HomeMy WebLinkAboutS & C OIL COMPANY - GRANT OF EASEMENT RECORDING REQUESTED BY:
FIRST AMERICAN TITLE INSURANCE CO.
COMMERCIAL/INDUSTRIAL DIVISION
OR-9952634-JP' Recorded in the County of Orange, Califomia
Ga L. Granville, Clerk/Recorder
;MEN RECORDED MAIL TO: 11 Illll I1111 I1111 1411 11 lllll Illll lllll IIIII IIIII if
No Fee
CITY OF HUNTINGTON BEACH 19990293756 08:00am 04/22199
CONNIE BROMMAY CITY CLERK 005 629564 18 31 89
P.O. Box 190-2000 MAIN ST G02 6 6.00 15.00 0.00 0.00 0.00 0.00
HUNTINGTON BEACH, CA 92648
THIS SPACE FOR RECORDERS USE ONLY
GRANT OF EASEMENT
TO
CITY OF 'HUNTINGTON BEACH
THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION
(ADDITIONAL RECORDING FEE APPLIES)
1
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ALDEN & 5KETCH TO ACG0MPANY AL AL DESGRIPn0rr
S S O CIATES FOR ROAD PURPOSES
AP. No. 111 120-01
16012 COWAN, SUITE 210, MVINE, CA 92714 Og79_ 3-6
W.O. Na Date
(714) aa0-0110 FAX: 680-0418 1 Fnnr_ (),4 C:hk D.W.
EXHIBIT P
STATE OF CALIFORNIA )
ss
COUNTY OF ORANGE )
On APRIL 12 , 1999 before me, , JOYCE ROLLINGS. NOTARY
PUBLIC personally appeared.
B. G. WILLIAMS _
personally known to me (or__p -fie--psis---0€
-saw--�fa�t-0>c -es�3 ash-- a be the person (s) whose name (s) is/are
subscribed to the within instrument anknowledged to me that
(gYshe/they executed the s inhis/her/their authorized
capacity (ies) , and that by is her/their signatures) on the
instrument the person(s) or the entity upon behalf: of which the
person (s) acted, executed the instrument .
- -A7'TI�E<SS my -hand A^d off icial seal .
JOYCE-ROB-LINGS�IL
COMA; #1Z05254
1 -ate NOTAR :.iHNIA
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My Comm.Exp.Dec. 10.2002
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JOYCE ROLLINGS �
C04lvl. #1205254
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CIKANGE COUNTY ro
My Cnm.£xp.Dec. 18, 2002 Ir
780f403821.001713252113.1 a03l2bl99 -2-
CITY OF HUNTINGTON BEACH
CERTIFICATE OF ACCEPTANCE
This is to certify that the interest in real property conveyed by
deed or grant dated from S & C OIL _COMPANY, INC. , to
CITY OF HUNTINGTON BEACH, is hereby accepted by the undersigned on
behalf of the City of Huntington Beach pursuant to authority
conferred by Resolution of the City Council of the City
of Huntington Beach, adoptteTon� ,5 /4 and the
grantee consents to recordation thereo y its duI authorized
officer.Date : A`D
44 ��}, ���� CITY ,OF -HUNTINGTON BEACH
By:
Title . A MG`
J.
7801003821-0017/3252113.1 a03/26199 —3—
;:.,.. CITY OF HUNTING TON BEACH
INTERDEPARTMENTAL COMMUNICATION
HUNTMGTON
BEACH
Date April26, 1999
TO: John Reekstin, Administrative Services Director
FROM: Connie Brockway, City Clerk
SUBJECT: Grant Of Easement No. 5707 To City Of Huntington Beach By S & C Oil
Company, AP No. I 11-120-0I — Goldenwest/Ellis/Clay Streets.
Attached please find a copy of the above referenced document (Document No. 19990293756
recorded by the Orange County Recorder on 4/22/99) and refund check No. 206486 in the
amount of$315.25 from First American Title.
Please disburse this refund check to the proper party.
Attachments
CC: Dan Brennan-Director Real Estate Services
Shari Friedenrich-Treasurer
99cbmemo:99-85jc
Aa r /cam
First American Title Insurance Company
114 EAST FIFTH STREET, (P. 0. BOX 267) SANTA ANA. CALIFORNIA 927!!2 1714 55$-1121!
April 23, 1999
CITY OF HUNTINGTON BEACH
CITY CLERK'S OFFICE
2000 MAIN STREET
2ND FLOOR
HUNTINGTON BEACH, CA 92648
ATTN. CONNIE BROCKWAY
Our Escrow No. 9952634M (APN 1 I1-120-01)
We are sending you the items checked below.-
[*Or] Conformed copy of Easement Deed
[✓] Final Closing Statement - for your file
[✓J Refund check in the amount of 5315.25
If you have a question regarding this transaction, please contact the undersigned.
Q
on - Escrow Officer
one Numbef - (714) 558-3211 x7292
Fax Number - (714) 647-2235
ks
enc
delivery
P T_.S REV"ANC:C_ _:ES tiC- AGP=F Ah" "OJR RECORDS.RET'jAN A-p\CE'^T" EXPLA.%ATION
' CTHERY:'SE"O.iR E .MRSEuE`:':S CO`.S-PEpED AS ACCEPTANCE B� YpG.
7.-.: -- A::-EC _CK-S PArME1TCr
ESC_R0;! N0.9�,52 3..l
Izr ��- I Its;;' Il�li,TO`; � ,H 206486
Sl=l.-Lt:5 NAM":S & 0I4- COMPANY, INS
-..
PROPFRT'l ADWb SS:AON V-1--120-0.1
A'401JV .` F THI 7 CHECK:53 3J-5.25
First Atnerican Title Insurance Company- HOME OFFICE. 114 E. F1FTH STREET SANTA ANA CALIFORNIA 02702
First American Title 5C~752
- 1211
Insurance Company
1 14 E F FTH STREET•SANIA ANA-CALWORN A Comedca Bank-Californiaf�f� 20GA86
DATE No,
-..--2 O.V 4 V V -A-0UN-
`-�i L!� 04123/99. . 315.25
THREE HUNDRED- FIFTrFN AND 251100
. V010 AFTM ISO
PAY * - - - - - - 'ESCROW OISSU ACC NT
TO CITY OF HUNTINGTON BEACH FiioA ric itlelnsur mpa
THE
OROER
OF
- AUT .ZEA 51G%A�I_.RE
ESCROW ACCOUWT NO
ESCROW N0.9952634M
1132064136it+ +: L21i37S221: L8908LL506ij'
expense . Buyer' s Contractor shall install a 25-foot chain link
double gate at the above-referenced driveway location. Buyer' s
Contractor shall also install a 3-foot wide personnel gate on the
Remainder to provide access to the Edison Company for purposes of
reading the electrical meters .
(g) Buyer' s Contractor shall remove existing vegetation
located wi I thin the Property to be acquired by Buyer. Seller shall
replant and maintain, at its sole cost and expense, any landscaping
required to be planted between the fencing referenced in section
6 (f) above a d the sidewalk to be constructed as a part of the
project . Construction permits and permit fees shall be the
responsibility of the Buyer.
1 . 6 Additz nal Funds and Documents Re uired from Buyer and
Seller.
(a) B_ uY r. Before 12 : 00 noon on the date preceding the
Closing Date, Buyer tehall deposit with Escrow Holder all additional
funds and/or documenCs (executed and acknowledged, if appropriate)
which are necessary to close escrow and otherwise comply with the
terms of this Agreement .
(b) Sellers .\Within three (3) business days following
the date that Escrow is opened hereunder, Seller will deposit with
Escrow Holder an executed permanent easement ( "Permanent Easement" )
conveying a permanent easement in the Property, the Temporary
Construction Easement, togetl er with such funds and other items and
instruments as may be necessary in order for the Escrow Holder to
comply with this Agreement . ` Escrow Holder shall submit the
executed Permanent Easement to Buyer for review and acceptance, as
may be required to put the Permanent Easement in recordable form,
whereupon Buyer shall immediately submit the Permanent Easement,
with the acceptance, to Escrow Holder pending Close of Escrow.
1 . 7 Closing Date; Time of Essence .
(a) Closing Date. Unless oth rwise 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 �,ime Seller' s Permanent
Easement 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 forr 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
780I003821-0p1713189164.3 a12119198 —7—
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
Permanent Easement in favor of Buyer in recordable condition
covering the Property, and prior to Close of Escrow, Escrow Holder
shall cause, to be issued and delivered to Buyer and Seller as of
the Closing,a C.L.T.A. standard coverage policy of title insurance
( "Title Poli� .1r) issued by Chicago Title Company ( "Title Company" ) ,
with liability in the amount of the Purchase Price, covering the
Property and reflecting the Permanent Easement 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 or consented to in
writing by Buyer, including without limitation, any
exceptions arising by reason of Buyer' s possession of or
entry on the\ roperty.
1 . 8 Conditions Precedent To Close Of Escrow.
(a) Conditions to Buyer' s obligations . The obligations
of Buyer under this Agreemen shall be subject to the satisfaction
or written waiver, in whole r in part, by Buyer of each of the
following conditions precedent:\
(i) Issuance\by Title Company of the Title
Policy reflecting a permanent easement to 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 in
and funds
provided for in this Agreement necessary to the Closing.
1 . 9 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 instru,�tions,
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 .
780?003821-001713189164.3 02119198 -$-
(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
Permanent Easement, 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 . 10 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 . 11 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 Permanent Easement and charges for recording the
Permanent Easement . \ Clearing of all existing encumbrances,
judgments, or liens, including any fees or charges incurred, shall
be the sole responsibility of Seller.
1 . 12 Termination and Cancellation of Escrow. If Escrow fails
to close as provided above X 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 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 set forth in Section 3 . 2 of these
instructions, and if any party raises any objection to such return,
Escrow Holder is 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 . 13 Brokeracre_ Commissions . Seller represents to Buyer that
no third party is owed any payment or commissions 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 . 14 Hazardous Substances Disclosure. The Property and the
Easement Property are subject to a disclosure as designated under
Section 25359 . 7 of the Health and Safety Code (as may beN,amended) ;
whereby Sellers are 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
780/003821-0017/3189164.3 a12119l98 -9-
Statement by Buyer, and that Buyer may, in its sole discretion,
cancel this escrow as a result of the information provided in said
Disclosure Statement, or as a result of subsequent information
provided by Seller to Buyer concerning Contamination on the
Property or on the Easement 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 . 15 Contamination Defined. The term "Contamination" as used
in this Agreement shall mean and refer to any environmental
contamination of any type or nature including but not limited to
the following ubstances, whether in the soil, air, surface water,
perched water r groundwater, or in any other medium: any
"hazardous subst nce"" as defined under Title 42 U. S. C. Section
9601 (14) or under C lifornia Health & Safety Code Section 25281 (g) ;
any "hazardous was e" 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 Sections 25,281 and 25316 ; any "hazardous material" as
defined under California"'Health & Safety Code Section 25260 (e) ; any
chemical listed pursuant to California Health & Safety Code Section
25249 . 8; any petroleum hydrocarbon material or petroleum by-
product, refined and unrefined, including but not 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 . 16 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 to exist on or in the Property and
the Easement Property, potentially existing on, in, or under the
Property or the Easement Property, includin but not limited to any
action under CERCLA (42 U.S .C. §§ 9601, et sect. ) , RCRA (42 U. S. C.
§§ 6901 et sea. ) , the California 'Hazardous Substance Account Act
(California Health and Safety Code H 25300 et aea. ) , the Hazardous
Waste Control Law (California Health and Safety Code §§ 25100, et
sect. ) , the Porter Cologne Act (California Water\Code §§ 13000 , et
sue. ) , California Health and Safety Code §§ 25280, et sea. and
33459 et sea. , California Civil Code Section\ 850 et seq. ,
California Civil Code §§ 3479 and 3480 et sea. and other common
laws of the State .
1 . 17 Disclosure of Test Results on Contamination.. to Buyer.
Seller shall disclose any and all lab 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 and/or the Easement Property to Buyer, in writing,
within two (2) days of their receipt of such information by Seller,
or either of them. The disclosure of this information is\in
accordance with and a part of the disclosure obligations of said
7801003821-0017/3189164.3 a12119i98
Sellers under Section 1 . 15, the Hazardous Substances Disclosure
obligation, above .
1 . 18 Eminent Domain Action. Seller acknowledges that Buyer
has filed an eminent domain action regarding the Property and the
Easement Property, naming the owner of the real property as
defendant Seller hereby consents to the issuance of an Order of
Prejudgment Possession as to their interest in the Property. Buyer
and Sell r acknowledges the Property is being acquired by Buyer as
part of the exercise of its powers of eminent domain. Seller also
hereby consents to the dismissal of any action filed by Buyer for
the condemnation of the Property and other interest and waives any
claim for just compensation, severance or other damages, interest,
costs, attorneys' fees, or any other litigation expenses,
compensation for improvements pertaining to the realty, impairment
of access, loss�of business goodwill, precondemnation damages,
relocation benefits,, and deposits made by Buyer in said action, or
any claim whatsoever which might arise out of Buyer' s right to take
the Property by eminent domain, or any exercise of that right, and
construction, maintenance, and operation of the public right of way
and related improvements\for which the Property is sought to be
condemned by the City. Seller shall execute Stipulations, Partial
Judgments, and other documents necessary to dismissal of such
action without further liabkity to Buyer.
ARTICLE II
REPRESENTATIONS =AND WARRANTIES
2 . 1 Repayment of Purchase Price Deposit to Buyer. In the
event Escrow does not close for whatever reason, and Buyer does not
take a permanent easement 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. Subject to any right of possession Buyer has
pursuant to any Order for Prejudgment Possession,\possession of the
Property shall be delivered to Buyer at of Close of Escrow.
Pending Close of Escrow, Seller grants to Buyer and Buyer' s
Contractor a right of entry on the Property and he Easement
Property, for the purposes of coming onto such Rroperty 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 roadway
improvement project .
7861003821-0017I3189164.3 a12119198
ARTICLE III
MISCELLANEOUS
3 . 1 _Attorneys' 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 or
the Easement Property, the prevailing party in such action shall be
entitled, to have and to recover from the other party, its
reasonable attorneys' fees and other reasonable expenses in
connection with such action or proceeding, in addition to its
recoverable court costs.
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 th\party to whom the notice is directed at the address
of such party he)'einafter set forth, or such other address and to
such other persons, as the parties may hereafter designate :
To Buyer: Paul Larkin
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
Copy to: Rutan & Tucker, LLP
61�\Anton Blvd.
Suit t� 1400
Costa\esa, CA 92626
Attn• David B . Cosgrove, Esq.
To Buyer' s
Contractor: PLC
23 Corporat Plaza, Suite 250
Newport BeaccN, California 92660
Attn: Mr. Bid -Holman
To Seller: S&C Oil Company, Inc .
4952 Warner Avenue,, Suite 223
Huntington Beach, �!A 92649
Attn: B.G. Williams\
To Escrow Holder: First American Title Insurance Company
114 East 5th Street
Santa Ana, CA 92701
Attention: Katherine Soto
Escrow Officer
Any notice given by mail shall be deemed received fo ty-eight
(48) hours after such notice is deposited in the Unite States
mail, addressed as provided above, with postage fully prepaid.
780=3821-0017/3189164.3 a12/19198 —1 2—
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 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 a`nd 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 the 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 a y right or power accruing upon the compliance or
failure of per -ormance by the other party hereto under the
provisions of this Agreement shall impair any such right or power
or be construed to\�e a waiver thereof . A waiver by either party
hereto of a breach` of any of the covenants, conditions or
agreements hereof to be performed by the other party shall not be
construed as a waiver o any succeeding breach of the same or other
covenants, agreements, trictions or conditions hereof .
3 . 5 Modifi ations . 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 Severa ility. If an term, provision, condition or
covenant of this Agreement or the ap lication 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 not be affected thereby, and each
term and provision of this Agreement shall be valid and enforceable
to the fullest extent permitted by law.
3 . 7 Mercier 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 agree-
ments contained herein shall survive the Close of Escrow 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-911 . It is further understood and agreed
by Sellers that closing of this escrow is subject to and contingent
upon- Sellers executing an Internal Revenue Service Form "W-9" and
7801003921.00OM89161.3 a12119198 —1 3—
e6PI
1099-5 form, and depositing same with Escrow Holder 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 Sellers 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 ith Escrow Holder one (1) day prior to the Close of Escrow.
In t e event Seller cannot execute the above-referenced
Transf ror' 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 countert)arts
and shall be valid and binding as if the signatures of all of the
parties were n one document .
IN WITNES WHEREOF, the parties hereto have executed this
Agreement of P -rchase and Sale of Real Property and Escrow
Instructions as o\thedatefirst above written.
"SELLER"
S&C OIL COMPANY, INC.
( "Property owner" )
Dated: �� " �� By
B .G. Williams
Its: r`
"BUYER"
C TY OF HUNTINGTON BEACH
Dated: By:
By: \
_ O
"BUYER' S CONTRACTOR"
PLC, a California general
partnership
Dated: By:
Bill Holman
Its:
780i00382I-001713189164-3 42/19M -1 4-
AGREEMENT FOR PURCHASE AND SALE OF 06fy
REAL PROPERTY AND ESCROW INSTRUCTIONS--S&C OIL CO.,INC.
"$iJYER"
CITY OF HUNTINGTON BEACH,
A California municipal corporation
Mayor
ATTEST:' APPROVED AS TO FORM: -�•
S
City Clerk City Attorney
REVIEWED AND APPROVED: INITIATED AND APPROVED:
City Adm' istrator 111rector of Administrative Services
_ w
1099-S form, and depositing same with Escrow Holder 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 Sellers 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 one (1) day prior to the Close of Escrow.
In the event Seller cannot execute the above-referenced
Transferor' s Arffidavit or California Form 590, Seller shall provide
written instructions to Buyer.
3 . 11 Counter arts . 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 of the
parties were on one document .
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement of Pu.rchase and Sale of Real Property and Escrow
Instructions as of the date first above written.
"SELLER"
S&C OIL COMPANY, INC.
