HomeMy WebLinkAboutEncyclopedia Lot owned by Richard Allen Raill located in the �EC� � �� L.T.C. This Document was electronically recorded by
Lawyers Title Newport Beach
Recorded in Official Records,Orange County
RECORDING REQUESTED BY Tom Daly, Clerk-Recorder
AND WHEN RECORDED MAIL TO: 111111111111111111111111111111111111111111111111111111111 NO FEE
City of Huntington Beach 2009000484023 01:30pm 09/10/09
2000 Main Street 104 28 G02 6
Huntington Beach, CA 92648 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
Attention: City Clerk
Exempt from Recording Fee Exempt from Documentary Transfer Tax
Pursuant to Government Code Section 6103 Pursuant to R&T Code§ 11922
1p �� (Space above this line for Recorder's use)
GRANT DEED
Orange County
APN: 110-163-22 [X] All
[ ] Portion
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,
Richard Allen Raill, a single man
HEREBY GRANTS TO THE
City of Huntington Beach, a California Municipal Corporation
all rights, interests, or title to the real property in the City of Huntington Beach, County of
Orange, State of California described on Exhibit "A" and shown on Exhibit "B", which exhibits
are attached hereto and by reference made a part thereof.
IN WITNESS1 (HEREOF, the gragntor hereto has caused this Grant Deed to be executed
as of this l 4 day of kkyr,I l s-r7 2009.
APPROVED AS TO FORM
e JENNIFER McGRATH,City Attorney
Richard Allen Raill, a single man By Paul D'Alessandro
Assistant City Attorney
CALIFORNIA ALL-PURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
State of California )
) SS
County of San Bernardino )
On &cuaT i4, oo9 , before me, 4ReLD"b
personally appeared `_R t _4p p , A LA_e rJ_]�A i u_
who proved to me on the basis of satisfactory evidence to be the
person() whose name() is/afe subscribed to the within instrument and
acknowledged to me that he/sey executed the same in his/heir
authorized capacity(ies), and that by his/hefiltheir signature(§4 on the
instrument the person($), or the entity upon behalf of which the person()
acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of
California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
KAREB D.AN SEN
COMM. #1689368 z
r �� a' , Notary Public-California o
z San Bernardino County
Signature of Notary Public 11 Comn.r es 2g.21,20101
-----------------------------
- OPTIONAL INFORMATION ----------------------------
Description of Attached Document
Document Type:
GQ_A'TT I) �
Date of Document: tt1.lG. 14 aoC Number of Pages:
Signer(s) other than above:
EXHIBIT "A"
Legal Description
All that certain real property situated in the County of Orange, State of California, described as
follows:
Lot 11, Block A of Tract#44, in the City of Huntington Beach, County of Orange, State of
California, as per map recorded in Book 9, Page(s) 45 of Miscellaneous Maps, recorded in the
Office of the County Recorder of said County.
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MARCH /95/ TR. NO, 44 M.M. 9-45 NOTE-ASSESSOR'S BLOCKS ASSESSOR'S MAP
PARCEL NUMBERS BOOK 110 PAGE 16 O
SHOWN/N CIRCLES COUNTY OF ORANGE
CERTIFICATE OF ACCEPTANCE
This is to certify that the interest in real property conveyed from Richard Allen Raill, a single
man, by the Grant Deed to the City of Huntington Beach, a California municipal corporation
("City"), dated August 14 , 2009 is hereby accepted in accordance with the terms by
the undersigned officer on behalf of the City Council and consents to recording thereof by its
duly authorized officer pursuant to the authority conferred by Resolution No. 3537 of the City
Council of the City of Huntington Beach adopted on August 7, 1972.
CITY OF HUNTINGTON BEACH,
A MUNICIPAL CORPORATION
By:
MAYOR
CITY CLERK
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County of A)64i7-
O o before me, Z_ .-- K•dtlC�
Date - ere Insert Name and T le of the Officer
personally appeared Tom=iTi�f��/ Aub ���1-I—)
Name(s)of Signer(
who proved to me on the basis of satisfactory evidence to
be the persoro whose nam s i and subscribed to the
within instrument and acknowledged to me that
the executed the same in a ei uthorized
capaci (es and that by4464;e�signatum s on the
instrumen the persorW or the entity upon behalf of
which the persorto acted, executed the instrument.
