HomeMy WebLinkAboutWestminster Parcel - Reject initial response to bid for sale City of Westminster
8200 Westminster Boulevard,Westminster,CA 92683 714.898.3311
Sri www.westminster ca.aov RECEIVED MARGIE L.RICE
CITY OF HUNTINGTON BEACH Mayor
F�9 ' 1012 TRI TA
Mayor Pro Tern
DEPARTMENT OF'
ECONOMIC DEVELOPMENT
FRANK G.FRY
February 6, 2012 Council Member
ANDY QUACH
Council Member
TYLER DIEP
Council Member
Ms. Kellee Fritzal
Deputy Director J.MITCHELL WALLER
City of Huntington Beach City Manager
2000 Main Street
Huntington Beach, CA 92648
RE: Agreement for Sale of Real Property and Escrow Instructions-
APN 142-311-34
Dear Ms. Fritzal:
Enclosed please find three (3) fully executed original copies of the above-referenced
Agreement. Once fully executed by the City of Huntington Beach, CA, please return one original
copy to my attention.
Should you have any questions or require additional information, please contact Chet Simmons,
Assistant to the City Manager directly at 714.548-3169.
Sincerely,
Gayle L. J hnson
Executive Assistant
Enclosures
6. DUE DILIGENCE.
6.1 Buyer's Investigation of Property Condition. Real property often contains
defects and conditions which are not readily apparent and which may affect the value or desirability
of the Property. Therefore, Buyer must exercise reasonable care to discover those facts which are
currently unknown to Buyer and within the diligent attention and observation of Buyer. Buyer
agrees to provide to City, at cost, upon request of City, complete copies of all inspection reports
obtained by Buyer concerning the Property.
6.2 Buyer's Acceptance of Property Condition. Buyer's acceptance of the
condition of the Property is a condition precedent of this Agreement; accordingly, Buyer shall have
the right to conduct inspections, investigations, tests, surveys, and other studies at Buyer's expense.
Buyer is strongly advised to exercise these rights and select professionals with appropriate
qualifications to conduct inspections of the entire Property. If Buyer does not exercise these rights,
Buyer is acting against the advice of City.
6.3 Scope of Buyer's Investigations. Buyer agrees and warrants, or by the
failure to do so shall have waived any rights to do so hereunder, that at Close of Escrow Buyer shall
have investigated the condition and suitability of all aspects of the Property and all matters affecting
the value or desirability of the Property, including but not limited to the following:
6.3.1 Size and age of improvements. Room count, room dimensions, square
footage in improvement, lot size, and age of the improvements.
6.3.2 Lines and boundaries. Property lines and boundaries.
6.3.3 Waste disposal. Type, size, adequacy, and condition of sewer and/or
septic systems and components.
6.3.4 Governmental requirements and limitations. Availability of required
governmental permits, inspections, certificates, or other determinations affecting the Property,
including historical significance. Any limitations, restrictions, zoning,building size requirements, or
other requirements effecting the current or future use or development of the Property.
6.3.5 Rent and occupancy controls. Any restrictions that may limit the
amount of rent that can legally be charged and the maximum number of persons who can lawfully
occupy the Property.
6.3.6 Water and utilities; well systems and components. Availability,
adequacy, and condition of public or private water and other utility systems.
6.3.7 Environmental hazards. The presence of asbestos, formaldehyde,
radon, methane, other gases, lead based paint, other lead contamination, fuel or chemical storage
tanks, waste disposal sites, electromagnetic fields, and other substances, materials, products, or
conditions.
6.3.8 Geologic conditions. Geologic/seismic conditions, soil
stability/suitability, and drainage.
6.3.9 Neighborhood, area, subdivision requirements. Neighborhood or
area conditions including schools; proximity and adequacy of law enforcement; proximity to
commercial, industrial, or agricultural activities; crime statistics; fire protection; other governmental
services; existing and proposed transportation; construction and development which may affect
noise, view or traffic; airport noise; and noise or odor from any source, wild or domestic.
6.3.10 Matters of record. Covenants, conditions, and restrictions; Deed
restrictions; easements; and other title encumbrances of record.
1 1-2 863/62 863 Page 9 of 17
6.3.11 Other matters. Any and all other matters such as availability of
suitable public infrastructure, assessment, other special service districts, and soil or other conditions
on the Property, not herein listed, which are or may be pertinent to Buyer's purpose for acquiring
the Property.
7. INDEMNIFICATION. Buyer shall defend, indemnify, and hold the City harmless
from and against any and all claims, liabilities, obligations, losses, damages, costs, and expenses,
including, but not limited to, attorney's fees, court costs, and litigation expenses that City may incur
or sustain by reason of or in connection with the Property arising from or accruing from acts,
omissions, occurrences, resulting from any breach by Buyer of its representations, warranties and
covenants contained in this Agreement.
City shall defend, indemnify, and hold the Buyer harmless from and against any and all
claims, liabilities, obligations, losses, damages, costs, and expenses, including, but not limited to,
attorney's fees, court costs, and litigation expenses that Buyer may incur or sustain by reason of or
in connection with the Property arising from or accruing from acts, omissions, occurrences, or
matters that take place before the Close of Escrow or resulting from any breach by City of its
representations, warranties and covenants contained in this Agreement.
8. MINERAL RIGHTS. The transfer of the Property will include a transfer of all
mineral rights from City to Buyer.
9. PRIOR AGREEMENTS. This Agreement, in effect as of the Date of Agreement,
supersedes any and all prior agreements (if any) between City and Buyer regarding purchase and
sale of the Property.
10. NOTICES. Any notice, tender, delivery, or other communication pursuant to this
Agreement shall be in writing and shall be deemed to be properly given if delivered, mailed or sent
by wire or other telegraphic communication in the manner provided in this Agreement, to the
following persons:
If to City: If to Buyer:
City of Huntington Beach City of Westminster
Attn: Fred A. Wilson, City Manager Attn: J. Mitchell Waller, City Manager
2000 Main Street 8200 Westminster Blvd.
Huntington Beach, CA 92647 Westminster, CA 92683
11. CALCULATION OF TIME. Under this Agreement, when the day upon which
performance would otherwise be required or permitted is a Saturday, Sunday or holiday,then the
time for performance shall be extended to the next day which is not a Saturday, Sunday or holiday.
The term "holiday" shall mean all and only those State holidays specified in Section 6700 of the
California Government Code.
12. TIME OF ESSENCE. Time is of the essence of this Agreement and each and every
provision hereof.
I I-2863/62863 Page 10 of 17
13. ENTIRE AGREEMENT. This Agreement shall constitute the entire understanding
and agreement of the Parties hereto regarding the purchase and sale of the Property and all prior
agreements, understandings, representations or negotiations are hereby superseded, terminated and
canceled in their entirety, and are of no further force or effect.
14. AMENDMENTS. This Agreement may not be modified or amended except in
writing by the Parties.
fly. APPLICABLE LAW. The Parties hereto acknowledge that this Agreement has
been negotiated and entered into in the State of California. The Parties hereto expressly agree that
this Agreement shall in all respects be governed by the laws of the State of California. In the event
of litigation between the parties, venue in state trial courts shall lie exclusively in the County of
Orange.
16. SEVERABILITY. Nothing contained herein shall be construed as to require the
commission of any act contrary to law, and wherever there is any conflict between any provision
contained herein and any present statute, law, ordinance or regulation, the latter shall prevail, but
the affected provisions of this Agreement shall be limited only to the extent necessary to bring them
within the requirements of such law.
17. SEPARATE COUNTERPARTS. This Agreement may be executed in separate
counterparts, each of which when so executed shall be deemed to be an original. Such counterparts
shall,together, constitute and be one and the same instrument.
18. EXHIBITS. The following Exhibits are attached to this Agreement and
incorporated by reference herein:
Exhibit A. Property Description
Exhibit B: Property Sketch
19. SURVIVAL. All terms and conditions in this Agreement, which represent
continuing obligations and duties of the Parties, that have not been satisfied prior to Close of
Escrow shall survive Close of Escrow and transfer of title to Buyer and shall continue to be binding
on the respective obligated party in accordance with their terms. All representations and warranties
and statements made by the respective parties contained herein or made in writing pursuant to this
Agreement are intended to be, and shall remain, true and correct as of the Close of Escrow, shall be
deemed to be material, and, together with all conditions, covenants and indemnities made by the
respective parties contained herein or made in writing pursuant to this Agreement (except as
otherwise expressly limited or expanded by the terms of this Agreement), shall survive the
execution and delivery of this Agreement and the Close of Escrow, or, to the extent the context
requires, beyond any termination of this Agreement.
20. LEGAL FEES. In the event suit is brought by either party to construe, interpret
and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof,
each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to
recover its attorney's fees from the non-prevailing party.
21. ASSIGNMENT. Neither party may assign, transfer or convey its rights or
obligations under this Agreement without the prior written consent of the other party, and then only
11-2863/62863 Page 11 of 17
if assignee assumes in writing all of assigning party's obligations hereunder; provided, however, the
assigning party shall in no event be released from its obligations hereunder by reason of such
assignment.
22. BROKERAGE COMMISSIONS. Buyer represents to City that there has been no
broker, real estate agent, finder or similar entity engaged in connection with this Agreement or the
sale of the Property from the City to Buyer, if consummated as contemplated hereby. Buyer agrees
that should any claim be made for brokerage commissions or finder's fees by any broker, agent,
finder or similar entity, by, through or on account of any acts of Buyer or its agent, employees or
representatives, Buyer will indemnify, defend and hold City free and harmless from and against any
and all loss, liability, cost, damage and expense (including attorneys' fees and court costs) in
connection therewith. Buyer agrees to pay, at its sole cost and expense, when due, any and all
brokerage commissions incurred by Buyer heretofore or hereafter incurred prior to Close of Escrow
23. MISCELLANEOUS.
23.1. Captions. Any captions to, or headings of, the paragraphs or subparagraphs
of this Agreement are solely for the convenience of the parties hereto, are not a part of this
Agreement, and shall not be used for the interpretation or determination of the validity of this
Agreement or any provision hereof.