( "Property Owner" )
Dated: By:
B.G. Williams
Its:
"BUYER"
CITY OF HUNTINGTON BEACH
Dated: By:
By:
SEE A,7 'ACHED -LBUYER' S CONTRACTOR"
SIGNAT[JRE PAGE
PLC`s� California neral
partners�iip
Dated: By:
Bi olman
Its:
18011003821.00178189164.3 a12119198 —1 4—
AGRE MM FOR PURCHASE AND SALE OF
REAL PROPERTY AND ESCROW INSTRUCTIONS S & COIL CO., INC. l�
"BUYER'S CIONTRACTOR"
PLC,A CALIFORNIA GENERAL PARTNERSHIP,
BY: PLC HOLDINGS,A California general partnership
its general partner
BY: PACLACO, INC., A California corporation,
its eneral partner
BY:
NAME: _Graham Jones
TITLE: Vice President
BY: 1
N,kNjE: Christopher C. Gibbs
TITLE: Secretary
BY: TIL HU TINGTON BEACH LIMITED LIABIL%Califo
MPANY, A Delaware limited liability company,
its general partner
BY: BRAMALEA CALIFORNIA, LLC, A aN4C
limited liability company
BY: LENNAR HOMES-OF CALIFORNIA, ., A California corporation,
manager
s
BY:
NAME: Marc Chas an
TITLE: Chief Financial Officer
BY:
NA'v1E: Thomas Banks — — --
TITLE: Vice President
EXHIBIT A
EXHIBIT "A"
LEGAL DESCRIPTION
FOR ROAD PURPOSES
A.P. NO. 111-120-01
BEING THAT POR ION OF LOT 20 IN BLOCK"F"OF THE GARFIELD STREET ADDITION
TO THE CITY OF HUNTINGTON BEACH, IN THE CITY OF HUNTINGTON BEACH,
COUNTY OF ORANGE;STATE OF CALIFORNIA,AS SHOWN ON A MAP RECORDED IN
BOOK 7, PAGES 27 AND 28 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE
COUNTY RECORDER OF SAID COUNTY, LYING WESTERLY OF A LINE PARALLEL
WITH AN 55.00 FEET EASTERI«Y, MEASURED AT RIGHT ANGLES, FROM THE WEST
LINE OF THE SOUTHWEST QUARTER OF SECTION 35, TOWNSHIP 5 SOUTH, RANGE 11
WEST, SAN BERNARDINO BASE AND\MERIDIAN,AS SHOWN ON THE MAP RECORDED
IN BOOK 51, PAGE 13 OF MISCELLANEOUS MAPS, RECORDS OF SAID COUNTY.
CONTAINING AN AREA OF 3288 SQUA ET, MORE OR LESS.
AS SHOWN ON EXHIBIT "B" ATTACHED HERS"I' AND MADE A PART HEREOF.
SUBJECT TO COVENANTS,CONDITIONS,RESERVATIONS,RESTRICTIONS,RIGHTS-OF-
WAY, EASEMENTS AND LEASES, OF RECORD, IF ANYA
14 ' SA
`rl9 CIVIL
WLISSIOCIATES
EN & EXHIBIT "A"
LEGAL DESCRYPTION FOR ROAD PURPOSES
A.P. NO. 111-120-01
W.O.C7ViLEHG[Hi:ERS—TLANHEAS—LANnSdAvsroR3 No. 0879-273-8 Date I1 15 93
Ii012 COWAN.SUMS 210• IRVINS.CA 92714 W. _
71�/NSO.OIIO FAX:"G-U1i gr- �D.C. Chk. D.W. Sheet 1 of 2 1
EXHIBIT 'l
EXHIBIT"A"
LEGAL DESCRIPTION
FOR TEMPORARY CONSTRUCTION EASENMT
A.P.NO.111-120-01
BEING THAT P RTION OF LOT 20 IN BLOCK"F' OF THE GARFI ELL STREET ADDITION
TO HUNTINGTO BEACH,IN THE CITY OF IRM7NGTON BEACH, COUNTY OF ORANGE,
STATE OF CALxFO AS SHOWN ON THE MAP RECORDED IN BOOK 7,PAGES 27 AMID
28 OF MISCELI ANC US MAPS, 1N THE OFFICE OF THE COUNTY RECORDER OF SAID
COUNTY,MORE PARCC LARLY DESCRIBED AS FOLLOWS:
A STRIP OF LAND, 15.00 FEET WIDE,LYING EASTERLY OF A LINE PARALLEL WITH AND
55.00 FEET EASTERLY, MEASURED AT RIGHT ANCLES, FROM THE WEST LINE OF THE
SOUTHWEST QUARTER OF SECTION 35, TOWNSHIP 5 SOUTH, RANGE 11 WEST, AS
SHOWN ON THE MAP RECORDED IN BOOK 51, PAGE 13 OF MISC 7.7 ANEOUS MAPS
RECORDS OF SAID COUNTY.
AS SHOWN ON EXHMIT'S"ATTACHED HERETO APED MADE APART HEREOF.
&ALDEN & EXHMIT"A"-LEGAL DESCRIPTION
SSOCXATES FOR TEMPORARY CONSTRUCTIONEASENMNT
A.P.NO. 111-120-01
CM W.O.No. 0879-396-1 Date 4/23197-.,
19012 COWAN.SurrB=to+ IRVINF,CAQz7u Engr.D.C. Chk D.W. Shect 1 of 2
71e16o-.otto FAM"O.W19
EXHIBIT •i
EXHI BIT B
\
• � f 1
EXHIBIT nBn
25'
60
59 130'
58 304
�v 57
54
53 ►� �• �}-�
C'
52 1.c J J
�.
51
,50 1
49
WEST LANE, SW 114. SEC. 35, '
T. 5 5., R. 11 W.. 51j.B11.
20 .��.r
Gov , e6le
1.L„1
CDA
o - FRNE5T AVEWE
18 INDICATES AREA
® DESCA13ED HEREIN
SCALE. V-I00' s
5
*LDEN & SMCM TO ACCOMPANY A LEGAL DESCRIPTION•.
S S 0 CIATE S FOR ROAD PURPOSES
AP. Na. 111-120-01
18012 COWAN, SUITE 210. IRVINE. CA 92714 W.0. No 087 —2 3-d Date 11/15/93
(714) 880-0110 FAX. e$0-0418 Fnmr, �]�Q by O.W. C6",- '2 ns 9
EXHIBIT - �_
~ EXHIBIT "B"
25'
60
58
57
�% ►�.+`' S5 C Jv
��,.
�fJ♦ %�� 54 ti;�+ r
Av "rJl "♦1 C.,%
52 J 3.
.c
51
. p
\
r I
A25'
r WEST LINE, 5W 1/4, SEC. 35, \
T. 5 5, R. 11 W., 51M.M. N
15, 20
+
Z � •
ERNEST AVENUE
u
18 INDICATES AREA
\DESCRIBED HEREIN
SCALE. 1'=100,
s
ALDEN & SMCH To AGCOWAhT A.LEGAL nfScRlPTI x
S S Q CIATES FOR mmpoi2ARr cONsmurrroN EasEmw \
AP. 110. 111-120-01
18012 COWAN, SUIT£ 210, IRVINE, CA 92714 W.O. No 0874.346-1 Dote 4/23/47L
(714) °-63-0110 PAX: 660-0418 Fnnr D.G. f Ht, D.W. Ct,doF 9 flf 9 \
EXHIBIT A-1-
Recording Requested by and
Return to :
City of Huntington Beach
CONNIE BROCKWAY CITY CLERK —
CITY OF HUNTINGTON BEACH )O
ht?�:l�,r•.vv.ci.hunting+c,1-beach.ca.us
P O BOX 190-2000 MAIN STREET ASSESSOR' S PARCEL NO:
HUNTINGTON BEACH CA 92648
111-120-01
GRANT OF EASEMENT
TO
CITY OF HUNTINGTON BEACH
BY
S & C OIL COMPANY, INC. --_-
FREE ..P,ECORDING REQUESTED:
'Essential to Acquisition By
City of Huntington Beach
Government Code , 95103
FOR VALUABLE CONSIDERATION, receipt of which is hereby
acknowledged, S &_C OIL COMPANY, INC. ( "Owner" herein) , hereby
grants and conveys to CITY OF HUNTINGTON BEACH, a charter city duly
created and existing under the laws of the State of California,
("Grantee" herein) , a perpetual, exclusive easement and right-of-
way for the construction, maintenance, and operation of a public
right-of-way. This easement includes, but is not limited to, the
right to construct, operate and maintain a public roadway,
including all uses incident to the use of the easement as a public
right-of-way, including but not limited to the placement of
utilities on or over the easement, accessways for vehicular and
pedestrian access, busbays, signage, curbs, gutters, drainage
facilities, traffic control devices or other roadway improvements,
and otherwise use the hereinafter described property for these
purposes, together with incidental appurtenances and connections,
in, over, under, upon, along, through and across the real property
located in the City of Huntington Beach, County of Orange, State of
California, as described in Exhibit "A" and depicted in Exhibit
"'B, '" which exhibits are attached hereto and made a part hereof (the
"Easement Area" )
iN WITNESS WHEREOF this Grant of Easement has been executed
this 12th _ day of/AU4 999 .
April
"Owner"
S & C OIL COMPANY, INC.
B
B. G xlms
Title :,
APPROVED AS TO FOR": Each page of this certified copy of tt
GAIL HUTTONA, City Attorney document shall be affixed with the
By:; DePuty City Atto-zey seal of the City of iuntington Beach .
CONNIE BROCKWAY
Conn y7801003821-001713252I13.1 a03126199 a Clerk
e r ky
EXHIBIT "A"
LEGAL DESCRIPTION
FOR ROAD PURPOSES
A.P. NO. 111-12D-01
BEING THAT PORTION OF LOT 20 IN BLOCK"F"OF THE GARFIELD STREET ADDITION
TO THE CITY OF HUNTINGTON BEACH, 1N THE CITY OF HUNTINGTON BEACH,
COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN
BOOK 7, PAGES 27 AND 28 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE
COUNTY RECORDER OF SAID COUNTY, LYING WESTERLY OF A LINE PARALLEL
WITH AN 55.00 FEET EASTERLY, MEASURED AT RIGHT ANGLES, FROM THE WEST
LINE OF THE SOUTHWE57 QUARTER OF SECTION 35,TOWNSHIP 5 SOUTH, RANGE 11
WEST, SAN BERNARDINO BASE AND MERIDIAN, AS SHOWN ON THE MAP RECORDED
IN BOOK 51, PAGE 13 OF MISCELLANEOUS MAPS, RECORDS OF SAID COUNTY.
CONTAINING AN AREA OF 3288 SQUARE FEET, MORE OR LESS.
AS SHOWN ON EXHIBIT "B" ATTACHED HERETO AND MADE A PART HEREOF.
SUBJECTTO COVENANTS,CONDITIONS,RESERVATIONS,RESTRICTIONS,RIGHTS-OF-
WAY, EASEMENTS AND LEASES, OF RECORD, IF ANY.1
f��,�# .-tit-•
;z.
A'S94vr,2�y
.�
y
lAf� y
CF C>►.���'
JWDEN & EXHIBIT "A"LEGAL DESCRIPTIONSOCIATES FOP ROAD PURPOSES
A.P. NO. 111-120-01•
ei'r«crp(ZZXS -ttwr+j4VU_LA qD SURvsVC� W.O. No. 0879-273-5 Date 11 15 93
Itr012CowwH,sulTElrO• iAVINr.•Cw92774 En D.C. Chk. D.W.
7141 a-o1ro Fwx:�il ST• Sheet 1 of 2 1
- CyUIDI'[- - - -
EXHIBIT "8"
2s'
G0
54 130,
n 57
�Jv 5G -'
54
53
52 J.c J r.;•►
♦• ✓
51
50
44
25'
WEST L2f. 5W 1/4, SM. 35.
T. 5 5.. R. 11 W., S.O.M.
E
20
C�v' ""♦ lit 1
J ♦ +
r% v
C_'v eel
��� E 14 r.vo'tom.. .
J ✓ J
n�
o ERNE5T AVENUE
E LEGEND �
18 MUTESAREA
DESCRIBED
D NERElN
SGALE: 1'-100'
f
w
*LDEN & SICETO TO ACCO'EPAM A LEGAL DE5GRlP170N
SS 0 CIATES FOR ROAD FURPOSE"5
AP. 1Na. 111-120-01 -
18012 COWAN. SMTE 21D. fRn?E. CA 82724 W.O. No D874- 3-6 Date 11/15/g3
(714) 88o-0110 FAX- 680-0418 Fnnr. rhL, R.W. c►.,,�► 7 nr 9
EXHIBIT 15
STATE OF CALIFORNIA )
ss
COUNTY OF ORANGE )
On APRIL 12. 1999 before me, JOYCE ROLLINGS - NOTARY
PHRI TC personally appeared.
R. G. WILLIAM5 _
personally known to me
-sa4_i-&fapt-0ry--ev-i4d-(-_REe4--t4D be the person (s) whose name (s) is/are
subscribed to the within instrument an know 1edged to me that
(gYshe/they executed the s in b.islher/their authorized
capacity(ies) , and that by is her/their signatures) on the
instrument the person (s) or the entity upon behalf of which the
person (s) acted, executed the instrument .
��--VrrN7' my -hand and official seal . }
JOYCE RG:LINGS�l7L
f '� ' COM.M. n 1205254
j g tix - NOTAk; . ._:_: C - ;RNIA
' -- — DRA,tiG: COuNrr N
My Comm.EXP.02C- 18. 2002'r
JOYCE ROLLINGS
CONIM. 0 1205254
C•CALIFORNIAd
•' DNANGE COUNTY N
my C^mm.Exp.Dec. 18.2002 f r
78010 03 92 1-W1713252113.1 a03l26199 —2—
CITY OF HUNTINGTON BEACH
CERTIFICATE OF ACCEPTANCE
This is to certify that the interest in real property conveyed by
deed or grant dated from S & C OIL COMPANY, INC. , to
CITY OF HUNTINGTON BEACH, is hereby accepted by the undersigned on
behalf of the City of Huntington Beach pursuant to authority
conferred by Resolution , -/ of the City Council of the City
of Huntington Beach, adopted on &Jd 57- 7, 1 7z , and the
grantee consents to recordation thereo y its duly authorized
officer.
Date:_ k, .4 / /99I CITY OF HUNTINGTON BEACH
By:
Title : /� .Pyi-3/ G'/T'f� CLe0Cx
The foregoing Instrument Is a correct
copy of the original on file in this office.
�
Attest f�D1 ! a d lg u
AY
City jerk and Ex officio Clerk of t;e 'its
Council of the City of Hunt:c:i
Calif a.
BY
7801003821-g01713252113.1 ao3126199 -3-
RECORDING REQUESTED BY:
FIRST AMERICAN TITLE INSURANCE CO.
COMMERCIAL/INDUSTRIAL DIVISION THIS ORIGINAL DOCUMENT WAS SCANNED
AND ELECTRONICALLY RECORDED ON
OR-9952634—JP
APR 2 2 1999
WHEN RECORDED MAIL TO:
Document No. < �/
CITY OF HUNTINGTON BEACH First American Title Insurance Company
CONNIE BROCKWAY CITY CLERK
P.O. BOX 190-2000 MAIN ST
HUNTINGTON BEACH, CA 92648
THIS SPACE FOR RECORDERS USE ONLY
GRANT OF EASEMENT
TO
CITY OF HUNTINGTON BEACH
THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION
(ADDITIONAL RECORDING FEE APPLIES)
Fecording Requested by and
Return to:
City of Huntington Beach
CONNIE BROCKWAY CITY CI.ERK _
CITY of HUNTING 1 ON BEACH )0
httpa;wtivw.ci.hf.:nti�y!an�each.ca.us
P 0 BOX 190-2000 R1AIN STREET ASSESSOR' S PARCEL NO:
HUNTINGTON BEACH CA 92649
111-120-01
GRANT OF EASEMENT
TO
- - CITY OF HUNTINGTON BEACH
BY
S & C OIL COMPANY, INC.
FREE RECORDING REQUESTED:
Essential :o Acquisition By
City of Huntington Beach
Government Code 96103
FOR VALUABLE CONSIDERATION, receipt of which is hereby
acknowledged, S & C OIL COMPANY INC. ( "Owner" herein) , hereby
grants and conveys to CITY OF HUNTINGTON BEACH, a charter city duly
created and existing under the laws of the State of California,
( "Grantee" herein) , a perpetual, exclusive easement and right--of-
way for the construction, maintenance, and operation of a public
right-of-way. This easement includes, but is not limited to, the
right to construct, operate and maintain a public roadway,
including all uses incident to the use of the easement as a public
right-of-way, including but not limited to the placement of
utilities on or over the easement, accessways for vehicular and
pedestrian access, busbays, signage, curbs, gutters, drainage
facilities, traffic control devices or other roadway improvements,
and otherwise use the hereinafter described property for these
purposes, together with incidental appurtenances and connections,
in, over, under, upon, along, through and across the real property
located in the City of Huntington Beach, County of Orange, State of
California, as described in Exhibit "A" and depicted in Exhibit
"B, " which exhibits are attached hereto and made a part hereof (the
"Easement Area" )
IN WITNESS HEREOF this Grant of Easement has been executed
this 12th day of//ly$t1' 999 .
Apr�i1
"Owner"
S & C OIL COMPANY, INC.
B. G.�Tilliams = ,
Title : - f:
APPROVED AS TO FOP:::
GAIT, HU-TTO111 City Attorney
By: Deputy City Attorney -
7801003821-001713252113.1 a03126'99 - -
FXMIT "A"
LEGAL DESCRIPTION
FOR ROAD PURPOSES
A.P. NO. 111-120-01
BEING THAT PORTION OF LOT 20 IN BLOCK"F"OF THE GARFIELD STREET ADDITION
TO THE CITY OF HUNTINGTON BEACH, IN THE CITY OF HUNTINGTON BEACH,
COUNTY OF ORANGE,STATE OF CALIFORNIA, E:S SHOWN ON A MAP RECORDED IN
BOOK 7, FACES 27 AND 28 OF MISCELLANEOUS MAFS, IN THE OFFICE OF THE
COUNTY RECORDER OF SAID COUNTY, LYING WESTERLY OF A LINE PARALLEL
WITH AN 55.00 FEET EASTERLY, MEASURED AT RIGHT ANGLES, FROM THE WEST
LINE OF THE SOUTHWEST QUARTER OF SECTION 35,TOWNSHIP 5 SOUTH, RANGE I I
WEST,SARI BERNA.RDINO BASE AND MERIDIAN, AS SHOWN ON THE MAP RECORDED
IN BOOK 51, PAGE 13 OF MISCELLANEOUS MAPS, RECORDS OF SAID COUNTY.