P
Commission* 1857021 I certify under PENALTY OF PERJURY under the laws
Notary PubliC-California = of the State of California that the foregoing paragraph is
Orange County p true and correct.
MY Comm.EmTres 4,2013
WITNES ymy Signature—
OPTIONAL fficial al.
�—�
Place Notary Seal Above Sign lure of ary Public
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
n'�
Title or Type of Document: �s7CJ4 4 J/
Document Date: �6usT ��,� A00 9 Number of Pages:
Ir
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 _ _ ❑ Partner—❑ Limited ❑ General
❑ Attorney in Fact ❑Attorney in Fact •
❑ Trustee Top of thumb here ❑Trustee Top of thumb here
❑ Guardian or Conservator ❑ Guardian or Conservator
❑ Other: ❑Other:
Signer Is Representing: Signer Is Representing:
02007 National Notary Association•9350 De Soto Ave.,P.O.Box 2402•Chatsworth,CA 91313-2402•www.NationalNotary.org Item#5907 Reorder:Call Toll-Free 1-800-876-6827
Council/Agency Meeting Held: 0
Deferred/Continued to:
)ikAp�Tve ❑ Conditionally Approved ❑ Denied CI k' Signa r
Council Meeting Date: 8/3/2009 Department ID Number: ED 09-47
CITY OF HUNTINGTON BEACH
REQUEST FOR CITY COUNCIL ACTION
SUBMITTED TO: HONORABLE MAYOR AND CITY C ;IL MEMBERS
SUBMITTED BY: FRED A. WILSON, CITY ADMINIS R
PREPARED BY: STANLEY SMALEWITZ, DIRECTO OF ECONOMIC DEVELOPMENT
JIM B. ENGLE, DIRECTOR OF COMMUNITY SERVIC
SUBJECT: APPROVE PROPERTY ACQUISITION OF ENCYCLOP IA PARCEL
IN HUNTINGTON CENTRAL PARK
Statement of Issue,Funding Source, Recommended Action,Alternative Action(s),Analysis,Environmental Status,Attachment(s)
Statement of Issue: The City Council is asked to approve an agreement in the amount of
$18,500, along with escrow fees not to exceed $2,000 with Richard Allen Raill,for the
purchase of his encyclopedia parcel on the north side of Ellis Avenue between Edwards
Street and Goldenwest Street (APN 110-163-22).
Funding Source: Funds not to exceed $20,500 are budgeted in the Park Acquisition and
Development Fund 20945101.81000.
Recommended Action: Motion to:
1. Authorize the Mayor and City Clerk to Approve the Agreement for Acquisition and
Escrow Instructions;
2. Authorize the Mayor and City Clerk to execute the agreement and other related
documents; and
3. Authorize the Director of Community Services or the Director of Economic
Development to execute any other related escrow documents.
Alternative Action(s):
Do not approve the Agreement for Acquisition and Escrow Instructions.
REQUEST FOR CITY COUNCIL ACTION
MEETING DATE: 8/3/2009 DEPARTMENT ID NUMBER: ED 09-47
Analysis:
There are over 300 encyclopedia parcels in the designated Huntington Central Park area
north of Ellis Avenue, between Goldenwest Street and Edwards Street. The City has
acquired all but 52 parcels within the last 20 years. The parcels are being acquired as the
owners come forward offering to sell to the City or by way of tax sales. Purchases are also
made based on availability of City funding for further acquisitions through the Park
Acquisition and Development Fund. Initially, the city aggressively pursued the acquisition of
the parcels; however, it was decided to slow the purchase of the parcels available so as not
to drive up the price of the lots and because the city was not ready to move forward with the
development in this area of Huntington Central Park.
The parcel recommended for acquisition is currently owned by Richard Allen Raill. The
owner is willing to sell the parcel to the City for $18,500 which is the price the City has
offered based on current appraisal values for open space land. The balance of the costs
necessary to acquire these parcels, including title and escrow fees, will be covered by the
remaining funds allocated in the Park Acquisition and Development Fund.
The City Council approved funding for the purchase of Huntington Central Park encyclopedia
parcels in the FY 2008/09 budget. Staff recommends purchase of this parcel so that the City
could ultimately develop this section of the park.
Strategic Plan Goal: Maintain, improve and obtain funding for public improvements.