23.2. No Obligations to Third Parties. Except as otherwise expressly provided
herein, the execution and delivery of this Agreement shall not be deemed to confer any rights upon,
nor obligate any of the parties hereto, to any person or entity other than the parties hereto.
23.4. Waiver. The waiver or failure to enforce any provision of this Agreement
shall not operate as a waiver of any future breach of any such provision or any other provision
hereof.
23.5. Fees and Other Expenses. Except as otherwise provided herein, each of the
parties shall pay its own fees and expenses in connection with this Agreement.
23.6. Mutually Prepared Agreement. The parties acknowledge that this
Agreement was the subject of negotiations between the parties and shall be considered as being
mutually prepared. Each of the Parties specifically represents and warrants to the other Party that it
was advised to have this Agreement reviewed by legal counsel of their choice.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by
and through their authorized offices the day, month and year first above written.
11-2863/62863 Page 12 of 17
CITY OF WESTMINSTER CITY OF HUNTINGTON BEACH, a
municipal corporation of the State of California municipal corporation of the State of California
By:
J. Mitchell Waller, City Manager Mayor
ATTESTED BY:
4ty Clerk
L
By: INIT TED AN�,,' APVROVED:
Robin Roberts, City Clerk
APPROVED TO FORM:
Director of Economic Development
.
APPROVED AS TO FORM:
By: P
Richard D. Jo s, City Attorney
City'Attorney � _ a
11-2863/62863 Page 13 of 17
AGREEMENT FOR SALE OF REAL PROPERTY AND
ESCROW INSTRUCTIONS
This Sales Agreement ("Agreement") is made and entered into on this 31 st day of January,
2012, by and between the City of Huntington Beach, a California municipal corporation, ("City")
and the City of Westminster, a California municipal corporation ("Buyer")(collectively the
"Parties").
WHEREAS, City owns that certain real property located in the City of Westminster, Orange
County, California, which pursuant to Huntington Beach Municipal Code Chapter 3.06 has been
determined to be surplus real property and available for disposal; and
WHEREAS, the Huntington Beach City Council authorized the disposal of the surplus real
property on June 6, 2011 and
WHEREAS, City desires to sell the real property, and Buyer desires to purchase the real
property, on the terms and conditions set forth in this Agreement.
NOW, THEREFORE, in consideration of the foregoing recitals and for other good and
valuable consideration, the Parties agree as follows:
1. PROPERTY
1.1 Property. City agrees to sell and convey to Buyer, and Buyer agrees to
purchase from City, the real property, hereinafter described, subject to the terms and conditions set
forth in this Agreement. The real property that is the subject of this offer consists of approximately
Fifty Thousand Nine Hundred and Sixty Five (50,965) square feet of land located in the City of
Westminster, County of Orange, State of California and legally described in the attached Exhibits
"A" and`B"incorporated by this reference ("Property").
2. PURCHASE PRICE
2.1 Purchase Price. The total purchase price to be paid by Buyer to City for
Property shall be Five Hundred Sixty Thousand Dollars ($560,000.00) (the "Purchase Price"). The
Purchase Price is all inclusive of City's entire interest in the Property and any rights and obligations
City may have with respect to the Property, except as expressly provided in this Agreement.
2.2 Initial Deposit. Upon the Opening Date of Escrow Buyer will deliver to the
Escrow Holder a deposit to be credited toward the Purchase Price, in an amount equal to five
percent (5%) of the Purchase Price ("Initial Deposit"). The Initial Deposit will be by certified or
bank cashier's check or wire transfer. The balance of the Purchase Price will be paid upon the
Close of Escrow as hereinafter provided. The Initial Deposit will be refunded to Buyer in the event
Buyer cancels the transaction for any reason authorized under this Agreement.
2.3 Closing of Escrow. Upon the Close of Escrow Buyer shall deposit or cause
to be deposited with Escrow Holder, in cash or by a certified or bank cashier's check made payable
1 1-2 863/62863 Page I of 17
to Escrow Holder or a confirmed wire transfer of funds, the Purchase Price less the Initial Deposit,
plus the Escrow Holder's estimate of Buyer's portion of closing costs, prorations and charges
payable pursuant to this Agreement. All taxes, escrow fees,recording and title insurance costs are
to be paid by Buyer prior to Close of Escrow. Upon receipt of the Purchase Price balance Escrow
Holder will take the necessary actions to vest all interest in the Property in Buyer.
3. CONIDITIONS OF SALE
3.1 Buyer's Costs. Buyer shall pay all applicable recording fees, documentary
transfer taxes, escrow fees, policies of title insurance, and any other costs connected with the
closing of this transaction.
3.2 Further (Documents and Assurances. Buyer and City shall each, diligently
and in good faith, undertake all actions and procedures reasonably required to place the escrow in
condition for closing as and when required by this Agreement. Buyer and City agree to execute and
deliver all further documents and instruments reasonably required by the Escrow Holder or Title
Company. As soon as possible following the Opening Date, City shall deliver or cause to be
delivered to Buyer, an original ink signed grant deed, duly executed and in recordable form,
conveying fee title to the Property to Buyer("Grant Deed").
3.3 Opening of Escrow. For purposes of this Agreement the Escrow Holder
shall be a properly insured escrow company qualified to do business in California, and shall be
identified by the Parties upon execution of this Agreement ("Escrow Holder"). Escrow shall be
deemed opened on the date the Escrow Holder receives an executed counterpart of this Agreement
from both Buyer and City ("Opening Date"). Escrow Holder shall notify Buyer and City, in
writing, of the Opening Date and the Closing Date, as defined in Paragraph 3.4, below. In addition,
Buyer and City agree to execute, deliver, and be bound by any reasonable or customary
supplemental escrow instructions of Escrow Holder, or other instruments as may reasonably be
required by Escrow Holder, in order to consummate the transaction contemplated by this
Agreement. Any such supplemental instructions shall not conflict with, amend, or supersede any
portion of this Agreement. If there is any inconsistency between such supplemental instructions and
this Agreement, this Agreement shall control. All funds received in this Escrow shall be deposited
with other escrow funds in a general escrow account(s) and may be transferred to any other escrow
trust account in any Bank insured by the Federal Deposit Insurance Corporation and doing business
in the State of California.
3.4. Close of Escrow. For purposes of this Agreement, "Close of Escrow" shall
be defined as the date that the Grant Deed, conveying the Property to Buyer, is recorded in the
Official Records of Orange County, California. This Escrow shall close within forty five days (45)
of the Opening Date ("Closing Date").
3.5. Conditions of Title. It shall be a condition to the Close of Escrow and a
covenant of City that title to the Property shall be conveyed to Buyer by City by the Grant Deed,
subject only to the following Approved Conditions of Title ("Approved Condition of Title"):
3.5.1. Matters affecting the Approved Condition of Title created by or with
the written consent of Buyer.
11-2863/62863 Page 2 of 17
3.5.2. Exceptions which are disclosed by the Report described in Paragraph
3.7.1 hereof and which are approved or deemed approved by Buyer in accordance with
Paragraph 3.7.1 hereof.
City covenants and agrees that during the term of this Escrow, City will not cause or
permit title to the Property to differ from the Approved Condition of Title described in this
Paragraph. Any liens, encumbrances, easements, restrictions, conditions, covenants, rights, rights-
of-way, or other matters affecting the Approved Condition of Title which may appear of record or
be revealed after the date of the Report described in Paragraph 3.7.1 below, shall also be subject to
Buyer's approval and must be eliminated or ameliorated to Buyer's satisfaction by City prior to the
Close of Escrow as a condition to the Close of Escrow for Buyer's benefit.
3.6. Title Policy. Title shall be evidenced by the willingness of the Title
Company to issue its CLTA Standard Form Policy or Binder of Title Insurance ("Title Policy") in
the amount of the Purchase Price showing title to the Property vested in Buyer subject only to the
Approved Condition of Title.
3.7. Conditions to Close of Escrow.
3.7.1. Conditions to Buyer's Obligations. The Close of Escrow and
Buyer's obligation to consummate the transaction contemplated by this Agreement are
subject to the satisfaction of the following conditions for Buyer's benefit on or prior to the
dates designated below for the satisfaction of such conditions:
(a) Preliminary Title Report and Exceptions. Immediately after
Escrow is opened as provided herein, Buyer agrees to cause First American
Title Company to issue a Preliminary Title Report relating to the Property.
Within fifteen (15) days after Escrow has been opened, Buyer will cause
Laws Title Company to issue an Amendment to Escrow Instructions,
which indicates those title exceptions that the Buyer will accept. City will
have thirty (30) days after receipt of such amendment to review and approve
it. In the event of non-approval, Escrow will fail and each party will cancel
the Escrow.
(lb) Representations, Warranties, and Covenants of City. City shall
have duly performed each and every agreement to be performed by City
hereunder and City's representations, warranties, and covenants set forth in
Paragraph 4 shall be true and correct as of the Closing Date.
(c) No Material Changes. At the Closing Date there shall have been no.
material adverse changes in the physical or financial condition of the
Property.
(d) Inspections and Studies. On or before thirty (30) days after
Opening Date ("Due Diligence Period"), Buyer shall have approved the
results of any and all inspections, investigations, tests and studies (including,
without limitation, investigations with regard to governmental regulations,
engineering tests, soil and structure investigation and analysis, seismic and
11-2863/62863 Page 3 of 17
geologic reports) with respect to the Property (including all structural and
mechanical systems and leased areas) as Buyer may elect to make or obtain.
