHIP: LP-1 certified by the Secretary of State to recorded in the Recorder's 24. office in which the property is located and a copy of the Partnership Agreement. 25. 26. (D) IF YOU AREA LIMITED LIABILITY COMPANY. Certified copy of the filed Articles of Organization and a copy of 27. the Operating Agreement. 28. 29. (E) IF YOU AREA TRUSTEE:A Trust Certification executed by the Trustee(s),together with portion of the Trust 30. which reflect the powers of the Trustees_ 31. 32. THE FOREGOING TERMS,CONDITIONS,PROVISIONS AND INSTRUCTIONS HAVE BEEN READ AND ARE 33. UNDERSTOOD AND AGREED TO BY EACH OFTHE UNDERSIGNED. 34. 35. 36. 37. 38. 39. 40. 41, 42- 43. 44. 45. 46. 47. 48. 49, 50. 51. 52, 53. 54. 55. 56. 57. 58. 59. $0. 61. 62. 63. 64_ P f TIAL 65. 66. 67. 8810 m/oz/seaK (Page 2) GENERAL PROVISIONS TO: CHICAGO TITLE COMPANY Escrow No. 52060234 - K57 Date November 30, 2005 1. Time is of the essence of these instructions.If this escrow is not in a condition to dose by the TIME LIMIT DATE as provided for herein and written demand for cancellation is received by you from any principal to this escrow after said date,you shall act in accordance with paragraph 7 of the General Provisions.if no conflicting instruotion or demand for cancellation is made,you will proceed to close this escrow when the principals have complied with the escrow instructions.In the event one or more of the General Provisions are held to be invalid,those remaining will continue to be operative.Any amendments of or supplements to any instructions affecting escrow must be In writing.You are authorized to order demands for,and pay at the close of escrow any encumbrances of record necessary to place title in fhe condition called for without further authorization.You are further authorized,prior to the dose of escrow,to pay from funds on deposit any fees necessary to obtain any demand and/or report as may be required in this escrow and at the dose of escrow charge the parties as appropriate.The principals will hand you any funds and instruments required from each respectively to complete this escrow.Interest on any new financing may begin to accrue on the date loan funds/proceeds are disbursed by the new lender,and borrower agrees to pay same in accordance with lender's instructions. 2. You are instructed to deliver and/or record all documents and disburse all funds when you can comply with these instructions and issue any title insurance policy as called for herein.These Instructions,together with any amendments and/or supplements,may be executed in counterparts and together shall constitute one and the same document.t these Instructions relate to a safe,and it there is no other written agreement between the parties pertaining thereto,buyer agrees to buy and seller agrees to sell upon the terms and conditions hereof.All documents,balances and statements due the undersigned are to be mailed to the respective addresses shown herein,unless otherwise directed.In the event that any party to this escrow utilizes facsimile transmitted signed documents,all parties hereby agree to accept and hereby instruct the escrow holder to rely upon such documents as if they bore original signatures.Buyer and seller further acknowledge that any documents to be recorded bearing non original(facsimile)signatures will not be accepted for recording by the county recorder. 3. The phrase"dose of escrow"(or COP as used in this escrow means the date on which documents are recorded,unless otherwise specified. 4. Assume a 30 day month In any proration herein provided,and unless otherwise instructed,you are to use the information contained In the latest available tax statement,including any supplemental faxes of record,rental statement as provided by seller and beneficiary's or association statements delivered into escrow for proration purposes. S. upon close of escrow you are instructed to charge our respective accounts the costs attributable to each,including but not limited to costs as provided for herein and/or in accordance with our respective estimated statements attached hereto and made a part hereof. 6. Recordation of any instruments delivered through this escrow,if necessary or proper for the issuance of the policy of title Insurance called for, is authorized.No examination or insurance as to the amount or payment of personal property taxes is required unless specifically requested. 