Environmental Status: Not applicable.
Attachment(s):
ii ® ® -
1. Agreement for Acquisition and Escrow Instructions (Assessor's Parcel
Map included as Exhibit B to Agreement).
2. Site Map of Encyclopedia lots North of Ellis Avenue between Edwards
Street and Goldenwest Street.
-2- 7/9/2009 11:12 AM
ATTACHMENT # 1
AGREEMENT FOR ACQUISITION
AND ESCROW INSTRUCTIONS
This AGREEMENT FOR ACQUISITION AND ESCROW INSTRUCTIONS
("Agreement") is made and entered into as of this 24*6 day of .57' 200y and
constitutes an agreement by which Richard Allen Raill ("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:
That certain real property described in Exhibit "A" and shown in Exhibit "B" attached
hereto, bearing Orange County Assessor's Parcel Numbers 110-163-22 ("Property").
The terms and conditions of this Agreement and the instructions to Stewart 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
EIGHTEEN THOUSAND AND FIVE HUNDRED DOLLARS ($18,500). This sum shall be
full payment for the Property and for all damages of every kind and nature, including, but not
limited to, pre-condemnation damages, loss of rental income and severance damages suffered,
any and all claims suffered, or to be suffered, by reason of the acquisition of the Property.
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, and Seller hereby expressly and uncondi-
tionally waives any and all claims for damages, relocation assistance benefits, severance
damages, interest, loss of goodwill, claims for inverse condemnation or unreasonable pre-
condemnation conduct, or any other compensation or benefits, other than as already
expressly provided for in this Agreement, it being understood that this is a complete and
full settlement of all acquisition claims, liabilities or benefits of any type or nature
whatsoever relating to or in connection with Buyer's acquisition of the Property.
b. This Agreement arose out of Buyer's efforts to acquire the Property on a voluntary
basis. Seller acknowledges and agrees that said purchase price is just compensation at
fair market value for said real property and includes any and all fixtures and equipment,
goodwill (if any) and severance. Seller, on behalf of itself and its successors and
assigns, hereby fully releases Buyer, its successors, agents, representatives, and assigns,
Richard Allen Raill / I 1+� , /
APN: 110-163-22 Seller's Initials Buyer'slnitials
Page 1 of 15
and all other persons and associations, known or unknown, from all claims and causes of
action by reason of any damage which has been sustained, or may be sustained, as a
result of Buyer's efforts to acquire the Property or to construct works of improvement
thereon, or any preliminary steps thereto. Seller further releases and agrees to hold Buyer
harmless from any and all claims by reason of any leasehold interest in the Property.
This release shall survive the Close of Escrow.
C. The parties hereto hereby agree that all rights under Section 1542 of the Civil
Code of the State of California are hereby waived. Civil Code Section 1542
provides as follows:
"A general release does not extend to claims which the creditor
does not know or suspect to exist in his/her favor at the time of
executing the release, which if known by him/her must have
materially affected his/her settlement with the debtor."
Notwithstanding the provisions of Civil Code Section 1542, Seller hereby irrevocably
and unconditionally releases and forever discharges the Buyer and each and all of its
officers, agents, directors, supervisors, employees, representatives, and its successors and
assigns and all persons acting by, through, under, or in concert with the Buyer from any
and all charges, complaints, claims, and liabilities of any kind or nature whatsoever,
known or unknown, suspected or unsuspected (hereinafter referred to as "claim" or
"claims") which Seller at any time heretofore had or claimed to have or which Seller at
any time hereafter may have or claim to have, including, without limitation, any and all
claims related or in any manner incidental to this transaction.
I HAVE READ AND UNDERSTOOD PARAGRAPH 3 Acknowledgment of
Full Benefits and Release.
Seller's Initials
4. Payment of Purchase Price. The Purchase Price for the Property shall be payable by
Buyer as follows: Upon 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 Escrow Holder's estimate
of Buyer's closing costs, prorations and charges payable pursuant to this Agreement. All escrow,
recording and title insurance costs to be paid by Buyer.
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
Richard Allen Raill
APN: 110-163-22 Seller's Initials Buyer's Initials
Page 2 of 15
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.
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
Richard Allen Raill fiqlfi /
APN: 110-163-22 Seller's Initials Buyer's Initials
Page 3 of 15
(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.