The failure of Buyer to disapprove said results on or prior to the expiration of
the Due Diligence Period shall be deemed to constitute Buyer's disapproval
of the results. The cost of any such inspections, tests and studies shall be
borne by Buyer. During the term of this Escrow, Buyer, its agents,
contractors and subcontractors shall have the right to enter upon the Property,
at reasonable times during ordinary business hours, to make any and all
inspections and tests as may be necessary or desirable in Buyer's sole
judgment and discretion. Buyer shall use care and consideration in
connection with any of its inspections. Buyer shall indemnify and hold City
and the Property harmless from any and all damage arising out of, or
resulting from the negligence of Buyer, its agents, contractors and/or
subcontractors in connection with such entry and/or activities upon the
Property. Buyer will provide City, upon request, at no cost, copies of any
Buyer's investigation reports obtained by the Buyer, if any.
Parties agree that in the event Buyer determines further Phase II inspections,
investigations, tests and studies of the environmental condition of the
Property are needed, Buyer will be entitled to an additional thirty(30) days to
conduct, review and approve the results of those inspections, investigations,
tests and studies, and the Escrow will be extended for those same thirty (30)
days.
(e) Legislative Approval. The completion of this transaction, and the
Escrow created hereby, is contingent upon the specific acceptance and
approval by the legislative bodies of both City and Buyer.
(f) Environmental Documents. City shall deliver to Buyer copies of any
and all due diligence documents, environmental reports, corrective action
plans, remediation plans, mitigation monitoring reports, analysis, studies,
tests, documents and other correspondence, and any supplements to those
documents, which are in any way related to the environmental condition of
the Property as of the Close of Escrow. These documents will be used by
Buyer, in its discretion, as part of its investigation and evaluation of the
condition of the Property.
(g) As Is. The property is sold in its present condition as of the date of
acceptance subject to the Buyer's investigation rights.
3.7.2. Conditions to City's Obligation. For the benefit of City, the Close
of Escrow shall be conditioned upon the occurrence and/or satisfaction of each of the
following conditions (or City's waiver thereof, it being agreed that City may waive any or all
of such conditions):
(a) Buyer's Obligations. Buyer shall have timely performed all of the
obligations required by the terms of this Agreement to be performed by
Buyer, and
11-2863/62863 Page 4 of 17
(b) Buyer's Representations. All representations and warranties made
by Buyer to City in this Agreement shall be true and correct as of the Close
of Escrow.
3.8. Deposits by City. At least one (1) business day prior to the Close of
Escrow, City shall deposit or cause to be deposited with Escrow Holder the Grant Deed conveying
the Property to Buyer duly executed by City, acknowledged and in recordable form.
3.9. Deposits by Buyer. At least one (1) business day prior to the Close of
Escrow, Buyer shall deposit, or cause to be deposited with Escrow Holder, the funds which are to
be applied toward the payment of the Purchase Price in the amounts and at the times if designated
herein (as reduced or increased by the Initial Deposit, prorations, debits and credits hereinafter
provided).
3.10. Costs and Expenses. The cost and expense of the Title Policy attributable to
CLTA coverage shall be paid by Buyer. The escrow fee of Escrow Holder shall be paid by Buyer.
Buyer shall pay all documentary transfer taxes, if any, payable in connection with the recordation of
the Grant Deed. The amount of such transfer taxes shall not be posted on the Grant Deed, but shall
be supplied by separate affidavit. Buyer shall pay the Escrow Holder's customary charges to Buyer
and City for document drafting, recording, and miscellaneous charges. If, as a result of no fault of
Buyer or City, Escrow fails to close, City and Buyer shall pay all of Escrow Holder's fees and
charges. Penalties for prepayment of bona fide obligations secured by any existing Deed of trust or
mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240.
3.11. Disbursements and Other Actions by Escrow holder. Upon the Close of
Escrow, the Escrow holder shall promptly undertake all of the following in the manner indicated:
3.11.1 Recording. Cause the Grant Deed and any other documents, which
the parties hereto may mutually direct, to be recorded in the Official Records of Orange
County, California, in the order set forth in this subparagraph. Escrow Holder is instructed
not to affix the amount of documentary transfer tax (if any) on the face of the Deed, but to
supply same by separate affidavit.
3.11.2 Funds. Disburse from funds deposited by Buyer with Escrow Holder
toward payment of all items chargeable to the account of Buyer, pursuant thereto in payment
of such costs, and disburse the balance of such funds, if any, to Buyer.
3.11.3 Documents to Buyer. Deliver when issued, the Title Policy to
Buyer.
3.11.4 Pay demands of existing lienholders. Escrow Holder is hereby
authorized and instructed to cause the reconveyance, or partial reconveyance, as the case
may be, of any such monetary exceptions to Buyer's title to the Property at or prior to the
Close of Escrow.
3.12 Insurance. Insurance policies for fire and casualty on the Property will be
maintained by City, at City's sole expense, until the Close of Escrow. Insurance policies are
not to be transferred and City will cancel its own policies after Close of Escrow.
11-2863/62863 Page 5 of 17
4. CITY'S REPRESENTATIONS, WARRANTIES, AND DISCLOSURES. In
addition to any express agreements of City contained herein, the following constitute
representations and warranties of City to Buyer, of this Agreement:
4.1 Reliability of Information. City reasonably relied upon sources for the
information contained in this Agreement.
4.2 Authority of State. City is a government entity, duly organized and validly
existing under the laws of the State of California. City has full power and authority to own, sell, and
convey the Property to Buyer and to enter into and perform its obligations pursuant to this
Agreement.
4.3 Representations Regarding City's Authority.
(a) The individuals executing this Agreement and the instruments
referenced herein on behalf of City have the legal power, right, and actual authority to bind City to
the terms and conditions hereof and thereof.
(b) This Agreement is, and all other instruments, documents and
agreements required to be executed and delivered by City in connection with this Agreement are
and shall be, duly authorized, executed and delivered by City, and shall be valid, legally binding
obligations of and enforceable against City in accordance with their terms.
(c) All requisite action (corporate, trust, partnership or otherwise) has
been taken by City in connection with the entering into this Agreement, the instruments referenced
herein, and the consummation of the transactions contemplated hereby. No consent of any partner,
shareholder, creditor, investor,judicial or administrative body, authority or other party is required.
(d) Neither the execution and delivery of this Agreement and documents
referenced herein, nor the incurrence of the obligations set forth herein, nor the consummation of
the transactions herein contemplated, nor compliance with the terms of this Agreement and the
documents referenced herein conflict with or result in the material breach of any terms, conditions
or provisions of, or constitute a default under, any bond, note, or other evidence of indebtedness or
any contract, indenture, mortgage, deed of trust, loan, partnership agreement, lease or other
agreements or instruments to which City is a party or affecting the Property.
4.3 Taxes. City is exempt from property taxes and assessments and none are or
will be owing at Close of Escrow.
4.4 Disclosures. Buyer acknowledges that Buyer is purchasing the Property
solely in reliance on Buyer's own investigations. Except as stated under this Section 4, no
representations or warranties of any kind whatsoever, expressed or implied, have been made by
City, City's agents, or employees, including in any investigations, studies or documents identified
or disclosed under this Section 4. Buyer further acknowledges and warrants that as of the Close of
Escrow Buyer will be aware of and satisfied with all zoning regulations, other governmental
requirements, site and physical conditions (including the presence of hazardous materials or other
adverse environmental conditions), and other matters affecting the use and condition of the Property
including any investigations, studies, and documents identified in this Section 4. Buyer agrees to
purchase the Property in the condition that it is in at Close of Escrow, subject, however, to Buyer's
right to terminate should the Property be damaged or destroyed by causes other than causes
11-2863/62863 Page 6 of 17
attributable to Buyer's entry on the Property and inspections ordered by Buyer prior to Close of
Escrow or for other reasons authorized in this Agreement.
4.5 As-Is Purchase. Except as provided in Sections 4, Buyer specifically
acknowledges and agrees that City will sell and Buyer will purchase the Property on an "as-is with
all faults" basis, and that having been given the opportunity to inspect the Property and review
information and documentation affecting the Property, Buyer is not relying on any representations
or warranties of any kind whatsoever, express or implied, from City or its agents as to any matters
concerning the Property, including without limitation: (i.) the quality, nature, adequacy, and
physical condition of the Property including soils, geology, and any groundwater; (ii.) the existence,
quality, nature, adequacy, and physical condition of utilities serving the Property; (iii.) the
development potential of the Property and the Property's use, merchantability, fitness, suitability,
value, or adequacy of the Property for any particular purpose; (iv.) the zoning or other legal status
of the Property or any other public or private restrictions on use of the Property; (v.) the compliance
of the Property or its operation with any applicable codes, laws, regulations, statutes, ordinances,
covenants, conditions, and restrictions of any governmental or quasi-governmental entity or of any
other person or entity; (vi.) the presence of hazardous materials on, under, or above the Property or
the adjoining or neighboring property (vii.) the condition of title to the Property; and (viii.) the
economics of the operation of the Property.
4.6 Absence of Fraud and Misleading Statements. To the best of City's
knowledge, no statement of City in this Agreement or in any document, certificate, or schedule
furnished or to be furnished to Buyer pursuant hereto or in connection with the transaction
contemplated hereby contains any untrue statement of material fact.