7, t demand to cancel is submitted after the Time Limit Pate,any principal so requesting you to cancel this escrow shall file notice of demand to cancel in your office in writing.You shall within three(3)working days thereafter mail by certified mail one copy of such notice to each of the other principals at the address stated in this escrow.Unless written objection thereto is filed in your office by a principal within fifteen(15) calendar days after the date of such mailing,you are instructed to cancel this escrow.If this is a sale escrow,you may return the tender's papers and/or funds upon lenders demand. 8. In the event that this escrow is canceled,any fees or charges due Chicago Title Company including cancellation fees and any expenditures incurred or authorized shall be paid from funds on deposit unless otherwise specifically agreed to or determined by a court of competent jurisdiction.Upon payment thereof,return documents and monies to the respective parties depositing same,or as ordered by the court,and void any executed instruments. 9. If there is no written activity by a principal to this escrow within any six-month period after the Time Limit Pate set forth herein,Chicago Title Company may,at its option,terminate its agency obligation and cancel this escrow,returning ail documents,monies or other items held,to the respective parties entitled thereto,less any fees and charges as provided herein. 10. If,for any reason,funds are retained or remain in escrow after the dosing date,you may deduct therefrom a reasonable charge as custodian, of not less than$25.00 per month,unless otherwise specified. 11. In the event that you should receive or become aware of 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,you shall have the absolute right at your option to discontinue any or all further ads until such conflict is resolved to your satisfaction. 12. In the event that any Offer to Purchase,Deposit Receipt,or any other form of Purchase Agreement Is deposited In this escrow,you,as escrow holder,are not to be concerned with the terms of such document and are relieved of all resporisi'biiity in connection therewith.The foregoing is not applicable in any transaction In which Chicago Title has specifically agreed to accept an Offer to Purchase,Deposit Receipt or other form of Purchase Agreement as escrow instructions.In any event,you are not to be concerned or liable for items designated as"memoranda"in these escrow instructions nor with any other agreement or contract between the parties. 13. The parties hereto,by execution of these instructions acknowledge that the escrow holder assumes no responsibility or liability whatsoever for the supervision of any act or the performance of any condition which is a condition subsequent to the closing of this escrow. 14. In the absence of Instructions to the contrary,you are hereby authorized to utilize wire services,overnight,next day,or other expedited delivery services(as opposed to the regular U.S.MaI1)and to charge the respective party's account accordingly. 15, Concerning any real property involved in this transaction,you are released from and shall have no liability,obligation or responsibility with respect to(a)withholding of funds pursuant to Section 1445 of the internal Revenue Code of 19M as amended,and to Sections 18652 and 18668 of the California Revenue and Taxation Code,(b)advising the parties as to the requirements of said Section 1445,(c)determining whether the transferor is a foreign person or a non-resident under such Section,nor(d)obtaining a non foreign affidavit or other exemption from withholding under said Sections nor otherwise making any inquiry concerning compliance with such Sections by any party to the transaction. 16. if you pay a demand to pay In full a revolving Vine of credit or equityline loan,you are hereby instructed on my behalf and for my benefit,to request that the tender issuing said demand cancel said revolving fine or equityline of credit. 17. You are authorized to furnish to any affiliate of Chicago Title Company,any attorney,broker or lender identified with this transaction or any one acting on behalf of such lender any information,instructions,amendments,statements,or notices of cancellation given in connection with this escrow.if any check submitted to escrow is dishonored when presented for payment,you are authorized to notify all principals and/or their respective agents of such non payment. 