CONTAINING AN AREA OF 3288 SQUARE FEET, MORE OR LESS.
AS SHOWN ON EXHIBIT "B" ATTACHED HERETO AND MADE A PART HEREOF.
SUBJECT TO COVENANTS,CONDITIONS,RESERVATIONS,RESTRICTIONS,RIGHTS-OF-
WAY, EASEMENTS AND LEASES, OF RECORD, IF ANYA
v
kW `r
-
1f
J' CNN
kEN &
D EXHIBIT "A"
LEGAL DESCRIPTION;-""SS
SOCIATES FOR ROAD PURPOSES
crn -.
LlXQlr+clxsruKKcm—LANDsupLvslVR3 A.P. NO. 111-120-01 -
1901I COWAN.SUM 710. IRVIN&CA9771/ W•0- No. 087 -273-8 Date 11 15 93
714)66"110 I-AX:6604MIS Engr. D.C. Chk. D-W. Sheet I of
FXFI1RIT
• �� � AhiERlc
4 " First American Title Insurance Company
114 EAST FIFTH STREET, (P.O. BOX 267) SANTA ANA, CALIFORNIA 92701 • (714)558-3211 FAX(714)647-2235
BUYER/BORROWER CLOSING STATEMENT
ESCROW STATEMENT OF: Escrow: 99526341
CITY OF HUNTINGTOti BEACH Escrow Officer: KATHERINE M. SEANNON
Date: April 23 , 1999
Closing Date: 04/22/99
Final
Seller: S & C OIL COMPANY, INC.
Property Address: APN 111-120-01
HUNTINGTON BEACH, CA
TOTAL CONSIDERATION 126,421.00
PLUS CHARGES
TITLE CHARGES TO FIRST AMERICAN TITLE INSURANCE COMPANY
OWNERS POLICY FOR $126 ,421.00 516.75
ESCROW CHARGES TO FIRST AMERICAN TITLE
ESCROW FEE 598. 65
RECORDING FEES TO FIRST AMERICAN TITLE
ELECT. TRANSFER FEE 20.00
TOTAL DEBITS 127,556.40
LESS: CREDITS
INITIAL DEPOSIT TO ESCROW 127 ,871.65
TOTAL CREDITS 127 ,871.65
BALANCE DUE YOU 315.25
CITY OF HUNTINGTON BEACH
2000 MAIN STREET CALIFORNIA 92648
OFFICE OF THE CITY CLERK
CONNIE BROCKWAY
CRY CLERK
April 19, 1999
First American Title Company
114 East Fifth Street
Santa Ana, California 92701
Attention: Katherine Soto
Escrow Pick Up No. 9952634M
Attached is Grant of Easement Deed No. 5707 - AP No. 111-120-01 from S & C Oil
Company to City of Huntington Beach. Your office will be picking up this document to
be recorded with the County. Please have the attached conformed copy returned in
the self-addressed envelope. Please have the recorded document returned to the City
Clerk's Office, City of Huntington Beach, 2000 Main Street, Huntington Beach,
C rnia 926��
Connie Brockway, CIVIC
City Clerk
CB:jc
Enclosure
CC: Grant of Easement Deed No 5707—S & C Oil Company
Enclosure: Check No. 513122 in the amount of $127,871.65.
Received by 5 a
Date - 9-0 "
escropu.doc/5&C OiLic
1 Telephone:714.538-5227}
r -
CITY OF HUNTINGTON BEACH
P.O.BOX M.hUNT!NG70N 8FACh.CAUFOnNiA S25-3
04-16-99 $127,871.65 $127,871.6
$127,871.65 $127,871.E
CITY OF HUNTINGTON BEACH 1 20
GENERALACCOUNT NUNGER
_. P.O. 1
1•i ' 513122
HUNTINGTON BEACH. RN:CALIFOA 92646
FAY TO THE ORDER OF
DATE NU.YBER ...%•;' .•.,;,•;,•:..,,,�,i4.4.,15 5 :: NE:TAr'OLNT
First American Title Insurance Co. 04-16-99 513122 $' 7`'8ti7 �' t��ti,. **$127,871.65
Illy
114 E. Fifth St.
Santa Ana, Ca 92701
CITY OF HL\TI\GTO\ BEACF:
V00 UNLESS PRESENTED FOR ENCASHMENT
W'T�N 99 DAYS FROW DATE OF ISSUE ..+
UNION BANK OF CALIFORNIA
17122 BEACH BLVD.
HUNTINGTON BEACH,CA 92647 yi'/�•7`� ��!�=�+�
l✓,_Y---ter' r ./�
11' S 13 1 2 211' 1: 12 20004961: 27400 134 i911'
� 5
y Recording Requested by and
Return to:
City of Huntington Beach
CONNIE BROCKWAY CITY CLERK
CITY OF HUNTINGTON BEACH )0
http:llwtivw.ci.hunting:c:-i-beach.ca.us
P 0 BOX 190-2000 MAIN STREET ASSESSOR' S PARCEL NO:
HUNTINGTON BEACH CA 92648
111-1.20-01
GRANT OF EASEMENT
TO
CITY OF' HUNTINGTON BEACH
BY `
f S & C OIL COMPANY, INC. ---
FREE RECORDING REQUESTED:
Essential to Acquisition By
City of Huntington Beach
Government Code §6103
FOR VALUABLE CONSIDERATION, receipt of which is hereby
acknowledged, S & C OIL COMPANY. INC. ( "Owner" herein) , hereby
grants and conveys to CITY OF HUNTINGTON BEACH, a charter city duly
created and existing under the laws of the State of California,
( "Grantee" herein) , a perpetual, exclusive easement and right-of-
way for the construction, maintenance, and operation of a public
right-of-way. This easement includes, but is not limited to, the
right to construct, operate and maintain a public roadway,
including all uses incident to the use of the easement as a public
right-of-way, including but not limited to the placement of
utilities on or over the easement, accessways for vehicular and
pedestrian access, busbays, signage, curbs, gutters, drainage
facilities, traffic control devices or other roadway improvements,
and otherwise use the hereinafter described property for these
purposes, together with incidental appurtenances and connections,
in, over, under, upon, along, through and across the real property
located in the City of Huntington Beach, County of Orange, State of
California, as described in Exhibit "A" and depicted in Exhibit
""B, " which exhibits are attached hereto and made a part hereof (the
"Easement Area" )
IN WITNESS WHEREOF this Grant of Easement has been executed
this 12th day oflNgt� 1 999 .
April
"Owner"
S & C OIL COMPANY, INC.
B
- B. G._++Tilliams
Title :
APPROVED AS TO FOR;.[:
GAIL HUTTOi,,, City Attorney
Py:ji Deputy City Attorney
7801003921-001713252113.1 a03126194 —1—
t
EXHIBIT IBIT "A"
LEGAL DESCRIPTION
FOR ROAD PURPOSES
A.P. NO. 111-120-01
BEING THAT PORTION OF LOT 201N BLOCK"F"OF THE GARFIELD STREET ADDITION
TO THE CITY OF HUNTINGTON BEACH, IN THE CITY OF HUNTINGTON BEACH,
COUNTY OF ORANGE,STATE OF CALIFORNLA, E.S SHOWN ON A MAP RECORDED 1N
BOOK 7, PAGES 27 AND 28 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE
COUNTY RECORDER OF SAID COUNTY, LYING WESTERLY OF A LINE PARALLEL
WITH AN 55.00 FEET EASTERLY, MEASURED AT RIGHT ANGLES, FROM THE WEST
LINE OF THE SOUTHWEST QUARTER OF SECTION 35, TOWNSHIP 5 SOUTH, RANGE 11
WEST,SAN BERNARDINO BASE AND MERIDIAN, AS SHOWN ON THE MAP RECORDED
IN BOOK 51, PAGE 13 OF MISCELLANEOUS MAPS, RECORDS OF SAID COUNTY.
CONTAINING AN AREA OF 3288 SQUARE FEET, MORE OR LESS.
AS SHOWN ON EXHIBIT "B" ATTACHED HERETO AND MADE A PART HEREOF.
SUBJECT TO COVENANTS,CONDITIONS,RESERVATIONS,RESTRICTIONS,RIGHTS-OF-
WAY, EASEMENTS AND LEASES, OF RECORD, 1F ANY.1
r
' crVIL
F
kDEN & F'XH1B1T "A"
LEGAL DESCRIPTION
SOCIATES FOR ROAD PURPOSES
A.P. NO. 111-120-01
CM'-v+ciNElR3—FLAWN S—LANDSURVErOM W.O. No. 0879-273,-88 Date 1 15 93
"012 COWAN SUMS 210• IRVIHR CA 97714 Sr•
0 FAX: En D.C. Chk. D.W. Sheet 1 of 2 1
71.teea-olt
FXNIRIT
• - i 1
EXHIBIT "B
25'
60
59 `30'
57 /
S6
54
53 �� C J.,
C��� F+ Gt'
�• d
52
51
50
49
ZZ
25'
WEST LWE, SW 1/4. SEC. 35,
T. 5 5, R. 11 W., S.B.B19.
2XV
0
LLA
r'..1
w +
C J� 19
�• �I`'1 � tl)
Z
o ERNE5T AVENUE
N � �
LEGEND
Ia ® Vf5CNDIGATES AREA
DE5GRIBED HERE
SCALE: 1'-100' i
EJPi1B1T 'B'
&LDEN & BMW TO AGGOWANY A LEGAL DESCUT10N
SS 4 CIATE S FOR Roan PLIRP05E5
AP. NO. 111-120-01
16012 COWAN. SUITE 210, IRVI? E. CA 92714 W.O. No 067q-2 3 Date 11/15/93
(714) 060-0110 FAX: 860-0419 1 Fnnr- r" Q.W, c+.., ,+ 7 nt 9
EXHIBIT B
J
STATE OF CALIFORNIA }
ss
COUNTY OF ORANGE )
On APRIL 1.2. 1999 before me, JOYCE ROLLINGS, NOTARY
PUBLIC personally appeared.
B. G. WILLIA __ - -� ..•. . • __•
personally known to me (o.--proued--#.Q__me---ran-. -tha--•basis--0€
-saisfa�,t-0 }�--ev3xs�}--to be the person (s) whose name (s) is/are
subscribed to the within instrument and.-air,knowledged to me that
(gVshe/they executed the s in zs •her/their authorized
capacity(ies) , and that by is her/their signatures) on the
instrument the person (s) or the entity upon behalf of which the
person (s) acted, executed the instrument .
-W1'TN S my. hand ,and official seal . _
JOYCE RO!
COMM. 4,1205254
�
NDTAih; •. .- :JRNIA �
OFAr,G� CG.�NTt N
My Comm.Exr.De,--. 18, 2002 �r
I
wow. JOYCE ROLLINGS
*. COMM. #1205254
�LIG•CAUFORNIA o
t !Nk,'GE COUNTY M
My Comm.Exp.Dec. 18,2002 f
7801003821-001713252113.1 303/26/99 —2—
CITY OF HUNTINGTON BEACH
CERTIFICATE OF ACCEPTANCE
This is to certify that the interest in real property conveyed by
deed or grant dated from S & C OIL COMPANY, INC. , to
CITY OF HUNTI GTON BEACH, is hereby accepted by the undersigned on
behalf of the City of Huntington Beach pursuant to authority
conferred by Resolution of the City Council of the City
of Huntington Beach, adopte on AW& 7- 7, /97Z and the
grantee consents to recordation there its duly authorized
officer}}
Date: /TPie/L. � �_�99� CITY OF HUNTINGTON BEACH
BY
Title :
790l003821-0017i3252113.1 a03126l99 —3—
!
Recording Requested by and
Return to :
City of Huntington Beach
CONNIE BROCKV'dAY CITY CLERK
CITY OF HUNTINGTON BEACH )O
http.l;�v�v.ci.hunang;cn-beach.ca-us
P 0 BOX 190-2000 MAIN STREET ASSESSOR' S PARCEL NO:
HUNTINGTON BEACH CA 92648
111-120-01
GRANT OF EASEMENT
/7 TO
CITY OF HUNTINGTON BEACH
_ r By !
-
S & C OIL COMPANY, INC. -.-
FREE RECORDING REQUESTED:
Essential to Accraisit_cn By
City of Huntington Beach
Government Code 56103
FOR VALUABLE CONSIDERATION, receipt of which is hereby
acknowledged, S & C OIL COMPANY, INC. ( "Owner" herein) , hereby
grants and conveys to CITY OF HUNTINGTON BEACH, a charter city duly
created and existing under the laws of the State of California,
( "Grantee" herein) , a perpetual, exclusive easement and right-of-
way for the construction, maintenance, and operation of a public
right-of-way. This easement includes, but is not limited to, the
right to construct, operate and maintain a public roadway,
including all uses incident to the use of the easement as a public
right-of-way, including but" not limited to the placement of
utilities on or over the easement, accessways for vehicular and
pedestrian access, busbays, signage, curbs, gutters, drainage
facilities, traffic control devices or other roadway improvements,
and otherwise use the hereinafter described property for these
purposes, together with incidental appurtenances and connections,
in, over, under, upon, along, through and across the real property
located in the City of Huntington Beach, County of Orange, State of
California, as described in Exhibit "A" and depicted in Exhibit
"B, " which exhibits are attached hereto and made a part hereof (the
"Easement Area" )
IN wi'TNESS WHEREOF this Grant of Easement has been executed
this _ 12th day of/m 999 .
April r
"Owner"
S & C OIL COMPANY, INC.
B J
B. G. ims
Title : �
APPROVED AS TO FOE2,i: Each page of this certified copy of t
CAIL HUTT411I,, City Attorney document shall be affixed Frith the
By:. Deputy City Avtorzey seal of the City o'f. Huntington Beach .
i �11ff 66NNIE BROCKWAY
7901003M-001,73252113.1 v03126/99 _1_ Conn' Brockway ►�C i ty Clerk
�
FXHIDTT "A"
LEGAL DESCRIPTION
FOR ROAD PURPOSES
A.P. NO. 111-120-01
BEING THAT PORTION OF LOT 20 IN BLOCK"F"OF THE GARFIELD STREET ADDITION
TO THE CITY OF HUNTINGTON BEACH, IN THE CITY OF HUNTINGTON BEACH,
COUNTY OF ORANGE, STATE OF CALIFORNIA tS SHOWN ON A MAP RECORDED IN
BOOK 7, PAGES 27 AND 28 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE
COUNTY RECORDER OF SAID COUNTY, LYING WESTERLY OF A LINE PARALLEL
WITH AN 55.00 FEET EASTERLY, MEASURED AT RIGHT ANGLES, FROM THE WEST
LINE OF THE SOUTHWEST QUARTER OF SECTION 35,TOWNSHIP 5 SOUTH, RANGE 11
WEST, SAN BERNARDINO BASE AND MERIDIAN, AS SHOWN ON THE MAP RECORDED
IN BOOK 51, PAGE 13 OF MISCELLANEOUS MAPS, RECORDS OF SAID COUNTY.
CONTAINING AN AREA OF 3288 SQUARE FEET, MORE OR LESS.
AS SHOWN ON EXHIBIT "B" ATTACHED HE RETO AND MADE A PART HEREOF.
SUBJECT TO COVENANTS,CONDITIONS,RESERVATIONS,RESTRICTIONS,RIGHTS-OF-
WAY, EASEMENTS AND LEASES, OF RECORD, IF ANYA
hw - I C't
s�.
CN1L
ALDEN & EXHIBIT "A"
LEGAL DESCRIPTION
SSOCIA.TES FOR ROAD PURPOSES
A.P. NO. 111-120-01
M4l1rGlMLERs—1tw11>KLRS_w10 SVRysrVR.s W.O. No. 0879-273-8 Date 11 15 93
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AP. NO. 111-120-01 '
I8012 COWAN, SUITE 210. JRVINE. CA 92714 W.O. No 0879= 3'6 Date 11/15/93
(714) 880-0110 FAIL• 600-04LB Fnnr. � r'hl, V-W- c►,....• 7 n: 9
EXHIBIT
STATE OF CALIFORNIA )
ss
COUNTY OF ORANGE )
On APRIL 12. 1999 before me, JOYCE ROLLINGS_ NOTARY
PUBLIC personally appeared.
R. G. WTLLIAM� -
personally known to me (ar_-_praised--.ta-_m&__Qn__.i,-}}e--basir,--G€
be the person (s) whose name (s) is/are
subscribed to the within instrument anknowledged to me that
(gYshe/they executed the s in his her/their authorized
capacity(ies) , and that by is her/their signatures) on the
instrument the person (s) or the entity upon behalf of which the
person (s) acted, executed the instrument .
�- S my hand and official seal .
JOYCE. ROLL I N-GS 'I►
' COMM. N 1':05254 �
NOTAk: -:::...0 ._-:JHNfA 0
—'" — ORANG' COuNri n�
My Com:n.Ex;. Dec. 18, 2002
71
JOYCE ROLLINGS I�
®r: sa C0%1tl #1205254
IC-CALIFORNIA o
% G'nAM1GE COUNTY [v
My Com.r.Exp.Dec. 18, 2002
7901003921.0017/3252113.1 203/26/99 —2—
CITY OF HUNTINGTON BEACH
CERTIFICATE OF ACCEPTANCE
This is to certify that the interest in real property conveyed by
deed or grant dated from S & C OIL COMPANY. INC. , to
CITY OF HUNTINGTON BEACH, is hereby accepted by the undersigned on
behalf of the City of Huntington Beach pursuant to authority
conferred by Resolution of the City Council of the City
of Huntington Beach, adopted on r 7, /9 , and the
grantee consents to recordation thereof 'by its duly authorized
officer.
Date :- 4/X/4 /} 1997 CITY OF HUNTINGTON BEACH
By: �-�
T i t l e : 11F �_T'r CL�CJC,
The foregoing instrument Is a correct
copy ,of the original on file in this office.