4.7 Absence of Claims. City represents, guarantees, and warrants that there are
no claims or complaints by any third party(s) against or in relation to Property that pre-date the
closing of escrow as contemplated by this Agreement. If at a later date Buyer or City finds that there
is a claim or complaint by a third party that pre-dates this Agreement, then City shall hold Buyer
harmless from and against any and all claims, liabilities, obligations, losses, damages, costs and
expenses, including, but not limited to, attorney's fees, court costs, and litigation expenses that the
Buyer may incur or sustain by reason of or in connection with the claim or complaint by a third
party.
4.8 General Representation. No representation, warranty or statement of City
in this Agreement or in any document, certificate or schedule furnished or to be furnished to Buyer
pursuant hereto contains or will contain any untrue statement of a material fact or omits or will omit
to state a material fact necessary to make the statements or facts contained therein not misleading.
City's representations and warranties made in this Agreement shall be continuing and shall be true
and correct as of the date of the Close of Escrow with the same force and effect as if remade by City
in a separate certificate at that time. The truth and accuracy of City's representations and warranties
made herein shall constitute a condition for the benefit of Buyer to the Close of Escrow (as
elsewhere provided herein) and shall not merge into the Close of Escrow or the recordation of the
Grant Deed in the Official Records, and shall survive the Close of Escrow.
11-2863/62863 Page 7 of 17
5. BUYER'S REPRESENTATIONS AND WARRANTIES. In addition to any
express agreements of Buyer contained herein, the following constitute representations and
warranties of Buyer to City, of this Agreement:
5.1 Authority of the State. Buyer is a government entity, duly organized
and validly existing under the laws of the State of California. Buyer has full power and authority to
buy the Property from City and to enter into and perform its obligations pursuant to this Agreement.
5.2 Representations Regarding Buyer's Authority.
(a) Except as may be provided herein to the contrary, Buyer has the legal
power, right and authority to enter into this Agreement and the instruments referenced herein, and to
consummate the transactions contemplated hereby.
(b) The individuals executing this Agreement and the instruments
referenced herein on behalf of Buyer have the legal power, right, and actual authority to bind Buyer
to the terms and conditions hereof and thereof.
(c) This Agreement is, and all other instruments, documents and
agreements required to be executed and delivered by Buyer in connection with this Agreement are
and shall be, duly authorized, executed and delivered by Buyer and shall be valid, legally binding
obligations of and enforceable against Buyer in accordance with their terms.
(d) All requisite action (corporate, trust, partnership or otherwise) has
been taken by Buyer in connection with the entering into this Agreement, the instruments
referenced herein, and the consummation of the transactions contemplated hereby. No consent of
any partner, shareholder, creditor, investor,judicial or administrative body, authority other party is
required.
(e) Neither the execution and delivery of this Agreement and documents
referenced herein, nor the incurrence of the obligations set forth herein, nor the consummation of
the transactions herein contemplated, nor compliance with the terms of this Agreement and the
documents referenced herein conflict with or result in the material breach of any terms, conditions
or provisions of, or constitute a default under, any bond, note, or other evidence of indebtedness or
any contract, indenture, mortgage, deed of trust, loan, partnership agreement, lease or other
agreements or instruments to which Buyer is a party or affecting the Property.
5.3 Taxes. Buyer and seller, as a governmental entities, are exempt from
property taxes and assessments and none are or will be owing at Close of Escrow.
5.4 General Representation. No representation, warranty or statement of Buyer
in this Agreement or in any document, certificate or schedule furnished or to be furnished to City
pursuant hereto contains or will contain any untrue statement of a material fact or omits or will omit
to state a material fact necessary to make the statements or facts contained therein not misleading.
Buyer's representations and warranties made in this Agreement shall be continuing and shall be true
and correct as of the date of the Close of Escrow with the same force and effect as if remade by
Buyer in a separate certificate at that time. The truth and accuracy of Buyer's representations and
warranties made herein shall constitute a condition for the benefit of City to the Close of Escrow (as
elsewhere provided herein) and shall not merge into the Close of Escrow or the recordation of the
Grant in the Official Records, and shall survive the Close of Escrow.
11-2863/62863 Page 8 of 17
Exhibit "A"
Page 14 of 17
Legal Description
A parcel of land situated in Section 14, Township 5 South,Range 11 West, Rancho La
Bolsa Chica,partly in the City of Westminster and partly in the City of Huntington Beach,
County of Orange, State of California, as per map recorded in Book 51,page 13 of
Miscellaneous Maps, in the Office of the County Recorder of said County and more particularly
described as follows:
The West 100.00 feet of the East 115.00 feet of the West Half of the said Section 14.
EXCEPT that portion thereof lying southerly of a line that is parallel with and distant
northerly 5.00 feet,measured radially from the center line of Center Street,as said center line is
shown on Parcel Map No. 81-571, in the City of Huntington Beach, County of Orange, State of
California, filed in Book 169, page 45 and 46 of Parcel Maps, in the office of said county
recorded.
ALSO EXCEPT that portion thereof lying northerly of that center line described in that
Corporate Grant Deed recorded April 10, 1968,in Book 8568,page 143 of Official Records,in
the office of said county recorded,the described as follows:
Commencing at the southeast corner of the Northwest Quarter of said Section 14;thence
along the East line of said Northwest Quarter,North 0° 16' 03"East, 527.65 feet to the TRUE
POINT OF BEGINNING for this exception; thence North 44'01' 46"West, 28.63 feet;thence
North 89'43' 57" West, 95 feet to the westerly line of the said East 115.00 feet of the said
Northwest Quarter.
Reserving unto Grantor an easement for the railroad,transportation, communication and
pipeline purposes over, along and across that portion of the hereinabove described parcel of land
lying easterly of a line parallel with and distant 15 feet westerly,measured at right angles,from
the existing center line of Southern Pacific Transportation Company's main track(Stanton
Branch).
APN 142-311-34
Exhibit "B"
Page 16 of 17
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TR. NO.5852 M.M.2/6-42,4.%44 PARCEL NUMBERS BOOK 142 PAGE 31
MARCH 1966 /s9 TR.A40.6330N.N.252-4B,49,50 SHOWN IN CIRCLES COUNTY OF ORANGE
I�
Motion Failed 2-5 (Shaw, Carchio, Bohr, Dwyer, Boardman no)
Motion to adopt recommended action:
Approved 4-3 (Harper, Hansen, Dwyer no)
9. Approve Youth Board Appointments/Reappointments
Recommended Action:
A) As recommended by Council liaisons Devin Dwyer and Matthew Harper,
approve the reappointment of the following students to a one-year term on the
Huntington Beach Youth Board with terms to expire June 2012:
Andrea deJesus Edison High School Representative
Dallas Heyden HB High School Representative
Jennifer Lucas Marina High School Representative
Chelsea Ostovarpour Oceanview High School Representative
Megan Arriola At-large Representative
Quentin Cronk At-large Representative
B) As recommended by Council liaisons Devin Dwyer and Matthew Harper,
approve the appointment of the following students to a one-year term on the
Huntington Beach Youth Board with terms to expire June 2012:
Samantha Sharkoff At-large Representative
Lindsey Thomas At-large Representative
Gregory Welker At-large Representative
Approved 7-0
10. Reject initial response to bid for sale of APN 142-311-34 located on the
north side of McFadden, east of Gothard, known as the Westminster
Parcel; Adopt Resolution No. 2011-46 declaring the disposition of certain
surplus property; and, approve an Agreement and Escrow Instructions to
sell the parcel to the Westminster Redevelopment Agency
Recommended Action:
A) Reject initial response to Bid for the sale of property located at APN 142-
311-34; and,
B) Approve Resolution No. 2011-46, "A Resolution of the City Council of the City
of Huntington Beach Declaring the Disposition of Certain Surplus Property;" and,
C) Approve Westminster Bid and "Agreement for Sale of Surplus Real Property
and Escrow Instructions By and Between the City of Huntington Beach and
Westminster Redevelopment Agency," generally in the form attached; and,
D) Authorize the Mayor, City Manager, and City Clerk to sign all necessary
documents to effecuate this Agreement.
Approved as amended to include a 5% deposit that is non-refundable after
30 days and a 45-day closing date.
Approved 6-1 (Carchio no)
-5-
Council/Agency Meeting Held:_ 8/
Deferred/Continued to:
Unv , ondi ion II p ove ®0 Denied Cit erk ignat
Council Meeting Date: July 5, 2011 Department ID Number: ED 11-28
CITY OF HUNTINGTON BEACH
REQUEST FOR CITY COUNCIL ACTION
SUBMITTED TO: Honorable Mayor and City Council Members
SUBMITTED BY: Fred A. Wilson, City Manager
PREPARED BY: Stanley Smalewitz, Director of Economic Development
SUBJECT: Reject initial response to bid for sale of APN 142-311-34 located on
the north side of McFadden, east of Gothard, known as the
Westminster Parcel; Adopt Resolution No. 2011-46 declaring the
disposition of certain surplus property; and, approve an Agreement
and Escrow Instructions to sell the parcel to the Westminster
Redevelopment Agency
Statement of Issue: The City released a Request for Bids for sale of surplus property
located on the north side of McFadden, east of Gothard (APN 142-311-34). Ultimately, the
City received two (2) bids. The City Council is requested to declare the property surplus and
approve an Agreement to sell the parcel to the Westminster Redevelopment Agency.
Financial Impact: Land sale of $560,000.00 will be allocated to Fund 221 Cooperation
Agreement Repayment.
Recommended Action: Motion to:
A) Reject initial response to Bid for the sale of property located at APN 142-311-34; and,
B) Approve Resolution No. 2011-46, "A Resolution of the City Council of the City of
HUntington Beach Declaring the Disposition of Certain Surplus Property;" and,
C) Approve Westminster Bid and "Agreement for Sale of Surplus Real Property and Escrow
Instructions By and Between the City of Huntington Beach and Westminster Redevelopment
Agency," generally in the form attached; and,
D) Authorize the Mayor, City Manager, and City Clerk to sign all necessary documents to
effecuate this Agreement.