18. All notices,change of instructions,communications and documents are to be delivered in writing to the office of Chicago Title Company,as set forth herein. seiarl-io/n/se-uc (Coritinued) GENERAL PROVISIONS (Continued) TO: CHICAGO TITLE COMPANY Escrow No. 52060234 - K57 Date November '30, 2005 19, All funds received In this escrow shall be deposited with other escrow funds in one or more non-interest bearing demand accounts of Chicago Tide Company in any state or federal bank or any state or federal savings and loan association("the depository institution'')and may be transferred to any other such accounts.The parties to this escrow acknowledge that while these accounts do not bear Interest because of Mesa and other banking relationships with depository Institutions,Chicago Tide Company and its affiliates may reoehre from some of the depository intstitutions an aray of banking services,accommodations or other benefits.Chicago Title Company and its affiliates also may elect to enter into other business transactions with or obtain loans for investment or other purposes from some of the depository institutions. All such services,accommodations and other benefits shall accrue,directly or Indirectly,to Chicago Title Company and its affiliates and they shall have no obligation to account to the parties to this escrow for the value of such services,accommodations or other benefits.All d-isbursements shall be made by Ghlcago Thfe Company check,unless otherwise Instructed. Chicago The Company shall not be responsible for any delay in closing if funds received by the escrow are not available for immediate withdrawal.Chicago Title Company may,at its option,require concurrent instructions from all principals prior to release of any funds on deposit In this escrow. 20. You are authorized to destroy or otherwise dispose of any and all documents,papers,instructions,correspondence and other material pertaining to this escrow at the expiration of six(6)years from the dose of escrow or canceitation thereof,without liability and without further notice. IMPORTANT NOTICE Except for wire transfers,funds remitted to this escrow are subject to avaifablilty requirements imposed by Section 12413.1 of the California insurance Code. CASHIER'S, CERTIFIED or TELLER'S cheats, payable to CHICAGO TITLE COMPANY are generally available for disbursement on the next business day following the date of deposit Other forms of payment may cause extended delays in the closing of your transaction pursuant to the requirements imposed by State Law. (Wire transfer information available upon request) ALL PARTIES TO THIS ESCROW ACKNOWLEDGE THAT CHICAGO TITLE COMPANY DOES NOT PROVIDE LEGAL ADVICE NOR HAS IT MADE ANY INVESTIGATION, REPRESENTATIONS OR ASSURANCES WHATSOEVER REGARDING THE LEGAL ASPECTS OR COM-PLIANCE OF THIS TRANSACTION WITH ANY TAX,SECURITIES OR ANY OTHER STATE OR FEDERAL LAWS. IT IS RECOMMENDED THAT THE PARTIES OBTAIN INDEPENDENT LEGAL COUNSEL AS TO SUCH MATTERS. THE FOREGOING ESCROW INSTRUCTIONS AND GENERAL PROVISIONS HAVE BEEN READ AND ARE UNDERSTOOD AND AGREED TO BY EACH OF THE UNDERSIGNED. ESTHER CONTRERAS, TRUSTEE OF THE CITY OF HUNTINGTON BEACH, A MUNICIPAL CONTRERAS TRUST DATED APRIL 154 1998 CORPORATION 5 BY BYL�✓"= ESTHER CONTRERAS, TRUSTEE DAVE SULLIVAN ITS. MAYOR Ax� FLYNN ITS CLERK APPRVED AS TO FORM NNIPER McGRATH,City Attorney 2z/0s By Paul D'Alessanclro 1 Assistant City Attorney r Current Address: Current Address: 19535 OAKTREE LANE 2000 MAIN STREET RIVERSIDE, CALIFORNIA 92508 HUNTINGTON BEACH, CALIFORNIA 92648 Telephone: Telephone: SFJCf'2-te/22J9&Irc CHICAGO TITLE COMPANY 3257 E.GUASTI ROAD,SUITE 100,ONTARIO,CAUFORNIA 91761 (909)390,MW Fax(909)837-M4 Escrow No. 52060234 - K57 Escrow Officer Tammey Bazinet Date December 1, 2005 NOTICE OF TAX WITHHOLDING REQUIREMENTS In accordance with Sections 18662 and 18668 of the California Revenue and Taxation Code,a buyer may be required to withhold an amount equal to THREE AND ONE-THIRD percent (3-1 J3%) of the sales price in the case of a disposition of California real property interest by either: 1. A seller who is an individual or when the disbursement instructions