Attest._ aDLL1�0 19_2 f
E �fS�L�Y—
City Jerk and Ex•officio Clerk of t.,e ''ity
Council of the City of Hong, �t=n
'Calif a.
By -4
780/003821-001713252113.1 a03126199 —3—
b
7 % /���
TiCe Notes
Office of the City Clerk
Huntington Bead, CaCifornia
POE
City of Huntington Beach
A.O.Box 190-2000 Main Street
Huntington Beach, California 92648
HUNTINGTON BEACH
From the desk of: Connie Brockway, CMC
Cite Clerk
Telephone: (714) 536-5 4
Fax: (714) 374-15-5
v
�l psi ,����' �/'� vd>✓f�i✓ji L7� L ._
?d -
iCRX.of-'Juntington Beach
P.O. Box 190-2000 Main Street
Huntington Beach,California 92648 l
HUNTINGTON REACH N
From the desk of.- Connie Brockway, CMC �
Cite Clerk
Telephone: (714) 53b-5404
1
Fax: (714) 374-1557
�J sAAZ' ,-
CITY OF HUNTINGTON BEACH
2000 MAIN STREET CALIFORNIA 92648
OFFICE OF THE CITY CLERK
CONNIE BROCKWAY
CITY CLERK
March 25, 1999
First American Title Company
114 East Fifth Street
Santa Ana, California 92701
Attention: Katherine Soto
Escrow Pick Up No. 9952634
Attached is the Agreement for Purchase And Sale Of Real Property And Escrow
Instructions By and Between The City Of Huntington Beach (Buyer) , PLC (Buyers
Contractor) and S & C Oil Company, Inc. (Seller) AP No. 111-120-01. Your office will
be picking up this document for your records.
As you conveyed to Janelle Case, Deputy City Clerk it is your understanding from
conversations you have had with Dan Brennan, Real Estate Division, City of Huntington
Beach, that deeds will be prepared by the city for recordation.
Connie Brockway, CIVIC
City Clerk
CB:jc
Enclosure
CC: PLC, & S & C Oil Co. With Original Agreement
Received by J'
Date
cscropu.doc/Lai ng/01son:jc
(Telephone:714-536-5227)
D DrR,
7 f �'oL.A�TE/�7-�4orn+I►J
Council/Agency Meeting Held: I
Def red/Continued to:
Approved nditionally Approved El Denied 4E
PwY City rk's Signature
Council Meeting Date: February 15, 1999 Department ID Number: AS 99-005
CITY OF HUNTINGTON BEACH
REQUEST FOR COUNCIL ACTION
SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
SUBMITTED BY: RAY SILVER, City AdministratoroPA
PREPARED BY: JOHN P. REEKSTIN, Director of Administrative Services r`r`
SUBJECT: APPROVE ACQUISITION OF PROPERTY FROM S&C OIL CO. FOR
GOLDENWEST STREET RIGHT-OF-WAY
Statement of Issue,Funding source,Recommended Action,Alternative Action(s),Analysis,Environmental Status,Attachment(s)
Statement of Issue: Under the terms of the Holly-Seacliff Development Agreement, dated
April 11, 1991, it is the City's responsibility to acquire the public right-of-way for all street
widening within the Holly-Seacliff Project. The parcel as described below must be acquired
for the Goldenwest Street right-of-way widening between Ellis Avenue and Clay Street.
Funding Source: Acquisition costs are to be paid by the developer (PLC Land Company).
No City funds are required.
Recommended Action:
1. Motion to approve the acquisition of AP #111-120-01.
2. Authorize execution of the Agreement For Purchase and Sale of Real Property and
escrow instructions by the Mayor and City Clerk.
3. Accept the attached easement deeds for the parcel described herein and authorize
acceptance by the City Clerk with recording to follow through indicated escrow.
Alternative Action(s): Do not authorize the escrow and the acquisition of this parcel and
delay the widening and improvement of the Goldenwest Street right-of-way.
Analysis: The widening of Goldenwest Street is an integral part of the implementation of
the Holly-Seacliff Development Plan from Ellis Avenue to Clay Street.
The precise street alignment was approved by the City Council on December 16, 1991 by
Ordinance Number 3217.
0033995.01 V
REQUEST FOR COUNCIL ACTION
MEETING DATE: February 15, 1999 DEPARTMENT ID NUMBER: AS 99-005
The Real Estate Services Division, together with outside legal advisor Rutan and Tucker
have been actively negotiating with the owners of the required street widening parcels since
the inception of the Holly-Seacliff Project. Negotiations are based on independent
appraisals. Since the developer pays all costs, approval of financial terms by
representatives of the developer is required, along with City Council approval of the
purchase terms. The subject action involves the acquisition of an easement interest for
public street purposes in the total amount of $126,421.00.
Environmental Status: Not applicable.
Attachment(s):
City Clerk's
Page Number No. Description
• Agreement for purchase & sale of Real Property & escrow instructions.
RCA Author: goldstem
0033995.01 -2- 02/08/99 2:05 PM
CITY OF HUNTINGTON BEACH
2000 MAIN STREET CALIFORNIA 92648
OFFICE OF THE CITY CLERK
CONNIE BROCKWAY
CITY CLERK
March 25, 1999
First American Title Company
114 East Fifth Street
Santa Ana, California 92701
Attention. Katherine Soto
Escrow Pick Up No. 9952634
Attached is the Agreement for Purchase And Sale Of Real Property And Escrow
Instructions By and Between The City Of Huntington Beach (Buyer) , PLC (Buyers
Contractor) and S & C. Oil Company, Inc. (Seller) AP No. 111-120-01. Your office will
be picking up this document for your records.
As you conveyed to Janelle Case, Deputy City Clerk it is your understanding from
conversations you have had with Dan Brennan, Real Estate Division, City of Huntington
Beach, that deeds will be prepared by the city for recordation.
Connie Brockway, CIVIC
City Clerk
CB:jc
Enclosure
CC: PLC, & S & C Oil Co. With Original Agreement
Received by
Date
1
escropu.doc/Laing/01 son:jc
(Telephone:714-536.5227)
ATTACHMENT
Y - �
�� � �-y �
v
AGREEMENT FOR PURCHASE AND SALE
OF REAL PROPERTY AND ESCROW INSTRUCTIONS
Escrow No.
Date of Opening
of Escrow: 1998
To: FIRST AMERICAN TITLE INSURANCE COMPANY
( "Escrow Holder" )
114 East 5th Street
Santa Ana, CA 92701
Attention: Katherine Soto
Escrow Officer
Telephone : 647-4466
THIS AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY AND
ESCROW INSTRUCTIONggAthis "Agreement" ) is made this /(p`]] day of
199&, by and between THE CITY OF HUNTINGTON BEACH,
a municirlal corporation ( "Buyer" ) , PLC, a California general
partnership ( "Buyer' s Contractor" ) , and S&C OIL COMPANY, INC.
( "Seller" ) .
R E C I T A L S :
A. Seller is the owner of that certain real property located
in the City of Huntington Beach, County of Orange, State of
California and more particularly described in the legal description
attached as Exhibit "A-1" (the "Property) hereto and depicted in
the map attached as Exhibit "B-1" hereto. Seller is also the owner
in fee of that certain real property adjacent to the Property more
particularly described in the legal description attached as Exhibit
"A-2" ( "Easement Property" ) and depicted in the map attached as
Exhibit "B-2" hereto.
B. Buyer, a municipal corporation, has filed a lawsuit in
eminent domain in Orange County Superior Court entitled City of
Huntington Beach v. S&C Oil Comoany. Inc . . et_al . , Case No. 792679,
hereafter the "Condemnation Action. " The Condemnation Action has
been filed to enable the Buyer to acquire the Property for the
purposes of constructing and maintaining certain streets, roadways,
sidewalks and other improvements ( "Project" ) .
C. Seller desires to have the Condemnation Action dismissed
and to voluntarily transfer a temporary construction easement in
the Easement Property for the purposes of constructing the
improvements in the Property, and to voluntarily convey a permanent
easement interest Seller has in the Property to Buyer.
780,003821-0017/3189164.3 a12119198
NOW, THEREFORE, the parties hereto agree to transfer a
permanent easement interest in the Property from Seller to Buyer
and to transfer a temporary construction easement interest in the
Easement Property from Seller to Buyer in accordance with the
following terms and conditions :
ARTICLE I
TERMS AND CONDITIONS
1 . 1 Purchase and Sale of Proper t . Buyer hereby agrees to
purchase from Seller, and Seller hereby agrees to sell to Buyer the
Property, upon the terms and conditions hereinafter set forth.
1 . 2 Temporary Construction _Easement in Easement Property.
Buyer hereby agrees to purchase from Seller, and Seller hereby
agrees to sell to Buyer, a temporary construction easement in the
Easement Property, upon the terms and conditions hereinafter set
forth.
1 . 3 Opening of Escrow. Within ten (10) business days after
the execution of this Agreement by Seller and Buyer and the
approval of this Agreement by the. Huntington Beach City Council,
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 . 4 Payment-of Purchase Price .
(a) Amount of Purchase Price. The purchase price for
transfer of the Property and the Temporary Construction Easement
shall be One Hundred Twenty-Six Thousand Four Hundred Twenty-One
Dollars ($126, 421 . 00) ( "Purchase Price" ) .
(b) Payment of Purchase Price. The Purchase Price shall
be deposited by Buyer into Escrow within five (5) business days
following the opening of Escrow. 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 out below
is paid as full and final consideration of all of the following:
(i) Permanent Easement interest in and to the
Property, for the purposes of the construction,
operation, and maintenance of a public roadway thereon,
including all uses incident to the use of the Property as
780/003821-0017/3I89164.3 a12119198 -2-
a public right of way, including but not limited to the
placement of utilities on or over the Property,
accessways for vehicular and pedestrian access, bus bays,
signage, curbs, gutters, drainage facilities, traffic
control devices or other roadway improvements.
(ii) All improvements, structures, landscaping,
paving and any appurtenances to the Property, including
but not limited to the oil production facilities located
on the Property, commonly known as HB #2 oil well; and
(iii) A Temporary Construction Easement in and
over the Easement Property, the scope and -terms of which
are as follows :
A nonexclusive easement which permits the City
of Huntington Beach, its officers, agents,
employees, and contractors, to enter upon,
occupy, and pass over the temporary
construction easement area more specifically
described in the legal description, attached
as Exhibit "B" as deemed reasonably necessary
for all purposes incidental to reconstructing
and widening Goldenwest Street in accordance
with the approved street construction (the
"Project" ) . The temporary construction
easement shall include the right to perform
any necessary excavation; grading; earth fill;
compaction; installation of concrete forms;
landscaping; irrigation; utility; and sign
relocation; accommodation of private drainage
facilities; and deposit of tools, equipment
and material for all such necessary activities
which are reasonably incidental to the work
being performed on said property in connection
with the Project .
Such incidental activities shall include, but
not be limited to, adjusting grade
differentials between the planned street and
the adjoining real property and/or matching
existing concrete and/or asphalt paved areas,
and/or natural grade areas, or such work as
may pertain to on-site improvements to render
the temporary construction easement area or
the larger parcel to which it pertains in the
same functional condition as reasonably
practicable to the condition before the
Project in terms of access, irrigation, and
connection of public right of way improvements
to the larger parcel .
The rights granted hereunder shall commence
fourteen (14) days after written notification
7801003821-001713189164.3 a12/19198 -3-
to the property owner, but in no event later
than June 1, 1999, and shall continue in full
force and effect until twelve (12) months
after notice . Upon termination of the
temporary construction easement, the Easement
Area shall be restored to a condition that is
functionally equivalent as is practicable to
its condition prior to the commencement of the
work.
(d) Payment of the Purchase Price by Buyer to Seller
represents total just compensation for Buyer' s acquisition of the
Property, the Temporary Construction Easement, HB #2 oil well, all
damages to the remainder of the larger parcel of which the Property
is a part ( "Remainder" ) from the construction of the Project, all
damages for lost oil production or other economic damages due to
interruptions of sewer, water, and electrical utility services,
precondemnation 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 the Property, excepting therefrom only such damages to
the Remainder which are the result of active negligence on the part
of the City or its contractors, arising out of the construction of
the roadway improvements which constitute the Project .
(e) Seller shall have the right to continue to utilize
HB #2 oil well up to and including a period of five (5) days after
notice is given to Seller by Buyer, or Buyer' s Contractor, of the
abandonment of HB #2 oil well . During such five (5) day period,
after Seller' s receipt of Notice from Buyer or Buyer' s Contractor,
Seller shall remove all production equipment, rods, tubing and
other operating equipment from the well . Seller shall retain title
to all such equipment . Buyer shall provide access to HB #2 oil
well to the abandonment contractor, and shall cooperate with the
abandonment contractor in securing the abandonment of HB #2 oil
well to all applicable regulatory standards .
(f) Buyer' s -Contractor shall maintain, to the maximum
extent practicable, sewer, water, and electrical utility service to
the Remainder during abandonment of HB #2 oil well . Buyer' s
Contractor shall give no less than forty-eight (48) hours notice to
Seller of any scheduled temporary interruptions of sewer, water or
electrical utility service .
(g) In the event the abandonment of HB #2 oil well is
not completed within twelve (12) days from the date the physical
abandonment activities commence, Buyer shall pay to Seller the sum
of One Hundred Dollars ($100) per day for each day beyond the
twelve (12) day period set forth above until the abandonment is
completed, including the removal from the property of all
abandonment rigging equipment . If. any delay in completing the
abandonment of HB #2 oil well is as a result of Seller' s conduct on
or about the Property, or Seller' s delay in removing the oil well' s
production equipment as provided" in subparagraph (e) above, the
7801003821-001713189164.3 a12119/98 -4
Buyer shall not be liable for any additional payment to Seller to
complete the abandonment of HB #2 oil well .
(h) Reasonable vehicular and pedestrian access to the
Remainder shall be maintained during Project construction. Seller
shall permit temporary interruption of access to the Remainder,
from time to time during construction for the purpose of conducting
soil remediation activities, utility activities or other project
construction activities, for periods not to exceed eight (8) hours .
In the event of such interruption of access, access shall be
restored at the end of each working day in which access has been
interrupted, unless otherwise agreed to by Seller.
1. . 5 Infrastructure Improvements .
(a) Buyer' s 'Contractor shall - donstruct a new six-inch
sewer line lateral to the Property to be connected to the new
eight-inch sewer line to be constructed by Buyer' s Contractor in
Goldenwest Street as part of the project . , at no cost to Seller.
Buyer' s Contractor shall maintain Seller' s existing sewer service
during construction, or until such time as the new sewer line is
serviceable . Seller shall pay any and all fees which may be
imposed by Buyer or any other public entity to connect the six-inch
lateral sewer connection from the Property with the new eight-inch
sewer line or for any of the work performed on the six-inch sewer
line by Buyer' s Contractor on behalf of Seller. Construction
permits and permit fees shall be the responsibility of the Buyer.
(b) Buyer' s Contractor shall construct a two-inch water
line and install a 3/4 inch water meter for the Property as part of
the project . Buyer' s Contractor shall abandon the existing water
service as indicated on the approved Project plans. Seller shall
have the sole responsibility, at its sole expense, of relocating
any on-site water lines as required. Buyer or Buyer' s Contractor
shall be responsible for the City Water Capital Facilities Fee of
$2, 400 and shall pay the City of Huntington Beach for same . Seller
shall be responsible for the cost of the 3/4 inch water meter.
Construction permits and permit fees shall be the responsibility of
the Buyer.
(c) Prior to the opening of Escrow, Buyer' s Contractor
shall prepare a plan for the relocation of underground electrical
facilities on the Remainder. The relocation plan will be forwarded
to Seller for Seller' s review and approval . Such relocation plan
shall include provision of temporary electrical power facilities,
to assure continuity of service to the Remainder during
construction of the Project and a replacement plan for the
replacement of the existing electrical service panel, switching
gear and necessary wiring to serve the oil well and shipping pump
on the Remainder. Upon Seller' s approval of the relocation plan,
Seller shall secure no less than three (3) bids for the performance
of the electrical facilities work called for in the relocation plan
and replacement plan, and shall submit them to Buyer and Buyer' s
Contractor for review and selection of one approved bid. Upon
7801003821-001713189164.3 n12119198 — —
approval of a bid by Buyer and Buyer' s Contractor, Seller shall
retain the approved bidder and shall contract with such bidder to
perform the electrical facilities relocation work, according to the
approved bid. Upon completion of the work, Seller shall submit the
final billings to Buyer, Buyer' s Contractor, and to Escrow Holder,
and Buyer' s Contractor shall deposit the total amount of the cost
of the work into Escrow for the benefit of Seller, up to the full
amount of the approved bid, and any connection fees imposed by
Southern California Edison -'or any other applicable electrical
provider required to establish such. facilities in working order.
The foregoing shall. apply 'to all electrical facilities from the
public right of way 'to the Remainder up to and include the meter
panel, switch panels, and underground wiring to well and pump
locations to be established on the Remainder as part of the
relocation and replacement plan. Construction permits and permit
fees shall be the responsibility of the Buyer.
(d) After the opening of Escrow, Buyer' s Contractor will
prepare a plan for the replacement of a three-inch oil line
currently serving the Remainder. The replacement plan will be
forwarded to Seller for Seller' s review and approval . Upon
Seller' s approval, Seller shall obtain no less than three (3) bids
for the performance of the replacement work called for in the
replacement plan, and shall submit them to Buyer and Buyer' s
Contractor for review and selection of one approved bid. Upon
approval of a bid by Buyer and Buyer' s Contractor, Seller shall
retain the approved bidder, and shall contract with such bidder to
perform the work called for in the replacement plan, according to
the approved bid. Upon completion of the work, Seller shall submit
the final billings to Buyer, Buyer' s Contractors, and Escrow
Holder, and Buyer' s Contractor shall deposit the total amount of
the cost of the work into Escrow for the- benefit of Seller, up to
the full amount of the approved bid. Buyer shall provide a six-
inch steel sleeve crossing Goldenwest Street terminating at
Chevron' s pipeline on the west side of Goldenwest Street running
from the new property line of the Remainder on the east side of
Goldenwest Street for the purpose of placement of the above-
referenced three-inch oil line inside of this sleeve . Construction
permits and permit shall be the responsibility of the Buyer.