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 Lawyers 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 Stewart 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 Stewart Title Company to cancel the
escrow
(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
Richard Allen Raill
APN: 110-163-22 Seller's Initials Buyer's Initials
Page 4 of 15
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, 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. Buyer will provide Seller, upon request, at no cost,
copies of any Buyer's investigation reports obtained by the Buyer, if any.
(5) Council Ap rp oval. 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.
(6) The property is sold in its present condition as of the date of acceptance
subject to the Buyer's investigation rights.
(7) Liquidated Damages: If Buyer fails to complete this purchase because of
Buyer's default, Seller shall retain, as liquidated damages, $500.00 of the
deposit actually paid. Buyer and Seller agree that this amount is a reasonable
sum given that it is impractical or extremely difficult to establish the amount of
damages that would actually be suffered by the Seller in the event Buyer were to
breach this Agreement. Release of funds will require mutual, signed release
instructions from both Buyer and Seller, judicial decision or arbitration award.
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 thereof, it being agreed that Seller may waive any or all of
such conditions):
(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.
Richard Allen Rail]
APN: 110-163-22 Seller's Initials Buyer'slnitials
Page 5 of 15
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), duly executed by Seller in the form attached hereto as Exhibit "C."
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 Buyer. 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:
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
Richard Allen Raill 9 a, A41 / /
APN: 110-163-22 Seller's Initials Buyer'slnitials
Page 6 of 15
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 reprorated between the parties to reflect the actual amount of such taxes and
assessments.
b. No Rental Pro-rations. Pursuant to Paragraph 22(n) Seller warrants that there are
no tenants or written or oral leases on all or any portion of the Property and the 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. Recording. 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, pursuant thereto in payment of
such costs, and disburse the balance of such funds, if any, to Buyer.
d. Documents to Buyer. Deliver the Seller's Certificate and Bill of Sale, executed by
Seller, and, when issued, the Title Policy to Buyer.
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):
Richard Allen Raill fia 9, /
APN: 110-163-22 Seller's Initials Buyer'slnitials
Page 7 of 15
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. 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. 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.
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. 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 and regulations of any governmental agency, body, or
subdivision thereof bearing on the Property have been complied with by Seller.
g. Agreements. There are no agreements (whether oral or written) affecting or
relating to the right of 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 herein, 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,
Richard Allen Raill
APN: 110-163-22 Seller's Initials Buyer'slnitials
Page 8 of 15
for the production, disposal, or storage of any hazardous substances, and Seller has no
actual knowledge that there has been such prior use of the Property, or any portion
thereof; or 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 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 seq.; 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
Substances); the California Hazardous Waste Management Act, Health and Safety 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 statue 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. Indemnity. Seller agrees to indemnify, defend with counsel selected by Buyer,
protect and hold harmless Buyer, its City Council members, its directors, officers, staff,
employees, agents, contractors, assigns, and any successor or successors to Buyer's
interest from and against all claims, actual damages (including, but not limited to, special
and consequential damages), punitive damages, injuries, costs, response costs, losses,
Richard Allen Raill Q/� /`t /
APN: 110-163-22 Seller's Initials Buyer'slnitials
Page 9 of 15
demands, debts, liens, liabilities, causes of action, suits, legal or administrative
proceedings, interest, fines, charges, penalties, and expenses (including, but not limited
to, attorneys' and expert witness' fees and costs incurred in connection with defending
against any of the foregoing or in enforcing this indemnity) of any kind whatsoever paid,
incurred or suffered by, or asserted against, the Property, or any indemnified party
directly or indirectly arising from or attributable to: (i) any breach by Seller of any of its
agreement warranties or representations set forth in this Agreement; or (ii) any repair,
cleanup or detoxification, or preparation and implementation of any removal, remedial,
response, closure, or other plan concerning any hazardous substance on, under, or about
the Property, regardless of whether undertaken due to governmental action. To the fullest
extent permitted by law, the foregoing indemnification shall apply regardless of the fault,
active or passive negligence, breach of warranty or contract of Buyer. The foregoing
indemnity is intended to operate as an agreement pursuant to CERCLA Section 107(e), of
42 United States Code Section 9607(E), and California Health and Safety Code Section
25364, to insure, protect, hold harmless and indemnify Buyer from any liability pursuant
to such sections. This indemnity shall apply to, and Seller will only be responsible for,
such hazardous substances, if any, that existed on or in the Property up to and including
the close of escrow.