Alternative Action(s):
Do not reject bids and direct staff as necessary.
1 B -i 8 7- Item 10. - I
REQUEST FOR COUNCIL ACTION
MEETING DATE: 7/5/2011 DEPARTMENT ID NUMBER: ED 11-23
Analysis:
The Huntington Beach Redevelopment Agency purchased two parcels from Southern Pacific
Railroad in 1987 and transferred the property to the City of Huntington Beach in March 2011.
The land was originally purchased for the future Gothard-Hoover Street Extension and
Realignment. One parcel is located in the City of Huntington Beach and the other parcel is
located in the City of Westminster (Attachment 1 - Exhibit A). The parcels are not required for
the Gothard-Hoover Street Extension and Realignment and, therefore, can be sold or
developed.
On January 27, 2011, the City released a Request for Bids (RFB) for the sale of the
Westminster parcel. This parcel is identified as Assessor Parcel Number (APN) 142-311-34
and is approximately 2.718 acres (118,408 SF) of vacant land. The City placed the RFB on
the website, sent the RFB to public agencies, local realtors, and adjoining property owners.
The City received one bid for the purchase of the Westminster parcel. Subsequent to
receiving the bid, the Westminster Redevelopment Agency expressed interest in purchasing
the property, a second bid.
Because the parcel is located in the City of Westminster, and proposed terms and conditions
of the property transfer contemplate a 180 day escrow period whereby buyer must satisfy
contingencies related to land use etc. prior to the sale, staff recommends that the parcel be
sold to Westminster. The recommendation is based on the Westminster transaction being a
45 day escrow with no land use contingencies prior to close. While the Westminster sale
price offer is lower than the initial bid offer, the property sale to Westminster is more likely to
occur as there are no land use contingencies. In addition, it is in the public interest to provide
the property to another municipality instead of a private interest as the municipality is subject
to laws governing the public use of property. In response, staff has prepared the "Agreement
for Sale of Surplus Real Property and Escrow Instructions by and Between the City of
Huntington Beach and Westminster Redevelopment Agency". The property is being sold as
is with no express warranty and the terms of the Purchase Agreement include a 45 day
escrow period, 30 day due diligence period, and a purchase price of five hundred sixty
thousand dollars ($560.000).
The Westminster Redevelopment Agency will be considering the Agreement at the July 13,-
2011 City Council/Redevelopment Agency Meeting. City Council is requested to declare the
property surplus and approve an Agreement to sell the parcel to the Westminster
Redevelopment Agency, generally in the form of the Agreement attached.
Environmental Status: Not Applicable
Strategic Plan Goal: Maintain financial viability and our reserves
Item 10. - 2 1113 - 88-
REQUEST FOR COUNCIL ACTION
MEETING DATE: 7/5/2011 DEPARTMENT ID NUMBER: ED 11-23
Attachment(s):
orip ion
1. Resolution No. 2011-46, "A Resolution of the City Council of the
City of Huntington Beach Declaring the Disposition of Certain
Surplus Property"
2. "Agreement for Sale of Surplus Real Property and Escrow
Instructions By and Between the City of Huntington Beach and
Westminster Redevelopment Agency"
111.3 -189- Item 10. - 3
ATTACHMENT # 1
RESOLUTION NO. 2011-46
A RESOLUTION OF THE CITY COUNCIL OF THE
CITY OF HUNTINGTON BEACH DECLARING THE
DISPOSITION OF CERTAIN SURPLUS PROPERTY
WHEREAS, the City of Huntington Beach is the owner of certain real property near the
intersection of north side of McFadden Avenue, east of Gothard Street (the "Parcel"), as more
particularly set forth in the legal description and sketch attached hereto as Exhibits "A" and "B,"
respectively; and
The City acquired the parcel as follows:
The property was one of three parcels purchased from the Southern Pacific Railroad for
the purposes of Gothard/Hoover Street Extension and Realignment and development.
The City Manager has recommended to this Council the Parcel be declared Surplus Real
Property pursuant to Chapter 3.06 of the Huntington Beach Municipal Code which authorizes the
City to dispose of Surplus Property, and sets out the procedures therefore,
NOW, THEREFORE, the City Council of the City of Huntington Beach does find,
determine and resolve as follows:
1. That the Parcel as described above is surplus and the public interest and necessity
require the disposition thereof, and
2. The Parcel has been appraised to establish the fair market value; and
3. The City has made an offer to sell the property for park and recreation purposes or
open space to the City of Westminster; and
4. There is no adjacent property owner with an interest in purchasing the property;
and
5. The costs incurred in preparing the Parcel for sale including all related expenses
and appraisal fees have been added to and made a part of the value to be paid on the sale of the
Parcel; and
6. The Parcel is to be sold to the City of Westminster for cash in the amount of
$ 560,000.00 , as described in the Agreement for Sale of Surplus Real Property
and Escrow Instructions to be approved concurrently herewith; and
11-2863.001/66904 1
Resolution No. 2011-46
7. The City Manager is hereby authorized and directed to execute all documents and
take all steps necessary to dispose of such Surplus Property, pursuant to the determinations of
this Council and the procedures set forth in Chapter 3.06 of the Huntington Beach Municipal
Code.
PASSED AND ADOPTED by the City Council of the City of Huntington Beach at a
regular meeting thereof held on the 5 th day of July , 2011.
0
M
REVIE D APPROVED: INITIATED AND APPROVED:
City ana er Director of mic Development
APPROVED AS TO FORM:
Tt
C.City Attorney
11-2863.001/66904 2
Resolution No. 2011-46
EXHIBIT " A"
A parcel of land situated in Section 14, Township 5 South,Range 11 West, Rancho La
Bolsa Chica in the City of Westminster, County of Orange, State of California, as per map
recorded in Book 51, page 13 of Miscellaneous Maps, in the Office of the County Recorder of
said County and more particularly described as follows:
The West 100.00 feet of the East 115.00 feet of the West Half of the said Section 14.
EXCEPT that portion thereof lying southerly of a line that is parallel with and distant
northerly 5.00 feet, measured radially from the center line of Center Street, as said center line is
shown on Parcel Map No. 81-571, in the City of Huntington Beach, County of Orange, State of
California, filed in Book 169, page 45 and 46 of Parcel Maps, in the office of said county
recorder.
ALSO EXCEPT that portion thereof lying northerly of that center line described in that
Corporate Grant Deed recorded April 10, 1968, in Book 8568, page 143 of Official Records, in
the office of said county recorded, the described as follows:
Commencing at the southeast corner of the Northwest Quarter of said Section 14; thence
along the East line of said Northwest Quarter,North 0° 16' 03" East, 527.65 feet to the TRUE
POINT OF BEGINNING for this exception; thence North 44'0 V 46" West, 28.63 feet; thence
North 89'43' 57" West, 95 feet to the westerly line of the said East 115.00 feet of said
Northwest Quarter.
Reserving unto Grantor an easement for railroad, transportation, communication and
pipeline purposes over, along and across that portion of the hereinabove described parcel of land
lying easterly of a line parallel with and distant 15 feet westerly, measured at right angles, from
the existing center line of Southern Pacific Transportation Company's main track(Stanton
Branch).
APN 142-311-34
''Resolution No. 2011-46
X
THIS MAP WAS PREPARED FOR ORANGE COUNTY ASSESSOR DEPT. PURPOSES ONLY. POR. SE 114. NW 114. SEC. 14. T.5S. • R. 11 W.
THE ASSESSOR MAKES NO GUARANTEE AS TO 1 42— 3 1
ITS ACCURACY NOR ASSUMES ANY LIABILITY
FOR OTHER USES. NOT TO BE REPRODUCED. C n•�
ALL RIGHTS RESERVED- 26 2 1' = 100'
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TR. No.5852 M.M.216-42,43.44 PARCEL NUMBERS BOOK 142 PAGE 31
MARCH 1966 �9 TR.NO. 6330M.M.23-P-48,49,50 SHOWN IN CIRCLES COUNTY OF ORANGE
Res. No. 2011-46
STATE OF CALIFORNIA
COUNTY OF ORANGE ) ss:
CITY OF HUNTINGTON BEACH
I, JOAN L. FLYNN the duly elected, qualified City Clerk of the City of
Huntington Beach, and ex-officio Clerk of the City Council of said City, do hereby
certify that the whole number of members of the City Council of the City of
Huntington Beach is seven; that the foregoing resolution was passed and adopted
by the affirmative vote of at least a majority of all the members of said City Council
at a regular meeting thereof held on July 5, 2011 by the following vote:
AYES: Shaw, Harper, Hansen, Bohr, Dwyer, Boardman
NOES: Carchio
ABSENT: None
ABSTAIN: None
C4&j e�pj/- 14--d
Vy Clerk and ex-offic' Clerk of the
City Council of the City of
Huntington Beach, California
ATTACHMENT #2
AGREEMENT FOR SALE OF SURPLUS REAL PROPERTY AND
ESCROW INSTRUCTIONS BY AND BETWEEN THE
CITY OF HUNTINGTON BEACH AND WESTMINSTER REDEVELOPMENT AGENCY
This Sales Agreement ("Agreement") is made and entered into on this day of
, 20 , by and between the City of Huntington Beach, a California
municipal corporation, ("City") and Westminster Redevelopment Agency ("Buyer") collectively the
"Parties".
WHEREAS, the City owns that certain real property located in the City of Westminster,
Orange County, California, which pursuant to Huntington Beach Municipal Code Chapter 3.06 has
been determined to be surplus real property and available for disposal; and
The City Council authorized the disposal of the surplus real property on
D 1" , 2011.