(e) Buyer' s Contractor shall construct a 20-foot wide
commercial driveway - in the location reflected in the approved
Project . Such driveway shall be subject to all permitting and
other requirements for curb cuts and driveways for the City of
Huntington Beach. Construction permits and permit fees shall be
the responsibility of the Buyer.
(f) Buyer' s Contractor 'shall construct a six-foot high
chain link fence with redwood slats and three strand barbed wire on
the Remainder in compliance with the City of Huntington Beach' s oil
code. The above-referenced fence shall be located six (6) feet
from the ultimate street right-of-way line for the purpose of
accommodating screen landscaping. The screen landscaping shall be
installed and maintained by Seller and at Seller' s sole cost and
7801003921-0017/3189164.3 a12119198 -6-
expense . Buyer' s Contractor shall install a 25-foot chain link
double gate at the above-referenced driveway location. Buyer' s
Contractor shall also install a 3-foot wide personnel gate on the
Remainder to provide access to the Edison Company for purposes of
reading the electrical meters . .
(g) Buyer' s Contractor shall remove existing vegetation
located within the Property to be acquired by Buyer. Seller shall
replant and maintain, at its sole cost and expense, any landscaping
required. to be planted between the fencing referenced in section
6 (f) above and the sidewalk to be constructed as a part of the
project . Construction permits and permit fees shall be the
responsibility of the Buyer.
1 . 6 Additional Funds and Documents Required from Buyer and
Seller.
(a) Buyer. 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) Sellers . Within three (3) business days following
the date that Escrow is opened hereunder, Seller will deposit with
Escrow Holder an executed permanent easement ( "Permanent Easement" )
conveying a permanent easement in the Property, the Temporary
Construction Easement, together with such funds and other items and
instruments as may be necessary in order for the Escrow Holder to
comply with this Agreement . Escrow Holder shall submit the
executed Permanent Easement to Buyer for review and acceptance, as
may be required to put the Permanent Easement in recordable form,
whereupon Buyer shall immediately submit the Permanent Easement,
with the acceptance, to Escrow Holder pending Close of Escrow.
1 . 7 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 Permanent
Easement 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
780/003821-0017/3189164.3 a12119198 -7-
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
Permanent Easement in favor of Buyer in recordable condition
covering the Property, and prior to Close of Escrow, Escrow Holder
shall cause to be issued and delivered to Buyer and Seller 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 Permanent Easement 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 or consented to in
writing by Buyer, including without limitation, any
exceptions arising by reason of Buyer' s possession of or
entry on the Property.
1 . 8 Conditions Precedent To Close Of Escrow.
(a) Conditions 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 :
(i) Issuance by Title Company of the Title
Policy reflecting a permanent easement to 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 . 9 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 .
7801003821-0017/3199164.3 a12119198 -6
(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
Permanent Easement, •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 . 10 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 . 11 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 Permanent Easement and charges for recording the
Permanent Easement . Clearing of all existing encumbrances,
judgments, or liens, including any fees or charges incurred, shall
be the sole responsibility of Seller.
1 . 12 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 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 set forth in Section 3 .2 of these
instructions, and if any party raises any objection to such return,
Escrow Holder is 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 . 13 Brokerage Commissions . Seller represents to Buyer that
no third party is owed any payment or commissions 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 . 14 Hazardous Substances Disclosure. The Property and the
Easement Property are subject to a disclosure as designated under
Section 25359 . 7 of the Health and Safety Code (as may be amended) ;
whereby Sellers are 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
780/003821-O017/3189164.3 a12119/98 -9-
Statement by Buyer, and that Buyer may, in its sole discretion,
cancel this escrow as a result of the information provided in said
Disclosure Statement, or as a result of subsequent information
provided by Seller to Buyer concerning Contamination on the
Property or on the Easement 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 . 15 Contamination Defined. The term "Contamination" as used
in this Agreement shall mean and refer to any environmental
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 Sections 25281 and 25316; any "hazardous material" as
defined under California Health & Safety Code Section 25260 (e) ; any
chemical listed pursuant to California Health & Safety Code Section
25249 . 8; any petroleum hydrocarbon material or petroleum by-
product, refined and unrefined, including but not 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 . 16 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 to exist on or in the Property and
the Easement Property, potentially existing on, in, or under the
Property or the Easement Property, including but not limited to any
action under CERCLA (42 U.S .C. §§ 9601, et sea. ) , RCRA (42 U.S . C.
§§ 6901 et sea. ) , the California Hazardous Substance Account Act
(California Health and Safety Code §§ 25300 et sea. ) , the Hazardous
Waste Control Law (California Health and Safety Code §§ 25100, et
sere . ) , the Porter Cologne Act (California Water Code §§ 13000, et
sere . ) , California Health and Safety Code §§ 25280, et sea, and
33459 et sea. , California Civil Code Section 850 et sect. ,
California Civil Code §§ 3479 and 3480 et sea. and other common
laws of the State .
1 . 17 Disclosure of Test Results on Contamination to Buyer.
Seller shall disclose any and all lab 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 and/or the Easement Property to Buyer, in writing,
within two (2) days of their receipt of such information by Seller,
or either of them. The disclosure of this information is in
accordance with and a part of the disclosure obligations of said
7801003821-001713199164.3 a12/19198 -1.0-
Sellers under Section 1 . 15, the Hazardous Substances Disclosure
obligation, above .
1 . 18 Eminent Domain Action. Seller acknowledges that Buyer
has filed an eminent domain action regarding the Property and the
Easement Property, naming the owner of the real property as
defendant Seller hereby ponsents , to the issuance of an Order of
Prejudgment Possession as to their interest in the Property. Buyer
and Seller acknowledges the -Property is being acquired by Buyer as
part of the exercise of its powers of eminent domain. Seller also
hereby consents to the dismissal of any action filed. by Buyer for
the condemnation of the Property and other interest and waives any
claim for just compensation, severance or other damages, interest,
costs, attorneys' fees, or any other litigation expenses,
compensation for improvements pertaining to the realty, impairment
of access, loss of business goodwill, precondemnation damages,
relocation benefits, and deposits made by Buyer in said action, or
any claim whatsoever which might arise out of Buyer' s right to take
the Property by eminent domain, or any exercise of that right, and
construction, maintenance, and operation of the public right of way
and related improvements for which the Property is sought to be
condemned by the City. Seller shall execute Stipulations, Partial
Judgments, and other documents necessary to dismissal of such
action without further liability to Buyer.
ARTICLE II
REPRESENTATIONS AND WARRANTIES
2 . 1 Repayment of Purchase Price Deposit to Buyer. In the
event Escrow does not close for whatever reason, and Buyer does not
take a permanent easement 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. Subject to any right of possession Buyer has
pursuant to any Order for Prejudgment Possession, possession of the
Property shall be delivered to Buyer at of Close of Escrow.
Pending Close of Escrow, Seller grants to Buyer and Buyer' s
Contractor a right of entry on the Property and the Easement
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 roadway
improvement project .
7801003821-001713189164.3 al2119198 -1 -
S
ARTICLE III
MISCELLANEOUS
3 . 1 Attorneys' 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 or
the Easement Property, the prevailing party in such action shall be
entitled, to have and to recover from the other party, its
reasonable attorneys' fees and other reasonable expenses in
connection with such action or proceeding, in addition to its
recoverable court costs .
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: Paul Larkin
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
Copy to: Rutan & Tucker, LLP
611 Anton Blvd.
Suite 1400
Costa Mesa, CA 92626
Attn: David B . Cosgrove, Esq.
To Buyer' s
Contractor: PLC
23 Corporate Plaza, Suite 250
Newport Beach, California 92660
Attn: Mr. Bill Holman
To Seller: S&C Oil Company, Inc .
4952 Warner Avenue, Suite 223
Huntington Beach, CA 92649
Attn: B.G. Williams
To Escrow Holder: First American Title Insurance Company
114 East 5th Street
Santa Ana, CA 92701
Attention: Katherine Soto
Escrow Officer
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.
7901003821-001713189164.3 a12/19198 -1 2-
3 . 3 Interpretation; Governing La This Agreement shall be
construed according to its fair meaning and as if prepared equally
by all parties hereto. This Agreement shall be 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 the 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, conditions or
agreements 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 the 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 not be affected thereby, and each
term and provision of this Agreement shall be valid and enforceable
to the fullest extent permitted by law.
3 . 7 Mercrer 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 agree-
ments contained herein shall survive the Close of Escrow shall be
binding upon and inure to the benefit of the parties hereto and
their representatives, heirs, successors and assigns .
3 . 9 T .R. S . Form "W-91t . It is further understood and agreed
by Sellers that closing of this escrow is subject to and contingent
upon Sellers executing an Internal Revenue -Service Form "W-9" and
7801003821-0017/3189164.3 a12/19198 -1 3-
1099-S form, and depositing same with Escrow Holder 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 Sellers 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 one (1) day- prior to the Close of Escrow.
In the event Seller 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 of the
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 as of the date first above written.
"SELLER"
S&C OIL COMPANY, INC.
r
( "Property Owner" )
Dated: By:
B .G. Williams
Its-
BUYER
CITY OF HUNTINGTON BEACH
Dated. By:
By:
"BUYER' S CONTRACTOR"
PLC, a California general
partnership
Dated: By:
Bill Holman
Its
780/003821-0017/3189164.3 a12/19198 -1 4-
AGREEMENT FOR PURCHASE AND SALE OF
REAL PROPERTY AND ESCROW INSTRUCTIONS--S&C OIL CO.,INC.
`BUYER"
CITY OF HUNTINGTON BEACH,
A California municipal corporation
Mayor
ATTEST: APPROVED AS TO FORM:
G PI/1-
City Clerk -3/�3/5 T City Attorney
REVIEWED AND APPROVED: INITIATED AND APPROVED:
City Adrn' istrator rector of Administrative Services
AGREEMENT FOR PURCHASE AND SALE OF
REAL PROPERTY AND ESCROW INSTRUCTIONS -- S & C. OIL CO. , INC.
BUYER`S CONTRACTOR"
PLC, A CALIFORNIA GENERAL PARTNERSHIP,
BY: PLC HOLDINGS, A California general partnership
its general partner
BY: PACLACO,INC., A California corporation,
its general partner
BY:
NAME: Graham Jones
TITLE: Vice President
BY: _ 4t6lpt'
-
NAME: Christopher C. Gibbs
TITLE: Secretary
BY: T/L HUNTINGTON BEACH LIMITED LIABILITY COMPANY, A Delaware limited liability company,
its general partner
BY: BRAMALEA CALIFORNIA, LLC, A California limited liability company
BY: LENNAR HOMES OF CALIFORNIA, INTC., A California corporation,
manager
BY:
NAME: Marc Chasman
TITLE: Chief Financial Officer
BY:
NAME: Thomas
TITLE: lice President
EXHIBIT A
EXHIBIT "A"
LEGAL DESCRIPTION
FOR ROAD PURPOSES
A.P. NO. 111-120-01
BEING THAT PORTION OF LOT 20 IN BLOCK"F"OF THE GARFIELD STREET ADDITION
TO THE CITY OF HUNTINGTON BEACH, IN THE CITY OF HUNTINGTON BEACH,
COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN
BOOK 7, PAGES 27 AND 28 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE
COUNTY RECORDER OF SAID COUNTY, LYING WESTERLY OF A LINE PARALLEL
WITH AN 55.00 FEET EASTERLY, MEASURED AT RIGHT ANGLES, FROM THE WEST
LINE OF THE SOUTHWEST QUARTER OF SECTION 35,TOWNSHIP 5 SOUTH, RANGE 11
WEST, SAN BERNARDINO BASE AND MERIDIAN,AS SHOWN ON THE MAP RECORDED
IN BOOK 51, PAGE 13 OF MISCELLANEOUS MAPS, RECORDS OF SAID COUNTY.
CONTAINING AN AREA OF 3288 SQUARE FEET, MORE OR LESS.
AS SHOWN ON EXHIBIT "B" ATTACHED HERETO AND MADE A PART HEREOF.
SUBJECTTO COVENANTS,CONDITIONS,RESERVATIONS,RESTRICTIONS,RIGHTS-OF-
WAY, EASEMENTS AND LEASES, OF RECORD, IF ANYA
? �►�i ;'�
�1a. 5ti�
Y/f
0 CIVIL ! -
RFC '
JWSDEN & EXHIBIT "A"LEGAL DFSCRIPTiON
OCIATES FOR ROAD PURPOSES
A.P. NO. 111-120-01
CMLENGINEERS—pLANNERS-•LAND SURVrt•ORS W.O. No. 0879-273-8 Date 1: 1 1 93
19012 COWAN•SUITE 210• IRV[N CA 92714 D,C, Chk. D.W.
71416W4110 FAX:w4418 En&T• Sheet 1 of 2 1
EXHIBIT -
l
El=lT"A"
LEGAL DESCRIPTION
FOR TEMPORARY CONSTRUCTION EASEMENT
A.P.NO.111-12Ml
BEING THAT PORTION OF LOT 20 IN BLOCK 'T' OF THE GARF= STREET ADDITION
TO HUNTINGTON BEACH,IN THE CITY OF HUNTINGTON BEAM COUNTY OF ORANGE,
STATE OF CALIFORNIA,AS SHOWN ON THE MAP RECORDED IN BOOK 7,PAGES 27 AND
28 OF MISCELLANEOUS MAPS, IN TBE OFFICE OF THE COUNTY RECORDER OF SAID
COUNTY,MORE PARTICULARLY DESCRIBED AS FOLLOWS:
A STRIP OF LAND, 15.00 FEET WIDE,LYING EASTERLY OF ALINE PARALLEL WITH AND
55.00 FEET EASTERLY, MEASURED AT RIGHT ANCLES, FROM THE WEST TINE OF THE
SOUTHWEST QUARTER OF SECTION 35, TOWNSHIP 5 SOUTIt RANGE 11 WEST, AS
SHOWN ON THE MAP RECORDED IN BOOK 51, PAGE 13 OF MISCT-ANEOUS MAPS
RECORDS of SAID COUNTY.
AS SHOWN ON EXHIBIT IV'ATTACHED HERETO AND MADE APART HEREOF.
kSDEN & fiXH1BTT"A"-LEGAL DESCRIPTION
SO CIAT,ES FOR TEMPORARY CONSTRUCTION EASEMENT
A.P.NO. 111-120-01
CML ENCINEEIL9-r1.AXMnS-L►Na SURVEYC)RS W.O.No. 0879-395-1 . Date 4/23/97
19013 COWAN.SUrri 210. 1AVINE.CA 92714 Engr.D.C. Chk. D.W. Sheet I of 2
714/6660110 FAX-660-Ull
EXHIBIT •i
EXHIBIT B
EXHIBIT "Bn
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60
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58 30'
57
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54
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53 C`+� fir, J' .
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52
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4q
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WEST LINE, 5W 1/4, SEC. 35. Wo
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o ERNE5T AVENUE
Ia ® wDrcArEs AREA
DESCRIBED HERM
SCALE. 10t100'
*LDEN & SKETCH A 8�
r0 ACCOMPANY LEGAL DESCRIPTION
s s o CIATE s FOR ROAD PURPOSES
AP. NO. 111 I20-01 .
18012 ca1rAN, SUITE 210• MINE. CA, 92734 W.O. No 0 7q- 3-6 Date 11/15/43f
(714) 880-0110 FAX: 880-0418 F,nr. . _U. hlt D.W. c+.....+ 9 no 9
EXHIBIT
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57
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:c+ 15. ••.
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o ERNEST AVENUE
� - 3
I o
f 18 INDICATES AREA
DESCRIBED HEREIN
SCALE. I'$100'
E
VWAILD E N & SISMI TO ACCOMPAMY A LEGAL DEscRIf'TION
S S 4 CIATE S FOR TE FORART CONSTAZTION cASM9lT
AP. N0. 111-120-01
18012 CGWM. SUM 210, MME. CA 92714 W.O. NO 087q,3qG-1 Date, 4123141f
(714) C13-0110 PAX: 860-0418 rnnr Q.C. rhlr Q.W. C4.paE 9 f1� 9
EXHIBIT 8-1
COVER PAGE
REQUEST FOR LATE SUBMITTAL
(To accompany RCA)
Department: Sub'ect 62W mLdep f P ao-///-D�
Council Meeting Date: 15 Date of This Request:
REASON (Why is this RCA being submitted late?):
Aw'4("�V 01 jz"?aj"�
Nil
Q U7L
EXPLANATION (Why is this RCA necessary to this agenda?):
f
s�.
CONSEQUENCES How shall delay of this RCA adversely impact the CRY?):
i h
Azt r al-n
Signature: proved Cl Denied pproved ❑ Denied
Initials
A. Required
e artment Head Asst. City Administrator Ci Ad inistrator
0003982.01 07114/94
Request for Late Submiita!
Requests for Council Action (RCA's) are due and considered late after the
City Administrator's deadline which is 5:00 P.M. Wednesday ten days prior
to the Council meeting at which the item is to be heard. This deadline
reflects the time needed prior to Agenda Review for Administration staff and
the City Administrator to review all RCA's and their support material. prior to
forwarding them to the City Clerk for placement on the preliminary agenda.
It also provides time for the City Clerk's office to review the item and add
proper wording for the item to the preliminary agenda for discussion at
Agenda Review the following Monday.
The Request for Late Submittal form must accompany RCA's submitted
after the Wednesday deadline.
Late RCA's will be agendized only with signed authorization on the Request
for Late Submittal form by the Assistant City Administrator or the City
Administrator and provided there are extenuating circumstances which
caused the item to be delayed, and. it is necessary that action be taken on
the item at the upcoming Council meeting.
7/14/94
RCA ROUTING SHEET
INITIATING DEPARTMENT: Administrative Services
SUBJECT: APPROVE ACQUISITION OF PROPERTY FOR
GOLDENWEST STREET RIGHT-OF-WAY
COUNCIL MEETING DATE: February 15, 1999
RCA ATTACHMENTS = STATUS
Ordinance (w/exhibits & legislative draft if applicable) Not Applicable
Resolution (wlexhibits & legislative draft if applicable) Not Applicable
Tract Map, Location Map and/or other Exhibits Not Applicable
Contract/Agreement (wlexhibits if applicable)
(Signed in full by the City Attorney) Attached
Subleases, Third Party Agreements, etc.