1. 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.
in. 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.
n. 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, each of which is 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
Richard Allen Raill / R /
APN: 110-163-22 Seller's Initials Buyer'slnitials
Page 10 of 15
not violate any provisions of any agreement or judicial order to which Buyer is a party or
to which it is subject.
b. 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.
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 letter mailed or delivered in accordance with the foregoing.
The Buyer's mailing address is:
City of Huntington Beach
Economic Development
Attn: Tina Krause, Real Property Agent
2000 Main Street, P.O. Box 190
Huntington Beach, CA 92648
The Seller's mailing address is: Richard Allen Raill
8553 El Centro Road
Phelan, CA 92371
Richard Allen Raill � / /
APN: 110-163-22 Seller's Initials Buyer's Initials
Page 11 of 15
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 attorney's fees from the non-prevailing party.
19. Assignment. Seller may not assign, transfer or convey its rights or obligations under this
Agreement without the prior written consent of Buyer, and then only if Seller's assignee assumes
in writing all of Seller's obligations hereunder; provided, however, Seller shall in no event be
released from its obligations hereunder by reason of such assignment.
20. Seller's Indemnification. Seller hereby agrees to indemnify, defend and hold harmless
Buyer from and against any and all obligations, liabilities, claims, liens, encumbrances, losses,
damages, costs and expenses, including without limitation, attorneys' fees, whether direct,
contingent, or consequential, incurred by Buyer relating to the Property and arising or accruing
from acts, occurrences, or matters that take place on or before the Close of Escrow or resulting
from any breach by Seller of their representations, warranties and covenants contained in this
Agreement.
21. Brokerage Commissions.
(a). 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, if consummated as contemplated hereby, except
N/A ("Broker"), whom represents the
Seller exclusively. Upon close of escrow, Seller agrees to pay compensation to Broker as
specified in separate written agreement between Seller and Broker. Seller agrees that should
any claim be made for brokerage commissions or finder's fees by any broker, agent, finder or
similar entity, by, through or on account of any acts of Seller or its agent, employees or
representatives, Seller will indemnify, defend and hold the Buyer free and harmless from and
against any and all loss, liability, cost, damage and expense (including attorneys' fees and court
costs) in connection therewith. Seller agrees to pay, at its sole cost and expense, when due, any
and all brokerage commissions incurred by Seller heretofore or hereafter incurred prior to close
of escrow.
(b). Scope of Broker Duty. Buyer and Seller acknowledge and agree that Broker (i) does not
decide what price Seller should accept; (ii) does not guarantee the condition of the property; (iii)
shall not be responsible for identifying defects or any other conditions of the property not known
to Broker; (iv) shall not be responsible for providing legal or tax advice regarding any aspect of a
Richard Allen Raill
APN: 110-163-22 Seller's Initials Buyer'slnitials
Page 12 of 15
transaction entered into by Buyer and Seller in the course of this representation. Buyer and
Seller agree to seek legal, tax, insurance, title and other desired assistance from appropriate
professionals.
22. 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.
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.
Richard Allen Raill l ll
APN: 110-163-22 Seller's Initials Buyer'slnitials
Page 13 of 15
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.
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.
n. Leases. Seller warrants that there are no tenants or written or oral leases on all or
any portion of the property and Seller further agrees to hold Buyer harmless and
reimburse Buyer for any and all of its losses and expenses, including relocation assistance
costs, occasioned by reason of any lease of said property held by any tenant of Seller.
Richard Allen Raill
APN: 110-163-22 Seller's Initials Buyer'slnitials
Page 14 of 15
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day
and year first above written.
DATED: 6 `` .?— a `� Seller:
RICHARD ALLEN RAILL
DATED: AU(Ital- 05 Buyer:
CITY OF HUNTINGTON BEACH
A California municipal corporation
Mayor
Ci lerk
APPROVED AS TO FORM: REV IE A D APPROVED:
�-- ^
tyA=ttomle� lCity fdrgiCitrator
(3.0q
INITIATED AND APPROVED:
Director of Econ6mric Development
Richard Allen Raill
APN: 110-163-22 Seller's Initials Buyer'slnitials
Page 15 of 15
)EXIMIT"A"
Legal Description
All that certain real property situated in the County of Orange, State of California, described as
follows:
Lot 11,Block A of Tract#44, in the City of Huntington Beach, County of Orange, State of
California, as per map recorded in Book 9,Page(s)45 of Miscellaneous Maps,recorded in the
Office of the County Recorder of said County.