NOW, THEREFORE, in consideration of the foregoing recitals and for other good and
valuable consideration, the Parties agree as follows:
1. PROPERTY
1.1 Property. City agrees to sell and convey to Buyer, and Buyer agrees to
purchase from City, the real property (Property), hereinafter described, subject to the terms and
conditions set forth in this Agreement. The real property that is the subject of this offer consists of
approximately 50,965 square feet located in the City of Westminster, County of Orange, State of
California and legally described in the attached Exhibits "A" and`B."
2. PURCHASE PRICE
2.1 Purchase Price. The total purchase price to be paid by Buyer to City for
Property shall be Five Hundred Sixty Thousand Dollars ($560,000.00).
2.2 Closing of Escrow. Upon the Close of Escrow, Buyer shall deposit or cause
to be deposited with Escrow Holder, in cash or by a certified or bank cashier's check made payable
to Escrow Holder or a confirmed wire transfer of funds, the Purchase Price of $560,000.00 plus
Escrow Holder's estimate of Buyer's closing costs, prorations and charges payable pursuant to this
Agreement. All taxes, escrow fees, recording and title insurance costs are to be paid by Buyer prior
to close of escrow. Upon receipt of the Purchase Price balance, Agency will extinguish the deed of
trust.
3. CONDITIONS OF SALE
3.1 Buyer's Costs. Buyer shall pay all recording fees, documentary transfer
taxes, escrow fees, policies of title insurance, and any other costs connected with the closing of this
transaction.
11-2863/62863 Page 1 of 11
3.2 Further Documents and Assurances. Buyer and City shall each, diligently
and in good faith, undertake all actions and procedures reasonably required to place the escrow in
condition for closing as and when required by this Agreement. Buyer and City agree to execute and
deliver all further documents and instruments reasonably required by the escrow holder or Title
Company. City shall deliver or cause to be delivered to escrow holder in time for delivery to Buyer
at the closing an original ink signed Grant Deed, duly executed and in recordable form, conveying
fee title to the Property to Buyer.
3.3 Opening of Escrow. For purposes of this Agreement, the Escrow shall be
deemed opened on the date Escrow Holder shall have received an executed counterpart of this
Agreement from both Buyer and City ("Opening Date"). Escrow Holder shall notify Buyer and
City, in writing, of the date Escrow is opened and the Closing Date, as defined in Paragraph 3.4,
below. In addition, Buyer and City agree to execute, deliver, and be bound by any reasonable or
customary supplemental escrow instructions of Escrow Holder, or other instruments as may
reasonably be required by Escrow Holder, in order to consummate the transaction contemplated by
this Agreement. Any such supplemental instructions shall not conflict with, amend, or supersede
any portion of this Agreement. If there is any inconsistency between such supplemental instructions
and this Agreement,this Agreement shall control.
3.4. Close of Escrow. For purposes of this Agreement, "Close of Escrow" shall
be defined as the date that the Grant Deed, conveying the Property to Buyer, is recorded in the
Official Records of Orange County, California. This Escrow shall close within forty five days (45)
of the Opening Date ("Closing Date").
3.5. Conditions of Title. It shall be a condition to the Close of Escrow and a
covenant of City that title to the Property shall be conveyed to Buyer by City by the Grant Deed,
subject only to the following Approved Conditions of Title ("Approved Condition of Title"):
3.5.1. Matters affecting the Approved Condition of Title created by or with
the written consent of Buyer.
3.5.2. Exceptions which are disclosed by the Report described in Paragraph
3.7.1 hereof and which are approved or deemed approved by Buyer in accordance with
Paragraph 3.7.1 hereof.
City covenants and agrees that during the term of this Escrow, City will not cause or
permit title to the Property to differ from the Approved Condition of Title described in this
Paragraph. Any liens, encumbrances, easements, restrictions, conditions, covenants, rights, rights-
of-way, or other matters affecting the Approved Condition of Title which may appear of record or
be revealed after the date of the Report described in Paragraph 3.7.1 below, shall also be subject to
Buyer's approval and must be eliminated or ameliorated to Buyer's satisfaction by City prior to the
Close of Escrow as a condition to the Close of Escrow for Buyer's benefit.
3.6. Title Policy. Title shall be evidenced by the willingness of the Title
Company to issue its CLTA Standard Form Policy or Binder of Title Insurance ("Title Policy") in
the amount of the Purchase Price showing title to the Property vested in Buyer subject only to the
Approved Condition of Title.
11-2863/62863 Page 2 of 11
3.7. Conditions to Close of Escrow.
3.7.1. Conditions to Buyer's Obligations. The Close of Escrow and
Buyer's obligation to consummate the transaction contemplated by this Agreement are
subject to the satisfaction of the following conditions for Buyer's benefit on or prior to the
dates designated below for the satisfaction of such conditions:
(a) Preliminary Title Report and Exceptions. Immediately after
escrow is opened as provided herein, Buyer agrees to cause Lawyers Title
Company to issue a Preliminary Title Report relating to the Property. Within
fifteen (15) days after escrow has been opened, the Buyer will cause Lawyers
Title Company to issue an Amendment to Escrow Instructions, which
indicates those title exceptions that the Buyer will accept. City will have ten
(10) days after receipt of such amendment to review and approve it. In the
event of non-approval, escrow will fail and each party will instruct Lawyers
Title Company to cancel the escrow.
(b) Representations, Warranties, and Covenants of City. City shall
have duly performed each and every agreement to be performed by City
hereunder and City's representations, warranties, and covenants set forth in
Paragraph 4 shall be true and correct as of the Closing Date.
(c) No Material Changes. At the Closing Date, there shall have been no
material adverse changes in the physical or financial condition of the
Property.
(d) Inspections and Studies. On or before thirty (30) days after
Opening Date ("Due Diligence Period"), Buyer shall have approved the
results of any and all inspections, investigations, tests and studies (including,
without limitation, investigations with regard to governmental regulations,
engineering tests, soil and structure investigation and analysis, seismic and
geologic reports) with respect to the Property (including all structural and
mechanical systems and leased areas) as Buyer may elect to make or obtain.
The failure of Buyer to disapprove said results on or prior to the expiration of
the Due Diligence Period shall be deemed to constitute Buyer's approval of
the results. The cost of any such inspections, tests and studies shall be borne
by Buyer. During the term of this Escrow, Buyer, its agents, contractors and
subcontractors shall have the right to enter upon the Property, at reasonable
times during ordinary business hours, to make any and all inspections and
tests as may be necessary or desirable in Buyer's sole judgment and
discretion. Buyer shall use care and consideration in connection with any of
its inspections. Buyer shall indemnify and hold City and the Property
harmless from any and all damage arising out of, or resulting from the
negligence of Buyer, its agents, contractors and/or subcontractors in
connection with such entry and/or activities upon the Property. Buyer will
provide City, upon request, at no cost, copies of any Buyer's investigation
reports obtained by the Buyer, if any.
11-2863/62863 Page 3 of 11
(e) Council Approval. The completion of this transaction, and the
escrow created hereby, is contingent upon the specific acceptance and
approval of the City by action of the City Council.
(f) The property is sold in its present condition as of the date of
acceptance subject to the Buyer's investigation rights.
3.7.2. Conditions to City's Obligation. For the benefit of City, the Close
of Escrow shall be conditioned upon the occurrence and/or satisfaction of each of the
following conditions (or City's waiver thereof, it being agreed that City may waive any or all
of such conditions):
(a) Buyer's Obligations. Buyer shall have timely performed all of the
obligations required by the terms of this Agreement to be performed by
Buyer, and
(b) Buyer's Representations. All representations and warranties made
by Buyer to City in this Agreement shall be true and correct as of the Close
of Escrow.
3.8. Deposits by City. At least one (1) business day prior to the Close of
Escrow, City shall deposit or cause to be deposited with Escrow Holder the Grant Deed conveying
the Property to Buyer duly executed by City, acknowledged and in recordable form.
3.9. Deposits by Buyer. Buyer shall deposit, or cause to be deposited with
Escrow Holder, the funds which are to be applied toward the payment of the Purchase Price in the
amounts and at the times if designated herein (as reduced or increased by the prorations, debits and
credits hereinafter provided).
3.10. Costs and Expenses. The cost and expense of the Title Policy attributable to
CLTA coverage shall be paid by Buyer. The escrow fee of Escrow Holder shall be paid by Buyer.
Buyer shall pay all documentary transfer taxes, if any, payable in connection with the recordation of
the Grant Deed. The amount of such transfer taxes shall not be posted on the Grant Deed, but shall
be supplied by separate affidavit. Buyer shall pay the Escrow Holder's customary charges to Buyer
and City for document drafting, recording, and miscellaneous charges. If, as a result of no fault of
Buyer or City, Escrow fails to close, Buyer shall pay all of Escrow Holder's fees and charges.
Penalties for prepayment of bona fide obligations secured by any existing Deed of trust or mortgage
shall be waived pursuant to Civil Code Procedures Section 1265.240.
3.11. Disbursements and Other Actions by Escrow Folder. Upon the Close of
Escrow,the Escrow holder shall promptly undertake all of the following in the manner indicated:
3.11.1 Recording.' Cause the Grant Deed and any other documents, which
the parties hereto may mutually direct, to be recorded in the Official Records of Orange
County, California, in the order set forth in this subparagraph. Escrow Holder is instructed
not to affix the amount of documentary transfer tax (if any) on the face of the Deed, but to
supply same by separate affidavit.