(Approved as to form by City Attomey) Not Applicable
Certificates of Insurance (Approved by the City Attorney) Not Applicable
Financial Impact Statement (Unbudget, over $5,000) Not Applicable
Bonds (If applicable) Not Applicable
Staff Report (If applicable) Not Applicable
Commission, Board or Committee Report (If applicable) Not Applicable
Findings/Conditions for Approval and/or Denial Not Applicable
EXPLANATION=FOR MISSING.ATTACHMENTS'
: . D FOR REVIEWED RDED'
Administrative Staff ( ) { )
Assistant City Administrator (Initial) ( ) { )
City Administrator (Initial)
City Clerk ( )
EXPLANATION;FORRETURN OFF ITEM:
Only)(Below Space For City Clerk's Use
RCA Author: goldstem
J R4 CITY OF HUNTINGTON BEACH
INTERDEPARTMENTAL COMMUNICATION
HUNTINGTON BEACH _
x mot]
Z-
TO: Paul D'Alessandro, Acting City Attorney
rn C13
FROM: Connie Brockway
City Clerk
DATE: March 8, 1999
0%
SUBJECT: Purchase And Sale Agreement Of Real Property And Escrow Instructions
Regarding APN I I 1-120-01—S &C Oil Co.--PLC--City of Huntington Beach
The Purchase Sale Agreement that First American Title Company gave the city to have the
Mayor and City Clerk sign differs from the original agreement in the City Clerk's Office that was
presented and approved by the City Council. I would appreciate your assistance and that of the
City Attorney's Office in clarifying the differences.
Original City Agreement Seen& Approved By Council
There are two Page No. 14—The first Page 14 states See Attached Signature Page. The attached
signature page has the original signatures of B.G. Williams & S& C Oil Co. Also the signature
block for PLC is not crossed out.
Faxed Agreement That Title Company Wants The City To Sign
Page 14—B.G. Williams& S &C Oil Company do not have the original signatures as signed on
the city's original copy. Also the title company agreement has Ray Silver's signature as Buyer-
City of Huntington Beach. (Council's motion authorizes Mayor to sign rather than City
Administrator.) I believe this signature block, if necessary, should be made out for Mayor/Clerk.
Original Cily Agreement
On the city's original agreement the signatures of PACLACO, Inc. & Lennar Homes are original
signatures.
Faxed Title Cornnany Agreement
The signature pages submitted by the title company for PACLACO, Inc. & Lennar Homes are not
copies of the original signatures as signed on the City Council approved agreement.
Both Agreements
Page 1 of both agreements—First Paragraph—The parties to the Agreement are listed as Ci ,of
Huntington-Beach(Buver), (PLC)-Buyer's Contractor, and S &C Oil Company(Buyer).
Do the signatures of the PACLACO, Inc. Vice President& Secretary take the place of the
signature block prepared for Bill Holman's signature?
Page Two
The remaining signature block of T/L Huntington Beach Limited(Bramalea& Lennar Homes)
are not included on the first page of the agreement as being parties to the agreement. Is it just
taken for granted?
In the past First American Title Company has removed pages of city original documents entrusted
to their care that were notarized; inserted revised pages,thus violating notary public laws by
reattaching notary acknowledgements.
I will release a certified copy of the original agreement to the title company once fully executed.
Should the title company demand the original agreement,I will release it upon written direction
of the City Attorney's Office accompanied by the law that states that a copy certified as to
correctness with the original is not sufficient for a title company.
cc: John Reekstin,Administrative Services Director
cbmemos/99-50jc
CITY OF HUNTINGTON BEACH
2000 Main Street, PO Box 190
Huntington Beach CA 92648
714/536-5221 Fax#374-1571
FAX COVER SHEET
TO: { FROM
COMPANY: ! • 66W DATE:
FAX# Pages including Cover Sheet:
Please notify operator @ 714/374-1569 if all pages are not received
Comments:
-F- X C7*) G¢T-22.3y
K4-Ti4F_p, J,- T TO
FAXSHT 1 05/28/9$3:46 PM
1099-S form, and depositing same with Escrow Holder 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 Sellers 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 one (1) day prior to the Close of Escrow.
In the event Seller 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 of the
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 as of the date first above written.
"SELLER"
S&C OIL COMPANY, INC.
( "Property Owner" )
Dated. By:
B .G. Williams
Its:
"BUYER It
CITY OF HUNTINGTON BEACH
Dated: By:
By:
SEE ATTACH® UYER' S CONTRACTOR"
SIGNATURE PAGE
PLC, Californi general
partnersh
Dated. By:
ill Holman
Its:
780/003821-001713189164.3 at2119/98 -1 4-
1099-S form, and depositing same with Escrow Holder 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 Sellers 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 one (1) day prior to the Close bf Escrow.
In the event Seller 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 of the
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 as of the date first above written.
"SELLER"
S&C OIL COMPANY, INC.
( "Property Owner" )
Dated: By:
B .G. Williams
Its:
"BUYER"
CITY OF HUNTINGTON BEACH
Dated: By:
By:
SEE ATTACHED ""a ER' S CONTRACTOR"
SIGNATURE PAGE
PLC, Calif - is general
partnershi
Dated: I
Bill Holman
Its:
780/003821-001713189164.3 a12119198 -1 4-
� .
r
t
Ck CaIR �nqf"-
G{
FEB-18-1999 13:00 CITY OF HUNTINGTON BEACH 714 374 1571 P.02
AGREEMENT FOR PURCHASE AND SALE
OF REAL PROPERTY AND ESCROW INSTRUCTIONS
Escrow No. 9952634M
Date of Opening
of Escrow: 1998
To: FIRST AMERICAN TITLE INSURANCE COMPANY
( "Escrow Holder")
114 East 5th Street
Santa Ana, CA 92701
Attention: Katherine Soto
Escrow Officer
Telephone: 647-4466
THIS AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY AND
ESCROW INSTRUCTIONS (this "Agreement") is made this day of
, 1998, by and between THE CITY OF HUNTINGTON BEACH,
a municipal corporation ("Buyer") , PLC, a California general
partnership ( "Buyer' s Contractor") , and S&C OIL COMPANY, INC.
( "Seller") ,
R E C I T A L S:
A. Seller is the owner of that certain real property located
in the City of Huntington Beach, County of Orange, State of
California and more particularly described in the legal description
attached as Exhibit "A-1" (the "Property) hereto and depicted in
the map attached as Exhibit "B-Y" hereto. Seller is also the owner
in fee of that certain real property adjacent to the Property more
particularly described in the legal description attached as Exhibit
"A-2" (}'Easement. Property") and depicted in the map attached as
Exhibit 11B-2" hereto.
B. Buyer, a municipal corporation, has filed a lawsuit in
eminent domain in Orange County Superior Court entitled C' o
BeachHuntington v Case No. 792679,
hereafter the "Condemnation Action, " The Condemnation Action has
been filed to enable the Buyer to acquire the Property for the
purposes of constructing and maintaining certain streets, roadways,
sidewalks and other improvements ("Project") .
C. Seller desires to have the Condemnation Action dismissed
and to voluntarily transfer a temporary construction easement in
the Easement Property for the purposes of constructing the
improvements in the Property, and to voluntarily convey a permanent
easement interest Seller has in the Property to Buyer.
79MM921-MV/3189144.; a12/14/98
FEB-18-1999 13:00 CITY OF HUNTINGTON BEACH 714 374 1571 P.03
NOW, THEREFORE, the parties hereto agree to transfer a
permanent easement interest in the Property from Seller to Buyer
and to transfer a temporary construction easement interest in the
Easement Property from Seller to Buyer in accordance with the
following terms and conditions:
ARTICLE I
TERMS AND CONDITIONS
1 . 1 Pu c ass and gale of PrD2g=. Buyer hereby agrees to
purchase from Seller, and Seller hereby agrees to sell to Buyer the
Property, upon the terms and conditions hereinafter set forth.
1. 2 Temporary Con tguction __Easement_ in Easement Property.
Buyer hereby agrees to purchase from Seller, and Seller hereby
agrees to sell to Buyer, a temporary construction easement in the
Easement Property, upon the terms and conditions hereinafter set
forth.
1.3 Opena.na of Escrow. Within ten (10) business days after
the execution of this Agreement by Seller and Buyer and the
approval of this Agreement by the Huntington Beach City Council,
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 .4 Payment of Purchase Price.
(a) AMount o Purchase-Price. The purchase price for
transfer of the Property and the Temporary Construction Easement
shall be One Hundred Twenty-Six Thousand Four Hundred Twenty-One
Dollars ($125, 421 . 00) ("Purchase Price") .
(b) Payment of Purchase Price. The Purchase Price shall
be deposited by Buyer into Escrow within five (5) business days
following the opening of Escrow. 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) InteresgE Cony2yed.
It is understood and agreed by
and between Buyer and Seller that the Purchase Price set, out below
is paid as full and final consideration of all of the following:
(i) Permanent Easement interest in and to the
Property, for the purposes of the construction,
operation, and maintenance of a public roadway thereon,
including all uses incident to the use of the Property as
70W003821-M7/3189164.3 MV19198 -2-
FEB-18-1999 13:01 CITY OF HUNTINGTON BEACH 714 374 1571 P.04
a public right of way, including but not limited to the
placement of utilities on or over the Property,
accessways for vehicular and pedestrian access, bus bays,
signage, curbs, gutters, drainage facilities, traffic
control devices or other roadway improvements.
(ii) All improvements, structures, landscaping,
paving and any appurtenances to the Property, including
but not limited to the oil production facilities located
on the Property, commonly known as HB #2 oil well; and
(iii) A Temporary Construction Easement in and
over the Easement Property, the scope and -terms of which
are as follows:
A nonexclusive easement which permits the City
of Huntington Beach, its officers, agents,
employees, and contractors, to enter upon,
occupy, and pass over the temporary
construction easement area more specifically
described in the legal description, attached
as Exhibit "B" as deemed reasonably necessary
for all purposes incidental to reconstructing
and widening Goldenwest Street in accordance
with the approved street construction (the
"Project") . The temporary construction
easement shall include the right to perform
any necessary excavation; grading; earth fill;
compaction; installation of concrete forms;
landscaping; irrigation; utility; and sign
relocation; accommodation of private drainage
facilities; and deposit of tools, equipment
and material for all such necessary activities
which are ' reasonably incidental to the work
being performed on said property in connection
with the Project.
such incidental activities shall include, but
not be limited to, adjusting grade
differentials between the planned street and
the adjoining real property and/or matching
existing concrete and/or asphalt paved areas,
and/or natural grade areas, or such work as
may pertain to on-site improvements to render
the temporary construction easement area or
the larger parcel to which it pertains in the
same functional condition as reasonably
practicable to the condition before the
Project in terms of access, irrigation, and
connection of public right of way improvements
to the larger parcel.
The rights granted hereunder shall commence
fourteen (14) days after written notification
750AMs21-W17r3s119t66.3 au IWN -3-
FEB-18-1999 13:01 CITY OF HUNTINGTON BEACH 714 374 1571 P.65
to the property owner, but in no event later
than June 1, 1999, and shall continue in full
force and effect until twelve (12) months
after notice. Upon termination of the
temporary construction easement, the Easement
Area 'shall be restored to a condition that is
functionally equivalent as is practicable to
its condition prior to the commencement of the
work.
(d) Payment of the Purchase Price by Buyer to Seller
represents total just compensation for Buyer' s acquisition of the
Property, the Temporary Construction Easement, HB #2 oil well, all
damages to the remainder of the larger parcel of which the Property
is a part ("Remainder") from the construction of the Project, all
damages for lost oil production or other economic damages due to
interruptions of sewer, water, and electrical utility services,
precondemnation 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 the Property, excepting therefrom only such damages to
the Remainder which are the result of active negligence on the part
of the City or its contractors, arising out of the construction of
the roadway improvements which constitute the Project .
(e) Seller shall have the right to continue to utilize
HB #2 oil well up to and including a period of five (5) days after
notice is given to Seller by Buyer, or Buyer' s Contractor, of the
abandonment of HB #2 oil well. During such five (5) day period,
after Seller' s receipt of Notice from Buyer or Buyer's Contractor,
Seller shall remove all production equipment, rods, tubing and
other operating equipment from the well. Seller shall retain title
to all such equipment . Buyer shall provide access to HB #2 oil
well to the abandonment contractor, and shall cooperate with the
abandonment contractor .in securing the abandonment of HB #2 oil
well to all applicable regulatory standards .
(f) Buyer' s Contractor shall maintain, to the maximum
extent practicable, sewer, water, and electrical utility service to
the Remainder during abandonment of HB #2 oil well. Buyer' s
Contractor shall give no less than forty-eight (48) hours notice to
Seller of any scheduled temporary interruptions of sewer, water or
electrical utility service.
(g) In the event the abandonment of HB #2 oil well is
not completed within twelve (12) days from the date the physical
abandonment activities commence, Buyer shall pay to Seller. the sum
of One Hundred Dollars ($100) per day for each day beyond the
twelve (12) day period set forth above until the abandonment is
completed, including the removal from the property of all
abandonment rigging equipment. If any delay in completing the
abandonment of HB #2 oil well is as a result of Seller's conduct on
or about the Property, or Seller' s delay in removing the oil well' s
production equipment as provided in subparagraph (a) above, the
78W=821mi7s134166.3 &IVIP149 -4-
FEB-18-1999 13:02 CITY OF HUNTINGTON BEACH 714 374 1571 P.06
Buyer shall not be liable for any additional payment to Seller to
complete the abandonment of HB #2 oil well .
(h) Reasonable vehicular and pedestrian access to the
Remainder shall be maintained during Project construction. Seller
shall permit temporary interruption of access to the Remainder,
from time to time during construction for the purpose of conducting
soil xemediation activities, utility activities or other project
construction activities, for periods not to exceed eight (8) hours .
In the event of such interruption of access, access shall be
restored at the end of each working day in which access has been
interrupted, unless otherwise agreed to by Seller.
1.5 Tufrastructure Improvements.
(a) Buyer' s Contractor shall construct a new six-inch
sewer line lateral to the Property to be connected to the new
eight-inch sewer line to be constructed by Buyer's Contractor in
Goldenwest Street as part of the project. , at no cost to Seller.
Buyer' s Contractor shall maintain Seller' s existing sewer service
during construction, or until such time as the new sewer line is
serviceable. Seller shall pay any and all fees which may be
imposed by Buyer or any other public entity to connect the six-inch
lateral sewer connection from the Property with the new eight-inch
sewer line or for any of the work performed on the six-inch sewer
line by Buyer' s Contractor on behalf of Seller. Construction
permits and permit fees shall be the responsibility of the Buyer.
(b) Buyer' s Contractor shall construct a two-inch water
line and install a 3/4 inch water meter for the Property as part of
the project. Buyer' s Contractor shall abandon the existing water
service as indicated on the approved Project plans. Seller shall
have the sole responsibility, at its sole expense, of relocating
any on-site water lines as required. Buyer or Buyer' s Contractor
shall be responsible for the City Water Capital Facilities Fee of
$2,400 and shall pay the City of Huntington Beach for same. Seller
shall be responsible for the cost of the 3/4 inch water meter.
Construction permits and permit fees shall be the responsibility of
the Buyer.
(c) Prior to the opening of Escrow, Buyer' s Contractor
shall prepare a plan for the relocation of underground electrical
facilities on the Remainder. The relocation plan will be forwarded
to Seller for Seller' s review and approval . Such relocation plan
shall include provision of temporary electrical power facilities,
to assure continuity of service to the Remainder during
construction of the Project and a replacement plan for the
replacement of the existing electrical service panel, switching
gear and necessary wiring to serve the oil well and shipping pump
on the Remainder. Upon Seller' s approval of the relocation plan,
seller shall secure no lass than three (3) bids for the performance
of the electrical facilities work called for in the relocation plan
and replacement plan, and shall submit them to Buyer and Buyer' s
Contractor for review and selection of one approved bid. Upon
72010 MI-WIM28916a.3
FEB-18-1999 13:03 CITY OF HUNTINGTON BEACH 714 374 1571 P.07
approval of a bid by Buyer and Buyer's Contractor, Seller shall
retain the approved bidder and shall contract with such bidder to
perform the electrical facilities relocation work, according to the
approved bid. Upon completion of the work, Seller shall submit the
final billings to Buyer, Buyer's Contractor, and to Escrow Holder,
and Buyer' s Contractor shall deposit the total amount of the cost
of the work into Escrow for the benefit of Seller, up to the full
amount of the approved bid, and any connection fees imposed by
Southern California Edison - or any other applicable - electrical
provider required to establish such facilities in working order.
The foregoing shall apply to all electrical facilities from the
public right of way to the Remainder up to and include the meter
panel, switch panels, and underground wiring to well and pump
locations to be established on the Remainder as part of the
relocation and replacement plan. Construction permits and permit
fees shall be the responsibility of the Buyer.
(d) After the opening of Escrow, Buyer' s Contractor will
prepare a plan for the replacement of a three-inch oil line
currently serving the Remainder. The replacement plan will be
forwarded to Seller for Seller' s review and approval. Upon
Seller' s approval, Seller shall obtain no less than three (3) bids
for the performance of the replacement work called for in the
replacement plan, and shall submit them to Buyer and Buyer' s
Contractor for review and selection of one approved bid. Upon
approval of a bid by Buyer and Buyer' s Contractor, Seller shall
retain the approved bidder, and shall contract with such bidder to
perform the work called for in the replacement plan, according to
the approved bid. Upon completion of the work, Seller shall submit
the final billings to Buyer, Buyer's Contractors, and Escrow
Holder, and Buyer's Contractor shall deposit the total amount of
the cost of the work into Escrow for the benefit of Seller, up to
the full amount of the approved bid. Buyer shall provide a six-
inch steel sleeve crossing Goldenwest Street terminating at
Chevron' s pipeline on the west side of Goldenwest Street running
from the new property line of the Remainder on the east side of
Goldenwest Street for the purpose of placement of the above-
referenced three-inch oil line inside of this sleeve. Construction
permits and permit shall be the responsibility of the Buyer.
(e) Buyer' s Contractor shall construct a 20-foot wide
commercial driveway in the location reflected in the approved
Project. Such driveway shall be subject to all permitting and
other requirements for curb cuts and driveways for the City of
Huntington Beach. Construction permits and permit fees shall be
the responsibility of the Buyer.