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MARCH /95/ TR. NO. 44 M.N. 9-45 NOTE—ASSESSOR'S BLOCKQ ASSESSOR'S MAP
PARCEL NUMBERS BOOK 11 O PAGE 16 O
SHOWN/N CIRCLES COUNTY OF ORANGE
TRANSFEROR'S CERTIFICATION OF NON-FOREIGN STATUS
("Transferee"), that withholding of tax under Section 1445 of
To inform 619
the Internal Revenue C de of 1986, as amended "Code" will not be required upon the transfer of
certain real property to the Transferee ;:; r(�_ �qj �� (Transferor"), the undersigned
hereby certifies the following on behalf of the Transferor:
l. The Transferor is not a foreign corporation, foreign partnership, foreign trust, foreign
estate or foreign person(as those terms are defined in the Code and the Income Tax
Regulations promulgated thereunder);
2. The Transferor's U.S. employer or tax(social security) identification number is:
3. Transferor is not a disregarded ent
4. Transferor's office address is �S�s�3 �� L t �� « Lf�N C
q ;-3 -7 j
The Transferor understands that this Certification may be disclosed to the Internal Revenue
Service by the Transferee and that any false statement contained herein could be punished by fine,
imprisonment, or both.
The Transferor understands that the Transferee is relying on this Certification in determining
whether withholding is required upon said transfer.
The Transferor hereby agrees to indemnify, defend and hold the Transferee harmless from and
against any and all obligations, liabilities, claims, losses, actions, causes of action, rights, demands,
damages, costs and expenses, of every kind, nature or character whatsoever (including, without
limitation, reasonable attorney's fees and court costs) incurred by the Transferee as a result of : (i) the
Transferor's failure to pay U.S. Federal income tax which the Transferor is required to pay under
applicable U.S. law; or(ii)any false or misleading statement contained herein.
Under penalty of perjury I declare that I have examined this Certification and to the best of my
knowledge and belief it is true and correct and complete, and I further declare that I have authority to
sign this document on behalf of the Transferor.
Dated: C a Z2
Exhibit Page 1 of 1
ATTACHMENT #2
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City-Owned Encyclopedia Lots 7i
City of Huntington Beach
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f-� C'�•ty I Su WHEN USING TMs MAP [ I
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0 125 250 500
Feet
•� ' 1 City-Owned Parcels(253) f^
' I6 Proposed Purchase Parcels(1)
7
Other Encyclopedia Parcels(51)
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I IN
Vy�. }. W� ♦ K 1. .3
YiYr.W".Irr�.�.Ir '+'�'---����� �•
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my �•
July 2009
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RCA ROUTING SHEET
INITIATING DEPARTMENT: Economic Development Department
SUBJECT: Approve Property Acquisition of Encyclopedia Parcel in
Huntington Central Park
COUNCIL MEETING DATE: August 3, 2009
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 ❑
Contract/Agreement (w/exhibits if applicable) Attached
(Signed in full by the City Attorney) Not Applicable ❑
Subleases, Third Party Agreements, etc. Attached ❑
(Approved as to form by City Attorney) Not Applicable
Certificates of Insurance (Approved by the City Attorney) Attached ❑
Not Applicable
Fiscal Impact Statement (Unbudgeted, over $5,000) Attached ❑
Not Applicable
Bonds (If applicable) Attached ❑
Not Applicable
Staff Report (If applicable) Notached El
t Applicable
Commission, Board or Committee Report (If applicable) Attached ❑
Not Applicable
Findings/Conditions for Approval and/or Denial Attached ❑
Not Applicable
I LA�IQ�I® J C�7G� IM+U U, WNG Q�('�'l�1CC ii Al
REVIEWS® _max s. 7 RETUR'I� ® ..t° FOR A , DE®
Administrative Staff
Deputy City Administrator (Itnitial)
City Administrator (Initial) '` a ( ) )
P'
City Clerk
EXPLANATION F,OR RETURN 'PATI IVI:
RCA Author: Tina Krause ext. 1529