11-2863/62863 Page 4 of 11
3.11.2 Funds. Disburse from funds deposited by Buyer with Escrow Holder
toward payment of all items chargeable to the account of Buyer, pursuant thereto in payment
of such costs, and disburse the balance of such funds, if any, to Buyer.
3.11.3 Documents to Buyer. Deliver when issued, the Title Policy to
Buyer.
3.11.4 Pay demands of existing lienholders. Escrow Holder is hereby
authorized and instructed to cause the reconveyance, or partial reconveyance, as the case
may be, of any such monetary exceptions to Buyer's title to the Property at or prior to the
Close of Escrow.
4. CITY'S REPRESENTATIONS, WARRANTIES, AND DISCLOSURES. In
addition to any express agreements of City contained herein, the following constitute
representations and warranties of City to Buyer, of this Agreement:
4.1 Reliability of Information. City obtained the information contained in this
Agreement from sources deemed reliable; however, City makes no guarantees as to the accuracy of
the information provided.
4.2 Authority of State. City is a government entity, duly organized and validly
existing under the laws of the State of California. City has full power and authority to own, sell, and
convey the Property to Buyer and to enter into and perform its obligations pursuant to this
Agreement.
4.3 Taxes. City is exempt from property taxes and assessments and none are or
will be owing at close of escrow.
4.4 Disclosures. Buyer acknowledges that Buyer is purchasing the Property
solely in reliance on Buyer's own investigations. No representations or warranties of any kind
whatsoever, expressed or implied, have been made by City, City's agents, or employees, including
in any investigations, studies or documents identified under Section 4.6 below. Buyer further
acknowledges and warrants that as of the close of escrow Buyer will be aware of all zoning
regulations, other governmental requirements, site and physical conditions (including the presence
of hazardous materials or other adverse environmental conditions), and other matters affecting the
use and condition of the Property including any investigations, studies, and documents identified in
section 4.6. Buyer agrees to purchase the Property in the condition that it is in at close of escrow,
subject, however, to Buyer's right to terminate should the Property be damaged or destroyed by
causes other than causes attributable to Buyer's entry on the Property and inspections ordered by
Buyer prior to close of escrow. Buyer shall be responsible at Buyer's sole expense for any or all
remediation required to make Property usable for Buyer's intended purpose.
4.5 As-Is Purchase. Except as provided in paragraph 4.4, Buyer specifically
acknowledges and agrees that City will sell and Buyer will purchase the Property on an "as-is with
all faults" basis, and that having been given the opportunity to inspect the Property and review
information and documentation affecting the Property, Buyer is not relying on any representations
or warranties of any kind whatsoever, express or implied, from City or its agents as to any matters
concerning the Property, including without limitation: (i.) the quality, nature, adequacy, and
physical condition of the Property including soils, geology, and any groundwater; (ii.)the existence,
quality, nature, adequacy, and physical condition of utilities serving the Property; (iii.) the
11-2863/62863 Page 5 of 11
development potential of the Property and the Property's use, merchantability, fitness, suitability,
value, or adequacy of the Property for any particular purpose; (iv.) the zoning or other legal status
of the Property or any other public or private restrictions on use of the Property; (v.) the compliance
of the Property or its operation with any applicable codes, laws, regulations, statutes, ordinances,
covenants, conditions, and restrictions of any governmental or quasi-governmental entity or of any
other person or entity; (vi.) the presence of hazardous materials on, under, or about the Property or
the adjoining or neighboring property; (vii.) the condition of title to the Property; and (viii.) the
economics of the operation of the Property.
4.6 Absence of Fraud and Misleading Statements. To the best of City's
knowledge, no statement of City in this Agreement or in any document, certificate, or schedule
furnished or to be furnished to Buyer pursuant hereto or in connection with the transaction
contemplated hereby contains any untrue statement of material fact.
4.7 General Representation. No representation, warranty or statement of City
in this Agreement or in any document, certificate or schedule furnished or to be furnished to Buyer
pursuant hereto contains or will contain any untrue statement of a material fact or omits or will omit
to state a material fact necessary to make the statements or facts contained therein not misleading.
City's representations and warranties made in this Agreement shall be continuing and shall be true
and correct as of the date of the close of escrow with the same force and effect as if remade by City
in a separate certificate at that time. The truth and accuracy of City's representations and warranties
made herein shall constitute a condition for the benefit of Buyer to the close of escrow (as
elsewhere provided herein) and shall not merge into the close of escrow or the recordation of the
Grant Deed in the Official Records, and shall survive the close of escrow.
5. BUYER'S REPRESENTATIONS AND WARRANTIES. In addition to any
express agreements of Buyer contained herein, the following constitute representations and
warranties of Buyer to City, of this Agreement:
5.1 Representations Regarding Buyer's Authority.
(a) Buyer has the legal power, right and authority to enter into this
Agreement and the instruments referenced herein, and to consummate the transactions contemplated
hereby.
(b) The individuals executing this Agreement and the instruments
referenced herein on behalf of Buyer have the legal power, right, and actual authority to bind Buyer
to the terms and conditions hereof and thereof.
(c) This Agreement is, and all other instruments, documents and
agreements required to be executed and delivered by Buyer in connection with this Agreement are
and shall be, duly authorized, executed and delivered by Buyer and shall be valid, legally binding
obligations of and enforceable against Buyer in accordance with their terms.
(d) All requisite action (corporate, trust, partnership or otherwise) has
been taken by Buyer in connection with the entering into this Agreement, the instruments
referenced herein, and the consummation of the transactions contemplated hereby. No consent of
any partner, shareholder, creditor, investor, judicial or administrative body, authority other party is
required.
(e) Neither the execution and delivery of this Agreement and documents
referenced herein, nor the incurrence of the obligations set forth herein, nor the consummation of
11-2863/62863 Page 6 of 11
the transactions herein contemplated, nor compliance with the terms of this Agreement and the
documents referenced herein conflict with or result in the material breach of any terms, conditions
or provisions of, or constitute a default under, any bond, note, or other evidence of indebtedness or
any contract, indenture, mortgage, Deed of trust, loan, partnership agreement, lease or other
agreements or instruments to which Buyer is a party or affecting the Property.
5.2 General Representation. No representation, warranty or statement of Buyer
in this Agreement or in any document, certificate or schedule furnished or to be furnished to City
pursuant hereto contains or will contain any untrue statement of a material fact or omits or will omit
to state a material fact necessary to make the statements or facts contained therein not misleading.
Buyer's representations and warranties made in this Agreement shall be continuing and shall be true
and correct as of the date of the close of escrow with the same force and effect as if remade by
Buyer in a separate certificate at that time. The truth and accuracy of Buyer's representations and
warranties made herein shall constitute a condition for the benefit of City to the close of escrow (as
elsewhere provided herein) and shall not merge into the close of escrow or the recordation of the
Grant in the Official Records, and shall survive the close of escrow.
6. DUE DILIGENCE.
6.1 Buyer's Investigation of Property Condition. Real property often contains
defects and conditions which are not readily apparent and which may affect the value or desirability
of the Property. Therefore, it is the affirmative duty of Buyer to exercise reasonable care to discover
those facts which are unknown to Buyer or within the diligent attention and observation of Buyer.
Buyer agrees to provide to City, at no cost, upon request of City, complete copies of all inspection
reports obtained by Buyer concerning the Property.
6.2 Buyer's Acceptance of Property Condition. Buyer's acceptance of the
condition of the Property is a contingency of this Agreement; accordingly, Buyer shall have the
right to conduct inspections, investigations, tests, surveys, and other studies at Buyer's expense.
Buyer is strongly advised to exercise these rights and select professionals with appropriate
qualifications to conduct inspections of the entire Property. If Buyer does not exercise these rights,
Buyer is acting against the advice of City.
6.3 Scope of Buyer's Investigations. Buyer agrees and warrants, or by the
failure to do so shall have waived any rights to do so hereunder, that at close of escrow Buyer shall
have investigated the condition and suitability of all aspects of the Property and all matters affecting
the value or desirability of the Property, including but not limited to the following:
6.3.1 Size and age of improvements. Room count, room dimensions, square
footage in improvement, lot size, and age of the improvements.
6.3.2 Lines and boundaries. Property lines and boundaries.
6.3.3 Waste disposal. Type, size, adequacy, and condition of sewer and/or
septic systems and components.
6.3.4 Governmental requirements and limitations. Availability of required
governmental permits, inspections, certificates, or other determinations affecting the Property,
including historical significance. Any limitations, restrictions, zoning, building size requirements, or
other requirements effecting the current or future use or development of the Property.
11-2863/62863 Page 7 of 11
6.3.5 Rent and occupancy controls. Any restrictions that may limit the
amount of rent that can legally be charged and the maximum number of persons who can lawfully
occupy the Property.
6.3.6 Water and utilities; well systems and components. Availability,
adequacy, and condition of public or private systems.
6.3.7 Environmental hazards. The presence of asbestos, formaldehyde,
radon, methane, other gases, lead based paint, other lead contamination, fuel or chemical storage
tanks, waste disposal sites, electromagnetic fields, and other substances, materials, products, or
conditions.
6.3.8 Geologic conditions. Geologic/seismic conditions, soil
stability/suitability, and drainage.
6.3.9 Neighborhood, area, subdivision requirements. Neighborhood or
area conditions including schools; proximity and adequacy of law enforcement; proximity to
commercial, industrial, or agricultural activities; crime statistics; fire protection; other governmental
services; existing and proposed transportation; construction and development which may affect
noise,view or traffic; airport noise; and noise or odor from any source, wild or domestic.
6.3.10 Matters of record. Covenants, conditions, and restrictions; Deed
restrictions; easements; and other title encumbrances of record.