(f) Buyer's Contractor shall construct a six-foot high
chain link fence with redwood slats and three strand barbed wire on
the Remainder in compliance with the City of Huntington Beach' s oil
code. The above-referenced fence shall be located six (G) feet
from the ultimate street right-of-way line for the purpose of
accommodating screen landscaping. The screen landscaping shall be
installed and maintained by Seller and at Seller' s sole cost and
780=821-001717189164,3 a12119M -6-
FEB-18-1999 13:03 CITY 4F HUNTINGTON BEACH 714 374 1571 P.08
expense. Buyer' s Contractor shall install a 25-foot chain link
double gate at the above-referenced driveway location. Buyer' s
Contractor shall also install a 3-foot wide personnel .gate on the
Remainder to provide access to the Edison Company for purposes of
reading the electrical meters.
(g) Buyer' s Contractor shall remove existing vegetation
located within the Property to be acquired by Buyer. Seller shall
replant and maintain, at its sole cost and expense, any landscaping
required to be planted between the fencing referenced in section
6 (f) above and the sidewalk to be constructed as a part of the
project. Construction permits and permit fees shall be the
responsibility of the Buyer.
1. 6 it 'onal Funds and Documents Recruired from Buyer—and-
Seller.
(a) u er. 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) ,fellers Within three (3) business days following
the date that Escrow is opened hereunder, Seller will deposit with
Escrow Holder an executed permanent easement ("Permanent Easement" )
conveying a permanent easement in the Property, the Temporary
Construction Easement, together with such funds and other items and
instruments as may be necessary in order for the Escrow Holder to
comply with this Agreement. Escrow Holder shall submit the
executed Permanent Easement to Buyer for review and acceptance, as
may be required to put the Permanent Easement in recordable form,
whereupon Buyer shall immediately submit the Permanent Easement,
with the acceptance, to Escrow Holder pending Close of Escrow.
1. 7 Closing Hate: 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 Permanent
Easement 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.
W Time of, E$sence. 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
7BD=821-WI713189164,3 a17119M -7-
FEB-1G-1999 13:04 CITY OF HUNTINGTON BEACH 714 374 1571 P.09
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
Permanent Easement in favor of Buyer in recordable condition
covering the Property, and prior to Close of Escrow, Escrow Holder
shall cause to be issued and delivered to Buyer and Seller 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 Permanent Easement in favor of Buyer
free of encumbrances; except :
W The standard printed exceptions and
exclusions contained in the CLTA form policy; and
(ii) Any exceptions created or consented to in
writing by Buyer, including without limitation, any
exceptions arising by reason of Buyer' s possession of or
entry on the Property.
1 . a Conditions-Precedont To Cl sg Of Escrow.
(a) Conditions to tigaa. 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 :
W Issuance by Title Company of the Title
Policy reflecting a permanent easement to the Property
granted to Buyer.
(ii) Deposit by Seller of all instruments and
funds provided for in this Agreement, necessary to the
Closing.
(b) Condit o to Seller' s Q��, vations. 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 inetruments and funds
provided for in this Agreement necessary to the Closing.
1 . 9 Escrow PXgvions .
(a) garxnw Instructions. This Agreement, when signed b
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 .
78010Q)821-0037q 189164.i �f7J19l9i -$-
FEB-18-1999 13:04 CITY OF HUNTINGTON BEACH 714 374 1571 P.10
(b) Ganergl EMcrowUpon Close of Escrow,
Escrow Holder shall deliver the Title Policy to Buyer and instruct
the County Recorder of Orange County, California to mail the
Permanent Easement, 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 .10 Amendments and Qoun eKRarts. 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 . 11 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 Permanent Easement and charges for recording the
Permanent Easement_ Clearing of all existing encumbrances,
judgments, or liens, including any fees or charges incurred, shall
be the sole responsibility of Seller.
1 . 12 Terminatioa and Cancellation f 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 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 set forth in Section 3 .2 of these
instructions, and if any party raises any objection to such return,
Escrow Holder is authorized' to hold all such money, documents,
instruments, or property until instructed by a court of competent
jurisdiction or joint instruction of the parties.
1.13 arokerage Commissions. Seller represents to Buyer that
no third party is owed any payment or commissions 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 .14 Hazardous gubstances DiscLiaura. The Property and the
Easement Property are subject to a disclosure as designated under
Section 25359.7 of the Health and Safety Code (as may be amended) ;
whereby Sellers are 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
780/OOS821-0017/31$916L3 al?119J9$ -9-
FEB-18-1999 13:05 CITY OF HUNTINGTON BEACH 714 374 1571 P. 11.
Statement by Buyer, and that Buyer may, in its sole discretion,
cancel this escrow as a result of the information provided in said
Disclosure Statement, or as a result of subsequent information
provided by Seller to Buyer concerning Contamination on the
Property or on the Easement 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 .15 Contaminati-an Defing - The term "Contamination" as used
in this Agreement shall mean and refer to any environmental
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 V.S.C. Section
6903 (5) and under California Health & Safety Code Section 25117;
any "hazardous substance" as defined under California Health &
Safety Code Sections 25281 and 25316; any "hazardous material" as
defined under California Health & Safety Code Section 25260 (e) ; any
chemical listed pursuant to California Health & Safety Code Section
25249. 8, any petroleum hydrocarbon material or petroleum by-
product, refined and unrefined, including but not 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 .16 $ Refip3=g=n gf 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 to exist on or in the Property and
the Easement Property, potentially existing on, in, or under the
Property or the Easement Property, including but not limited to any
action under CERCLA (42 U.S.C. §§ 9601, gt wear. ) , RCRA (42 U.S .C.
55 6901 et s . ) , the California Hazardous Substance Account Act
(California Health and Safety Code §§ 25300 et--seg. ) , the Hazardous
Waste Control Law (California Health and Safety Code §§ 25100, et
seg. ) , the Porter Cologne Act (California Water Code §§ 13000, at
s&Q. ) , California Health and Safety Code §§ 25280, etsecr. and
33459 et sec. , California Civil Code Section 850 et_ seg. ,
California Civil Code §§ 3479 and 3480 et seg. and other common
laws of the State.
1. 17 Disc o e o e9_t_ ReggIts an o a o to Buyer.
Seller shall disclose any and all lab 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 and/or the Easement Property to Buyer, in writing,
within two (2) days of their receipt of such information by Seller,
or either of them. The disclosure of this information is in
accordance with and a part of the disclosure obligations of said
78QM821-M1713199164.3 aWI9198 -1 0-
FEB-1B-1999 13:05 CITY OF HUNTINGTON BEACH 714 374 1571 P. 12
Sellers under Section 1.15, the Hazardous Substances Disclosure
obligation, above.
1. 18 EMinent Domain Action. Seller acknowledges that Buyer
has filed an eminent domain action regarding the Property and the
Easement Property, naming the owner of the real property as
defendant Seller hereby consents to the issuance of an Order of
Prejudgment Possession as to their interest in the Property. Buyer
and Seller acknowledges the Property is being acquired by Buyer as
part of the exercise of its powers of eminent domain. Seller also
hereby consents to the dismissal of any action filed by Buyer for
the condemnation of the Property and other interest and waives any
claim for just compensation, severance or other damages, interest,
costs, attorneys' fees, or any other litigation expenses,
compensation for improvements pertaining to the realty, impairment
of access, loss of business goodwill, precondemnation damages,
relocation benefits, and deposits made by Buyer in said action, or
any claim whatsoever which might arise out of Buyer' s right to take
the Property by eminent domain, or any exercise of that right, and
construction, maintenance, and operation of the public right of way
and related improvements for which the Property is sought to be
condemned by the City. Seller shall execute Stipulations, Partial
Judgments, and other documents necessary to dismissal of such
action without further liability to Buyer.
ARTICLE II
REPRESENTATIONS AIMNR�MIIES.
2 . 1 Purchase a o Buyer. in the
event Escrow does not close for whatever reason, and Buyer does not
take a permanent easement 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. Subject to any right of possession Buyer has
pursuant to any Order for Prejudgment Possession, possession of the
Property shall be delivered to Buyer at of Close of Escrow.
Pending Close of Escrow, Seller grants to Buyer and Buyer' s
Contractor a right of entry on the Property and the Easement
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 roadway
improvement project.
7809MOZ1-0014n199164.3 ■12119M
FEB-18-1999 13:06 CITY OF HUNTINGTON BEACH 714 374 1571 P.13
ARTICLE III
MISCELLANEOUS
3 .1 Attorneys' 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 or
the Easement Property, the prevailing party in such action shall be
entitled, to have and to recover from the other party, its
reasonable attorneys` fees and other reasonable expenses in
connection with such action or proceeding, in addition to its
recoverable court costs.
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: 7)4!j L'Sed.LjNbtJ
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
Copy to: Rutan & Tucker, LLP
611 Anton Blvd.
Suite 1400
Costa Mesa, CA 92626
Attn: David R. Cosgrove, Esq.
To Buyer' s
Contractor: PLC
23 Corporate Plaza, Suite 250
Newport Beach, California 92660
Attn: Mr. Bill Holman
To Seller: S&C Oil Company, Inc.
4952 Warner Avenue, Suite 223
Huntington Beach, CA 92649
Attn: B.G. Williams
To Escrow Holder: First American Title Insurance Company
114 East 5th Street
Santa Ana, CA 92701
Attention: Katherine Soto
Escrow Officer
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.
790/=n1-W%7131V164.3 &W19M -12-
FEB-1B-1999 13:07 CITY OF HUNTINGTON BEACH 714 374 1571 P.14
3 . 3 eXprr.Lation: Goy-trning Law. This Agreement shall be
construed according to its fair meaning and as if prepared equally
by all parties hereto. This Agreement shall be 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 the 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, conditions or
agreements 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 &qd ' ations. 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 the 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 not be affected thereby, and each
term and provision of this Agreement shall be valid and enforceable
to the fullest extent permitted by law.
3 .7 Merger of Prior Agreements and Understaadic�s . 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 . 6 C-ovenants to Survive Escrow. The covenants and agree-
ments contained herein shall survive the Close of Escrow shall be
binding upon and inure to the benefit of the parties hereto and
their representatives, heirs, successors and assigns.
3 . 9 ..R._s. _Form "W-911 . It is further understood and agreed
by sellers that closing of this escrow is subject to and contingent
upon Sellers executing an Internal Revenue Service Form "W-91, and
79WW3821-W1713189364.3 al2l1919s -13-
FEB-18-1999 13:07 CITY OF HUNTINGTON BEACH 714 374 1571 P.15
1099-S form, and depositing same with Escrow Holder one (1) day
prior to the Close of Escrow.
3 .10 Notice of Tax Withholding geauireMgntz. It is further
understood and agreed by Buyer and Sellers 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 one (1) day prior to the Close of Escrow.
In the event Seller 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 of the
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 as of the date first above written.
"SELLER"
S&C OIL COMPANY, INC.
("Property Owner" )
Dated. 1�—,Xz By• B.G. Williams - !
its: � �✓o _
'BUYER"
CITY OF HUNTINGTON BEACH
Dated: — By: 02e= 5A
-By:
"BUYER'S CONTRACTOR"
PLC, a California general
partnership
Dated: By:
Sill Holman
Its:
780MMI- p17/3jj9164.3 s12119r9B -14-
FEB-18-1999 13:08 CITY OF HUNTINGTON BEACH 714 374 1571 P.16
AGREE"FOR PURCHASE AND SALE OF
REAL PROPERTY AMID ESCROW INSTRUCTIONS—S&C OU,CO.,INC.
u�v ir.R
CITY OF HUNTINGTON BEACH, j +�
A California municipal corporation 0.4
Mayor
ATTEST: APPROVED AS TO FORM:
City Clerk City Attorney
REVIEWED AND R . �TED AND APPROVED:
APP OVED
City Adt iinistrator DVWor of Administrative Services
FEB-18-1999 13:08 CITY OF HUNTINGTON BEACH 714 374 1571 P.17
1099-S form, and depositing same with Escrow Holder one (1) day
prior to the Close of Escrow.
3 .18 Notice of Tax Withholdinge e ts. It is further
understood and agreed by Buyer and Sellers 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 one (1) day prior to the Close of Escrow.
In the event Seller 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 of the
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 as of the date first above written.
"SELLER"
S&C OIL COMPANY, INC.
("Property Owner")
Dated: By:
B.G. Williams
Its:
1'BUYER"
CITY OF H=INGTON BEACH
Dated: By;
By:
SEE ARTAa= DYER'S CONTRACTOR"
SIGNATURE PAGE
PLC, Californi general
partnersh
Dated: By.-_
Holman
Its:
760=3121-W17/3189164.3 a1V19M -14-
FEB--18-1999 13:08 CITY OF HUNTINGTON BEACH 714 374 1571 P.18
AGRaDEM FOR PURCHASE AND SALE OF
REAL PROPERTY AMID ESCRaW iNsm 1CI'. WS -- S g C OIL CO. M.
'�H[JYER"S �'R�CPOR"
PLC,A CALIFORNIA GENERAL,PARTNERSHIP,
BY: PLC HOLDINGS,A California general partnership .
its general partner
BY: PACLACO,INC,,A California corporation, •
its general partner
BY:
NAME: Graham Jones
TrME: Vice President
BY: 61 'C"
NAME: Christopher C. Gibbs
TITLE: Se=etary
BY: T/L HUNTINGTON BEACH LIMITED LL4BILfYY COMPANY,A Delaware limited liability company,
its general partner
BY:BR.AMALEA CALIFORNL4,,LLC,A California limited liability company
BY: LENNAR HOME&OF CALIFORNIA,INC.,A California corporation,
manager
BY:
NAME: Marc Chasman
TITLE: Chief Fin'ancfal Officer
BY:
NAME: Thomas...Banks
TITLE: Vice President
F'EB-18-1999 13:06 CITY OF HUNTINGTON BEACH 714 374 1571 P. 19
EXH="A"
LEGAL DZSCRFTlON
FOR ROAD PLgU20SFS
A.P. NO. 111-120-01
BEING THAT PORTION OF LOT 20 IN BLOCK"F"OF THE GARFIELD STREET ADDITION
TO THE CITY OF HUNTINGTON BEACH, IN THE CITY OF HUNTINGTON BEACH,
COUNTY OF ORANGE,STATE OF CALIFORNIA,AS SHOWN ON A MAP RECORDED IN
BOOK 7, PAGES 27 AND 28 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE
COUNTY RECORDER OF SAID COUNTY, LYING WESTERLY OF A LINE PARALLEL
WITH AN 55.00 FEET EASTERLY, MEASURED AT RIGHT ANGLES, FROM THE WEST
LINE OF THE SOUTHWEST QUARTER OF SECTION 35,TOWNSHIP 5 SOUTH, RANGE I I
WEST, SAN BERNARDINO SASE AND MERIDIAN,AS SHOWN ON THE MAP RECORDED
IN BOOK 51, PAGE 13 OF MISCELLANEOUS MAPS, RECORDS OF SAID COUNTY.
CONTAINING AN AREA OF 3288 SQUARE FEET, MORE OR LESS.
AS SHOWN ON EXZ:IIHTT "V' ATTACHED HERETO AND MADE A PART HEREOF.
SUBJECT TO COVENANTS,CONDITIONS,RESERVATIONS,RESTRICTIONS,RIGHTS-OF-
WAY, EASEMENTS AND LEASES, OF RECORD, IF ANYA
�r9�EC-F c L ~
ALDEN & EXHIBIT "A„
SSOCIATES FORROAD PURPOSES
A.P. NO. 111-120-01
c�+1012 COWAN.
S re 210 a IRVWX G 92714 s W.O. No. Q§99-Z73-8 Date 1 I/I 5/93
i��=cow�N.snrrs=io• �Rvw;rr►4nr�
714/a llo p,u�,r�aa+i� Er�=r. �,, Chk. Sheet 1 of , ,
FED-18-1999 13:09 CITY OF HUNTINGTON BEACH 714 374 1571 P.20
E7�TF"A"
rZGALDESCRII ON
FOR TDOORARY CONST'RUMON EASEMENT
A.P.NO.111420.01
BENG THAT PORTION OF LOT 20 IN BLOCK'r OF TBE GARFMD STREET ADDITION
TO HM;MGTON BEACH,IN THE C17Y OF HLTN73NO N BEACH, COUNTY OF ORANGE,
STJLTE of CAL1FOMM4,As SHOWN ON THE MAP RECORDED IN BOOK 7,PAGES 27 AND
28 OF NUSCEl1.ANEOUS MAPS, IN THE OFFICE OF ME COUNTY RECORDER OF SAID
COUNTY,MORE PAP-TICUL.ARLY DESCRIBED AS FOLLOWS:.
A STRIP OF LAND. 15.00 FEET WMX LYING EASTERLY OF A IJNE PARALLEL W=AND
55.00 FEET EASTERLY, bWASUPM AT RIGHT ANCLFS,FROM THE WEST LINE OF THE
SOUTHWEST QUARTOL OF SECTION 35, TOWNSI13P 5 SOLM% RANGE 11 WEST, AS
SHOWN ON THE MAP RECORDED IN BOOK 51, PAGE 13 OF baS0E= °MOUS MAPS
RECM&aF SAID COL323T5C.
AS SHOWN ON EXMB T"B"ATTACHED METO AND MADE APART HEREOF.
VWALDEN & EXHMr"A"-LwAL DESCRIPTION
SSOCIATES FOR TIIOORARY CONSTRUCTION EASEMENT
A.P.NO. 111--120-01
anz a:+an+ sa�.rwn+�s—uxa auR►►exo,ra W.O.No.0979-396.1 , Date 4/23/97
iGQaZ COWAKSUrdaio• IRVINIL CA92714 Fingr.D.C. C6k D.W. Sheet 1 of 2
FYWIAIT .Z
FER-16-1999 13:09 CITY OF HUNTINGTON BEACH 714 374 1571 P.21
EXHIBIT "B"
60
34 � •
30
58 0f �
� 57 3
00jb
54
% A ` , A,1 C A��
53
52
5I
50
4Q
/)Cf
WCST LM. SW 114. SEC. 35, •
T. 3 S. R. n W. S99lL
d �ti�., a `e%
4r ,
cy.
c3., 010 9-2
1 t3• %. I
ERNEST AVENUF
lM
I8 ® F�IA�ri'5 AkFA
DE5CMED Fl=
row '8,
ALDEN & SWM TO AW4MPA Y A IrGAI DESCMON
SSOCIATE5 FOR ROAD WOWS
AP. NO. 111 220-01
10012 COWAN, SUrr2 210, My=- CA 98734 WA No- 0879 473-6 DotO 31/15/43
(714) 880-0110 FA7C 6110-04iB Fnnr. .IG. Mle D.W.