authorize the proceeds be sent to a "financial Intermediary"of the seller,OR 2. A corporate seller that has no permanent place of business in California. The buyer may become subject to penalty for failure to withhold In an amount equal to the greater of Ten percent(10%) of the amount required to be withheld or five hundred dollars($500). However,notwithstanding any other provision Included In the California statutes referenced above,no buyer will be required to withhold any amount or be subject to penalty for failure to withhold if: 1. The sales price of the California real property conveyed does NOT exceed one hundred thousand dollars($100,000).OR 2- The seller executes a written certificate, under the penalty of perjury, certifying that the seller is a corporation with a permanent place of business in Califomia,OR 3. The seller,who is an individual,executes a written certificate,under the penalty of perjury,of any of the following: A. That the California real property being conveyed is the Seller's principal residence (within the meaning of Section 121 of the Internal Revenue Code). B. That the California real property being conveyed is or will be exchanged for property of like kind(within the meaning of Section 1031 of the Internal Revenue Code),but only to the extent of the amount of gain not required to be recognized for California income tax purposes under Section 1031 of the Internal Revenue Code. C. That the California real property has been compulsorily or Involuntarily converted (within the meaning of Section 1033 of the internal Revenue Code)and that the seller Intends to acquire property similar or related in service or use so as to be eligible for nonrecognition of gain for California Income tax purposes under Section 1033 of the Internal Revenue Code. D. That the California real property transaction will result in a loss for California income tax purposes_ The seller is subject to penalty for knowingly filing a fraudulent certificate for the purpose of avoiding the withholding requirement. The California statutes referenced above include provisions which authorize the Franchise Tax Board to grant reduced withholding and waivers from withholding an a case-by-case basis for corporations or other entities. Additionally,under the federal"Foreign Investment in Real Property Tax Act"(FIRPTA)as amended and related laws,a buyer may be required to withhold,and could be liable for,an additional tax equal to TEN percent(10%)of the safes price of the real property being conveyed,In the case of a seller who may be classified as a"foreign person"under Section 1445 of the internal Revenue Code of 1986. IRS Regulations state that a foreign seller lacking an Individual Taxpayer Identification Number(IT1N) will automatically be subject to withholding upon the transfer of real property.A seller may apply for an ITIN,however,it must be obtained prior to the time of transfer. The Federal statute referenced above includes provisions that authorize the IRS to grant reduced withholding and waivers from withholding on a case-by-case basis_The parties herein may wish to Investigate these options with their own legal or financial advisors or the Internal Revenue Service. (Page One of Two) 10SR-12/11102 AA +CHHICAGO TITLE COMPANY E GUASTI ROAD,SUITE 100,ONTARIO,CAUFORNIA 91761 (909)390-3460 Fax(909)937-0904 Escrowldo. 0520£0234 Escrow Officer Tammey Bazinet Date December 1, 2005 NOTICE OF TAX WITHHOLDING REQUIREMENTS (Continued) The escrow holder will not undertake to withhold or remit funds to any taxing authority, unless specifically instructed In writing to do so.In the event escrow is so requested,appropriate mutual instructions will be required. DUE TO THE COMPLEXITY OF THESE TAX LAWS, AND THE PENALTY PROVISIONS FOR FAILURE TO WITHHOLD, IT IS RECOMMENDED THAT THE PARTIES TO THIS TRANSACTION SHOULD SEEK THE PROFESSIONAL ADVICE AND COUNSEL OF AN ATTORNEY, ACCOUNTANT OR FINANCIAL ADVISOR CONCERNING THE EFFECT OF THESE LAWS ON THIS TRANSACTION AND SHOULD NOT ACT ON ANY STATEMENTS MADE OR OMITTED BY THE ESCROW OR CLOSING OFFICER. ESTHER CONTRERAS, TRUSTEE OF THE CITY OF HUNTINGTON BEACH, A MUNICIPAL CONTRERAS TRUST DATED APRIL 15, 1998 CORPORATION BY BY l'sv/�G ESTHER CONTRERAS, TRUSTEE DAVE SULLIVAN ITS: MAYOR JOAN L. FLYNN ITS: CLERIC (Page Two of Two) NTWFM-»/»/aa An