6.3.11 Other matters. Any and all other matters such as availability of
suitable public infrastructure, assessment, other special service districts, and soil or other conditions
on the Property, not herein listed, which are or may be pertinent to Buyer's purpose for acquiring
the Property.
7. INDEMNIFICATION. Buyer shall defend, indemnify, and hold the City harmless
from and against any and all claims, liabilities, obligations, losses, damages, costs, and expenses,
including, but not limited to, attorney's fees, court costs, and litigation expenses that City may incur
or sustain by reason of or in connection with any misrepresentation made by the Buyer pursuant to
this Agreement.
8. MINERAL RESERVATIONS. City shall retain all mineral rights in the Property,
and the Grant Deed shall contain the following language:
"EXCEPTING therefrom all oil, gas and other hydrocarbon substances and
minerals lying below a depth of 500 feet from the surface of said land, but
without the right of surface entry at any time upon said land or within the top 500
feet thereof, for the purpose of exploiting, developing, producing, removing and
marketing said substances."
9. PRIOR AGREEMENTS. This Agreement, in effect as of the Date of Agreement,
supersedes any and all prior agreements (if any) between City and Buyer regarding purchase and
sale of the Property.
10. NOTICES. Any notice, tender, delivery, or other communication pursuant to this
Agreement shall be in writing and shall be deemed to be properly given if delivered, mailed or sent
by wire or other telegraphic communication in the manner provided in this Agreement, to the
following persons:
If to City: If to Buyer:
11-2863/62863 Page 8 of 11
City of Huntington Beach City of Westminster
Attn: Fred A. Wilson, City Manager Attn: Mitchell Waller
2000 Main Street 8200 Westminster Blvd.
Huntington Beach, CA 92647 Westminster, CA 92683
11. CALCULATION OF TIME. Under this Agreement, when the day upon which
performance would otherwise be required or permitted is a Saturday, Sunday or holiday, then the
time for performance shall be extended to the next day which is not a Saturday, Sunday or holiday.
The term "holiday" shall mean all and only those State holidays specified in Sections 6700 and
7701 of the California Government Code.
12. TIME OF ESSENCE. Time is of the essence of this Agreement and each and every
provision hereof.
13. ENTIRE AGREEMENT. This Agreement shall constitute the entire understanding
and agreement of the Parties hereto regarding the purchase and sale of the Property and all prior
agreements, understandings, representations or negotiations are hereby superseded, terminated and
canceled in their entirety, and are of no further force or effect.
14. AMENDMENTS. This Agreement may not be modified or amended except in
writing by the Parties.
15. APPLICABLE LAW. The Parties hereto acknowledge that this Agreement has
been negotiated and entered into in the State of California. The Parties hereto expressly agree that
this Agreement shall in all respects be governed by the laws of the State of California.
16. SEVERABILITY. Nothing contained herein shall be construed as to require the
commission of any act contrary to law, and wherever there is any conflict between any provision
contained herein and any present statute, law, ordinance or regulation as to which the Parties have
no legal right to contract, the latter shall prevail, but the affected provisions of this Agreement shall
be limited only to the extent necessary to bring them within the requirements of such law.
17. SEPARATE COUNTERPARTS. This Agreement may be executed in separate
counterparts, each of which when so executed shall be deemed to be an original. Such counterparts
shall,together, constitute and be one and the same instrument.
18. EXHIBITS. The following Exhibits are attached to this Agreement and
incorporated by reference herein:
Exhibit A. Property Description
Exhibit B: Property Sketch
19. SURVIVAL. All terms and conditions in this Agreement, which represent
continuing obligations and duties of the Parties, that have not been satisfied prior to close of escrow
shall survive close of escrow and transfer of title to Buyer and shall continue to be binding on the
respective obligated party in accordance with their terms. All representations and warranties and
statements made by the respective parties contained herein or made in writing pursuant to this
11-2863/62863 Page 9 of 11
Agreement are intended to be, and shall remain, true and correct as of the close of escrow, shall be
deemed to be material, and, together with all conditions, covenants and indemnities made by the
respective parties contained herein or made in writing pursuant to this Agreement (except as
otherwise expressly limited or expanded by the terms of this Agreement), shall survive the
execution and delivery of this Agreement and the close of escrow, or, to the extent the context
requires, beyond any termination of this Agreement.
20. LEGAL FEES. In the event suit is brought by either party to construe, interpret
and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof,
each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to
recover its attorney's fees from the non-prevailing party.
21. ASSIGNMENT. Buyer may not assign, transfer or convey its rights or obligations
under this Agreement without the prior written consent of City, and then only if Buyer's assignee
assumes in writing all of Buyer's obligations hereunder; provided, however, Buyer shall in no event
be released from its obligations hereunder by reason of such assignment.
22. BROKERAGE COMMISSIONS. Buyer represents to City that there has been no
broker, real estate agent, finder or similar entity engaged in connection with this Agreement or the
sale of the Property from the City to Buyer, if consummated as contemplated hereby. Buyer agrees
that should any claim be made for brokerage commissions or finder's fees by any broker, agent,
finder or similar entity, by, through or on account of any acts of Buyer or its agent, employees or
representatives, Buyer will indemnify, defend and hold City free and harmless from and against any
and all loss, liability, cost, damage and expense (including attorneys' fees and court costs) in
connection therewith. Buyer agrees to pay, at its sole cost and expense, when due, any and all
brokerage commissions incurred by Buyer heretofore or hereafter incurred prior to close of escrow.
23. MISCELLANEOUS.
23.1. Captions. Any captions to, or headings of, the paragraphs or subparagraphs
of this Agreement are solely for the convenience of the parties hereto, are not a part of this
Agreement, and shall not be used for the interpretation or determination of the validity of this
Agreement or any provision hereof.
23.2. No Obligations to Third Parties. Except as otherwise expressly provided
herein, the execution and delivery of this Agreement shall not be deemed to confer any rights upon,
nor obligate any of the parties hereto, to any person or entity other than the parties hereto.
23.3. Exhibits and Schedules. The Exhibits and Schedules attached hereto are
hereby incorporated herein by this reference.
23.4. Waiver. The waiver or failure to enforce any provision of this Agreement
shall not operate as a waiver of any future breach of any such provision or any other provision
hereof.
23.5. Fees and Other Expenses. Except as otherwise provided herein, each of the
parties shall pay its own fees and expenses in connection with this Agreement.
11-2863/62863 Page 10 of 11
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
by and through their authorized officers the day, month and year first above written.
WESTMINSTER REDEVELOPMENT CITY OF HUNTINGTON BEACH, a
AGENCY municipal corporation of the State of California
By:
Mayor
City Clerk
INITIATED AND APPROVED
Director of t4omic Development
*i �
PPROVED
APPROVED AS TO FORM:
ity Attorney
're)
v/4;1")Cl r
Page 11 of 11
EXHIBIT "A"
A parcel of land situated in Section 14, Township 5 South, Range I 1 West, Rancho La
Bolsa Chica in the City of Westminster, County of Orange, State of California, as per map
recorded in Book 51, page 13 of Miscellaneous Maps, in the Office of the County Recorder of
said County and more particularly described as follows:
The West 100.00 feet of the East 1 15.00 feet of the West Half of the said Section 14.
EXCEPT that portion thereof lying southerly of a line that is parallel with and distant
northerly 5.00 feet, measured radially from the center line of Center Street, as said center line is
shown on Parcel Map No. 81-571, in the City of Huntington Beach, County of Orange, State of
California, filed in Book 169, page 45 and 46 of Parcel Maps, in the office of said county
recorder.
ALSO EXCEPT that portion thereof lying northerly of that center line described in that
Corporate Grant Deed recorded April 10, 1968, in Book 8568, page 143 of Official Records, in
the office of said county recorded, the described as follows:
Commencing at the southeast corner of the Northwest Quarter of said Section 14; thence
along the East line of said Northwest Quarter, North 0° 16' 03" East, 527.65 feet to the TRUE
POINT OF BEGINNING for this exception; thence North 44'01' 46" West, 28.63 feet; thence
North 89'43' 57" West, 95 feet to the westerly line of the said East 115.00 feet of said
Northwest Quarter.
Reserving unto Grantor an easement for railroad, transportation, communication and
pipeline purposes over, along and across that portion of the hereinabove described parcel of land
lying easterly of a line parallel with and distant 15 feet westerly, measured at right angles, from
the existing center line of Southern Pacific Transportation Company's main track (Stanton
Branch).
APN 142-311-34
FOX14
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THIS MAP WAS PREPARED FOR ORANGE L�
COUNTY ASSESSOR DEPT. PURPOSES ONLY. POR. SE 114. NW 114. SEC. 14. T.5S. s R. 1 1W. 142_
THE ASSESSOR MAKES NO GUARANTEE AS TO
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FOR OTHER USES. NOT TO BE REPRODUCED.
ALL RIGHTS RESERVED. 26 27 1, = 100'
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OA'i nCR
CITY OF HUNTINGTON BEACH
TO: Honorable Mayor and City Council Members
P _fit
FROM: Bob Hall, Deputy City Managery' ->
DATE: July 5, 2011
SUBJECT: Late Communication for Item #10
Attached is an amendment to the offer provided by the AI-Moor Charitable Foundation on
July 3, 2011, to the City of Huntington Beach for the parcel of land located in Westminster
on the North Side of McFadden. (Unfortunately, the amendment is difficult to read due to
the quality of the copy received by the City.) This amendment reduces the contingency
period from 180 days to 45 days and is still contingent on the City of Westminster change
of the zoning.
Although the contingency period has been reduced to match the offer provided by
Westminster, staff still deems the Westminster offer stronger, therefore, staff
recommendation has not changed.
CC: City Manager
Director of Economic Development
COMMUNICATION
mm" Date
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