FEB-18-1999 13:10 CITY OF HUNTINGTON BEACH ?14 3?4 15?1 P.22
EXHIBIT T
60 .
59 130'
v 57
Sri 9,1 ��� •
o.
52
51
50
I
44
25
WEST LINE, SW 114. SEC. W.
T. 5 5. R. u W, ssail.
1
20
44vJ' a`�` ., W ,I
J uJ `
a ERNEST AVENUE .
. 3
18 � !MlCA7FS AR[A
QESCitIBFD F1fleElH
ALDEN & r�a�rrarr on,
To aCZCtPA rr A LEML. MSMIPTION
•.S S 0 CIATES FOR MFOWT G0NSV=Tl0M FASMW
18012 C01rJ4:i. S= 210. UtV=o CAI 02714 WA. No. 2AM— 50-4 Date—dM3gM7 -
(7i4) :?�•�0110 PAZ.' 560-0418 Fnn. D.G. f`hk D.W. Sr...a 9 nd 9
TOTAL P.22
r
First American Title Insurance Company
114 EAST FIFTH STREET, (P. O. BOX 267) SANTA ANA, CALIFORNIA 92702 (714) 558-3211
February 25, 1999
CITY OF HUNTINGTON BEACH
2000 MAIN STREET
HUNTINGTON BEACH, CA 92648
ATTN: DAN BRENNAN
Our Escrow No. 9952634M (APN 111-I20-01)
We are sending you the items checked below:
[✓.l Purchase and Sale Agreement - please sign and return one cope
If you have a question regarding this transaction, please contact the undersigned.
S' a y,
ath rin S annon - Escrow Officer
Direct Telephone Number - (714) 647-4466
Fax number - (714) 647-2235
l ks
enc
delivery
l� t „�- f
5
,�C�� � r
Gam` G7�G- Yl
�� /JYC�� ��a
J�LE;
Dom`
'[ `�
' - t
J �N��
s
CITY OF HUNTLNCTON BEACH
INTERDEPARTMENTAL COMMUNICATION
HV-TrSV- ON BEACH
TO: Paul D'Alessandro, Acting City Attorney
FROM: Connie Brockway
City Clerk
DATE: March S, 1999
SUBJECT: Purchase And Sale Agreement Of Real Property And Escrow Instructions
Regarding APN I I 1-120-01—S &C Oil Co.—PLC—City of Huntington Beach
The Purchase Sale Agreement that First American Title Company gave the city to have the
Mayor and City Clerk sign differs from the original agreement in the Cite Clerk's Office that was
presented and approved by the City Council. I would appreciate your assistance and that of the
City Attorney's Office in clarifiling the differences.
Original_City Agreement Seen & Approved By Council
There are two Page No. 14—The first Page 14 states See Atlached Signature Page. The attached
signature page has the original signatures of B.G. Williams & S &C Oil Co. Also the signature
block for PLC is not crossed out.
Faxed Aereement That Title Company Wants The City To Sign
Page 14— B.G. Williams & S & C Oil Company do not have the original signatures as signed on
the city's original copy. Also the title company agreement has Ray Silver's signature as Buyer-
City of Huntington Beach. (Council's motion authorizes Mayor to sign rather than City
Administrator.) I believe this signature block, if necessary, should be made out for MavodClerk.
Original City Agreement
On the city's original agreement the signatures of PACLACO, Inc. & Lennar Homes are original
signatures.
Faxed Title Company Agreement
The signature pages submitted by the title company for PACLACO, Inc. & Lennar Homes are not
copies of the original signatures as signed on the City Council approved agreement.
Both Agreements
Page 1 of both agreements—First Paragraph—The parties to the Agreement are listed as Cites-of
Huntin on Beach Buver , (PLC)-Buver's Contractor, and S & C Oil Company (Buyer).
Do the signatures of the PACLACO, Inc. Vice President & Secretary take the place of the
signature block prepared for Bill Holman's signature?
V
i
Page Two
The remaining signature block of T/L Huntington Beach Limited (Bramalea & Lennar Homes)
are not included on the first page of the agreement as being parties to the agreement. Is it just
taken for granted?
In the past First American Title Company has removed pages of cite original documents entrusted
to their care that were notarized; inserted revised pages, thus violating notary public laws by
reattaching notary acknowledgements.
I will release a certified copy of the original agreement to the title company once fully executed.
Should the title company demand the original agreement, I will release it upon written direction
of the City Attorney's Office accompanied by the law that states that a copy certified as to
correctness with the original is not sufficient for a title company.
cc: John Reekstin, Administrative Services Director
chmemos 99-50je
"
AGREEMENT FOR PURCHASE AND SALE
OF REAL PROPERTY AND ESCROW INSTRUCTIONS
Escrow No.
Date of Opening
P g
of Escrow: 1998
To: FIRST AMERIC.AN TITLE INSURANCE COMPANY
( "Escrow Holder" )
114 East 5th Street
Santa Ana, CA 92701
Attention: Katherine Soto
Escrow Officer
Telephone : 647-4466
THIS AGREEENT\ FOR PURCHASE AND SALE OF REAL PROPERTY AND
ESCROW INSTRUCTI_ONS \(this "Agreement" ) is made this day of
_ 1998\by and between THE CITY OF HUNTINGTON BEACH,
a municipal corporation ( "Buyer" ) , PLC, a California general
partnership ( "Buyer' s Contractor" ) , and S&C OIL COMPANY, INC.
( "Seller" ) .
R E C I T A L S :
A. Seller is the owner of\that certain real property located
in the City of Huntington Beach, County of Orange, State of
California and more particularly described in the legal description
attached as Exhibit "A-11" (the "Property) hereto and depicted in
the map attached as Exhibit 11B-11" hereto. Seller is also the owner
in fee of that certain real property adjacent to the Property more
particularly described in the legal description attached as Exhibit
"A-21" ( "Easement. Property" ) and depicted in the map attached as
Exhibit 11B-21' hereto. \
B . Buyer, a municipal corporation, has filed a lawsuit in
eminent domain in Orange County Superior Court entitled City -of
Htantington Beach v. S&C Oil Company, Inc . , et al Case No. 792679,
hereafter the "Condemnation Action. " The Condemnation Action has
been filed to enable the Buyer to acquire the\Property for the
purposes of constructing and maintaining certain streets, roadways,
sidewalks and other improvements ( "Project" ) .
C. Seller desires to have the Condemnation Action dismissed
and to voluntarily transfer a temporary construction\easement in
the Easement Property for the purposes of constructing the
improvements in the Property, and to voluntarily convey s permanent
easement interest Seller has in the Property to Buyer.
780i'003821-0017f3189164.3 a12,19.` -3
NOW, THEREFORE, the parties hereto agree to transfer a
permanent easement interest in the Property from Seller to Buyer
and to transfer a temporary construction easement interest in the
Easement Property from Seller to Buyer in accordance with the
following terms and conditions :
ARTICLE I
TERMS AND CONDITIONS
1 . 1 urchase and Sale of Property. Buyer hereby agrees to
purchase fr Seller, and Seller hereby agrees to sell to Buyer the
Property, up the terms and conditions hereinafter set forth.
1 . 2 Temporary Construction Easement in Easement Property.
Buyer hereby ag ees to purchase from Seller, and Seller hereby
agrees to sell to Buyer, a temporary construction easement in the
Easement Property, upon the terms and conditions hereinafter set
forth.
1 . 3 Openincr of Escrow. Within ten (10) business days after
the execution of this Agreement by Seller and Buyer and the
approval of this Agreeme t by the Huntington Beach City Council,
the parties shall open an scrow ( "Escrow" ) with the Escrow Holder
by causing an executed copy of this Agreement to be deposited with
Escrow Holder. Escrow shall ,e deemed open on the date that Buyer
delivers a fully executed Agri\nt to Escrow Holder.
1 . 4 Payment of Purchase Price .
(a) Amount of Purchase Price. The purchase price for
transfer of the Property and the Temporary Construction Easement
shall be One Hundred Twenty-Six Thousand Four Hundred Twenty-One
Dollars ($126 , 421 . 00) ("Purchase Price') .
(b) Payment of Purchase Price.\The Purchase Price shall
be deposited by Buyer into Escrow within five (5) business days
following the opening of Escrow. 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 officeslof a financial
institution located in the State of California, checklfrom 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 out below
is paid as full and final consideration of all of the following:
(i) Permanent Easement interest in and to the
Property, for the purposes of the construction,
operation, and maintenance of a public roadway thereon,
including all uses incident to the use of the Property as
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a public right of way, including but not limited to the
placement of utilities on or over the Property,
accessways for vehicular and pedestrian access, bus bays,
signage, curbs, gutters, drainage facilities, traffic
control devices or other roadway improvements .
(ii) All improvements, structures, landscaping,
paving and any appurtenances to the Property, including
but not limited to the oil production facilities located
on the Property, commonly known as HB #2 oil well; and
\ (iii) A Temporary Construction Easement in and
over the Easement Property, the scope and -terms of which
are as follows :
A nonexclusive easement which permits the City
of Huntington Beach, its officers, agents,
employees, and contractors, to enter upon,
occupy, and pass over the temporary
construction easement area more specifically
described in the legal description, attached
as\Exhibit "B" as deemed reasonably necessary
for\all purposes incidental to reconstructing
and kdening Goldenwest Street in accordance
with �-he approved street construction (the
"Projec\t") . The temporary construction
easement\shall include the right to perform
any neces ary excavation; grading; earth fill;
compaction; installation of concrete forms;
landscaping; irrigation; utility; and sign
relocation; accommodation of private drainage
facilities; and deposit of tools, equipment
and material for\all such necessary activities
which are reasonably incidental to the work
being performed on said property in connection
with the Project .
Such incidental activities shall include, but
not be limited too, adjusting grade
differentials between the planned street and
the adjoining real property and/or matching
existing concrete and/or asphalt paved areas,
and/or natural grade areas,\or such work as
may pertain to on-site improvements to render
the temporary construction easement area or
the larger parcel to which it pertains in the
same functional condition as\reasonably
practicable to the condition before the
Project in terms of access, irrigation, and
connection of public right of way improvements
to the larger parcel .
The rights granted hereunder shall commence
fourteen (14) days after written notification
780/003821-001713189164.3 al2119.198 —3—
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C()pY
to the property owner, but in no event later
than June 1, 1999, and shall continue in full
force and effect until twelve (12) months
after notice . Upon termination of the
temporary construction easement, the Basement
Area shall be restored to a condition that is
functionally equivalent as is practicable to
its condition prior to the commencement of the
work.
(d) Payment of the Purchase Price by Buyer to Seller
represents total just compensation for Buyer' s acquisition of the
Property, \the Temporary Construction Easement, HB #2 oil well, all
damages to\the remainder of the larger parcel of which the Property
is a part ( ':Remainder" ) from the construction of the Project, all
damages for 'Lost oil production or other economic damages due to
interruptions\of sewer, water, and electrical utility services,
precondemnation\ 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 the Property, excepting therefrom only such damages to
the Remainder which\are the result of active negligence on the part
of the City or its contractors, arising out of the construction of
the roadway improvements which constitute the Project .
(e) Seller shall have the right to continue to utilize
HB #2 oil well up to and\including a period of five (5) days after
notice is given to Seller\by Buyer, or Buyer' s Contractor, of the
abandonment of HB #2 oil well . During such five (5) day period,
after Seller' s receipt of Notice from Buyer or Buyer' s Contractor,
Seller shall remove all production equipment, rods, tubing and
other operating equipment from the well. Seller shall retain title
to all such equipment . Buyer 'shall provide access to HB #2 oil
well to the abandonment contractor, and shall cooperate with the
abandonment contractor in securing; the abandonment of HB #2 oil
well to all applicable regulatory standards.
(f) Buyer' s Contractor shall maintain, to the maximum
extent practicable, sewer, water, and electrical utility service to
the Remainder during abandonment of HH,' #2 oil well . Buyer' s
Contractor shall give no less than forty-eight (48) hours notice to
Seller of any scheduled temporary interruptions of sewer, water or
electrical utility service.
(g) In the event the abandonment of- HB #2 oil well is
not completed within twelve (12) days from theNdate the physical
abandonment activities commence, Buyer shall pay to Seller the sum
of One Hundred Dollars ($100) per day for each \day beyond the
twelve (12) day period set forth above until the abandonment is
completed, including the removal from the property of all
abandonment rigging equipment . If any delay in competing the
abandonment of HB #2 oil well is as a result of Seller' s conduct on
or about the Property, or Seller' s delay in removing the oi%l well' s
production equipment as provided in subparagraph (e) above, the
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Buyer shall not be liable for any additional payment to Seller to
complete the abandonment of HE #2 oil well .
(h) Reasonable vehicular and pedestrian access to the
Remainder shall be maintained during Project construction. Seller
shall permit temporary interruption of access to the Remainder,
from time to time during construction for the purpose of conducting
soil remediazion activities, utility activities or other project
construction activities, for periods not to exceed eight (8) hours .
In the event of such interruption of access, access shall be
restored at the end of each working day in which access has been
interrupted, unless otherwise agreed to by Seller.
1 . 5 infrastructure Improvements .
(a) Buyer' s Contractor shall construct a new six-inch
sewer line lateral to the Property to be connected to the new
eight-inch sewer lYine to be constructed by Buyer' s Contractor in
Goldenwest Street a's� part of the project . , at no cost to Seller.
Buyer' s Contractor shall maintain Seller' s existing sewer service
during construction, or until such time as the new sewer line is
serviceable . Seller shall pay any and all fees which may be
imposed by Buyer or any other public entity to connect the six-inch
lateral sewer connection from the Property with the new eight--inch
sewer line or for any of the work performed on the six-inch sewer
line by Buyers Contractor ion behalf of Seller. Construction
permits and permit fees shallNb`e the responsibility of the Buyer.
(b) Buyer' s Contract r-\shall construct a two-inch water
line and install a 3/4 inch water meter for the Property as part of
the project . Buyer' s Contractor shall abandon the existing water
service as indicated on the approved\ Project plans . Seller shall
have the sole responsibility, at its �sole expense, of relocating
any on-site water lines as required. Buyer or Buyer' s Contractor
shall be responsible for the City Watert•Capital Facilities Fee of
$2 , 400 and shall pay the City of Huntington Beach for same . Seller
shall be responsible for the cost of the'\3/4 inch water meter.
Construction permits and permit fees shall be"the responsibility of
the Buyer.
(c) Prior to the opening of Escrow, Buyer' s Contractor
shall prepare a plan for the relocation of underground electrical
facilities on the Remainder. The relocation plan will be forwarded
to Seller for Seller' s review and approval . Such relocation plan
shall include provision of temporary electrical power- facilities,
to assure continuity of service to the Remainder during
construction of the Project and a replacement plan, for the
replacement of the existing electrical service panel, switching
gear and necessary wiring to serve the oil well and shipping pump
on the Remainder. Upon Seller' s approval of the relocation °plan,
Seller shall secure no less than three (3) bids for the performance
of the electrical facilities work called for in the relocation plan
and replacement plan, and shall submit them to Buyer and Buyer' `s\
Contractor for review and selection of one approved bid. Upon
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approval of a bid by Buyer and Buyer' s Contractor, Seller shall
retain the approved bidder and shall contract with such bidder to
perform the electrical facilities relocation work, according to the
approved bid. Upon completion of the work, Seller shall submit the
final billings to Buyer, Buyer' s Contractor, and to Escrow Holder,
and Buyer' s Contractor shall deposit the total amount of the cost
of the work into Escrow for the benefit of Seller, up to the full
amount of the approved bid, and any connection fees imposed by
Southern California Edison or any other applicable electrical
provider required to establish such facilities in working order.
The foregoing shall apply to all electrical facilities from the
public ight of way to the Remainder up to and include the meter
panel, witch panels, and underground wiring to well and pump
location to be established on the Remainder as part of the
relocatio and replacement plan. Construction permits and permit
fees shall e the responsibility of the Buyer.
(d) After the opening of Escrow, Buyer' s Contractor will
prepare a pla for the replacement of a three-inch oil line
currently servi the Remainder. The replacement plan will be
forwarded to Se er for Seller' s review and approval . Upon
Seller' s approval,\�eller shall obtain no less than three (3) bids
for the performance\\ of the replacement work called for in the
replacement plan, ari shall submit them to Buyer and Buyer' s
Contractor for review and selection of one approved bid. Upon
approval of a bid by B er and Buyer' s Contractor, Seller shall
retain the approved bidde , and shall contract with such bidder to
perform the work called fo in the replacement plan, according to
the approved bid. Upon comp tion of the work, Seller shall submit
the final billings to Buye Buyer' s Contractors, and Escrow
Holder, and Buyer' s Contractorshall deposit the total amount of
the cost of the work into Escro for the benefit of Seller, up to
the full amount of the approved ' d. Buyer shall provide a six-
inch steel sleeve crossing Gold west Street terminating at
Chevron' s pipeline on the west side of Goldenwest Street running
from the new property line of the Real inder on the east side of
Goldenwest Street for the purpose o placement of the above-
referenced three-inch oil line inside of this sleeve. Construction
permits and permit shall be the responsib hity of the Buyer.
(e) Buyer' s Contractor shall construct a 20-foot wide
commercial driveway in the location reflected in the approved
Project . Such driveway shall be subject to a1\1 permitting and
other requirements for curb cuts and driveways for the City of
Huntington Beach. Construction permits and permit fees shall be
the responsibility of the Buyer.
(f) Buyer' s Contractor shall construct a six-Boot high
chain link fence with redwood slats and three strand barbed dire on
the Remainder in compliance with the City of Huntington Beach(s oil
code . The above-referenced fence shall be located six (6) \feet
from the ultimate street right-of-way line for the purpose'\o£
accommodating screen landscaping. The screen landscaping shall be
installed and maintained by Seller and at Seller' s sole cost ana
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