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HomeMy WebLinkAboutAdopted Resolution 2019-22 Declaring a Shelter Crisis Pursua L CITY OF HUNTINGTON BEACH Inter Office Communication ��0�1 Community Development Department TO: Honorable Mayor and City Council Members VIA: Fred A. Wilson, City Manager FROM: Ursula Luna-Reynosa, Director of Community Development DATE: April 18, 2019 SUBJECT: SUPPLEMENTAL COMMUNICATION—ADMINISTRATIVE ITEM 1. CITY COUNCIL AGENDA 4/18/19 RCA REVISION The following text should be inserted under the Environmental Status heading of the Request for Council Action(RCA)report for the subject agenda item: Environmental Status: The project, which includes the acquisition of the subject property for the establishment of a homeless navigation center, is categorically exempt pursuant to Section 1530 1(existing facilities) Class 1 of the California Environmental Quality Act (CEQA) Guidelines because the project involves the minor alteration and subsequent operation of existing facilities with negligible expansion of use. Site improvements associated with the establishment of the homeless navigation center would involve interior and exterior alterations such as interior walls, and plumbing, electrical and mechanical conveyances, to the existing building with no expansion or increase in floor area. The homeless navigation center is consistent with the uses permitted for the base zoning district and would not be considered expansion of use beyond those authorized in the Industrial Limited (IL) zoning district pursuant to Section 212.04 of the Huntington Beach Zoning and Subdivision Ordinance (HBZSO). cc: Michael Gates, City Attorney Robin Estanislau, City Clerk Executive Team /tPPRLWEDf - / �NTiNcr� ' City of Huntington Beach 4 , File #: 19-455 MEETING DATE: 4/18/2019 REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Kellee Fritzal, Deputy Director of Economic Development Subject: Adopt Resolution 2019-22 Declaring a Shelter Crisis Pursuant to SB 850 (Chapter 48, Statutes of 2018 and Government Code Section 8598.2), Declare the City's Intent to Proceed with Establishing a Homeless Navigation Center, Authorize Execution of a Purchase and Sale Agreement for 15311 Pipeline Lane, and Amend the FY 2018/19 Revised Budget by $2,850,000 Statement of Issue: Homelessness in Huntington Beach has created numerous issues regarding the health, safety and welfare of the City. Numerous lawsuits have been filed against the County of Orange and other cities' lack of emergency shelter beds that can house individuals and families that are homeless, including: Anaheim, Orange, Costa Mesa, Irvine, Aliso Viejo, Dana Point, San Juan Capistrano, and San Clemente. A majority of the lawsuits were consolidated and assigned to the United States District Court in Santa Ana. In order to provide shelter beds to Huntington Beach's homeless population, avoid litigation, and protect the City's right to enforce its laws, City Council action is requested to adopt a resolution declaring a shelter crisis, declare the City's intent to establish a Navigation Center, authorize a Purchase and Sale Agreement for the acquisition of the proposed Navigation Center site, and increase the FY 2018/19 Revised Budget by $2,850,000 from one-time restricted sources. Financial Impact: The total estimated cost of site acquisition is $2,850,000 for the purchase of the Pipeline Lane property ($2,744,000) and to cover estimated closing costs ($106,000). Authorization is requested to appropriate from one-time sources as follows: Redevelopment Dissolution Assignment (Fund 100) of $1,080,000; Community Development Block Grant Rehabilitation Loans (Fund 215) $766,000; Community Development Block Grant program reallocations and cumulative project savings of $223,000 (Fund 239); and the Residual Receipts Fund (Fund 233) $781,000. Declaration of a Shelter Crisis will also place the City in a better position to compete for the State's Homeless Emergency Aid Program (HEAP) funding in the State's next budget cycle. Recommended Action: 1. Approve Resolution 2019-22 "A Resolution of the City Council of the City of Huntington Beach City of Huntington Beach Page 1 of 4 Printed on 4/17/2019 powered L4 Legwtarm File #: 19-455 MEETING DATE: 4/18/2019 Pursuant to SB850 (Chapter 48, Statutes of 2018 and Government Code Section 8698.2)" Declaring an Emergency Shelter Bed Crisis. 2. Declaration of City's intent to proceed with establishing a Homeless Navigation Center. 3. Approval and authorization for the Mayor and City Clerk to enter into the Purchase and Sale Agreement for 15311 Pipeline Lane (APN 145-537-06), Huntington Beach, CA. 4. Authorize the City Manager to execute any and all documents related to the Agreement to further this action. 5. Approve the appropriation of$2,850,000 in the Fiscal Year 2018/19 Revised Budget from the following sources: Redevelopment Dissolution Assignment (100), Community Development Block Grant Funds (215 and 239), and Residual Receipts Fund (233) as needed. Alternative Action(s): Do not approve the Purchase of the Pipeline Lane site and direct staff accordingly. Analysis: Homelessness in Huntington Beach The January 2017 Point-in-Time Count and Survey of the homeless identified 119 persons as unsheltered in the City of Huntington Beach. Of those, 73 were male and 46 were female. Since the last Point-in-Time Count, the number of unsheltered individuals in the County and in the City of Huntington Beach have likely increased. The County of Orange will soon be releasing the new Point- in-Time Count figures for each City based on surveys conducted in January 2019 and it is likely the City's figure for homeless individuals will increase from the 2017 numbers. Legal Limitations on Enforcement of Local Anti-Camping Ordinances Public agencies have seen their ability to enforce ordinances prohibiting sleeping in outdoor areas such as parks and public plazas limited by court decisions. Most recently, on September 4, 2018, the Ninth Circuit Court of Appeals in Martin et al v City of Boise (9th Cir. 9/24/2018) F. 4t, Case No. 15- 35845) held that enforcing a City ordinance that prohibits sleeping in public places violates the Constitution's ban on cruel and unusual punishment if there are no alternatives available to the individual within that same jurisdiction. Based in part on the Boise decision, Federal lawsuits were filed last year when the County of Orange and City of Anaheim relocated several hundred homeless individuals from the flood control channel in Anaheim. A majority of those lawsuits were consolidated and assigned to Federal District Court Judge David Carter in Santa Ana. The City of Huntington Beach has not been sued as part of those lawsuits, at this time, however we have been informed that Huntington Beach will be sued. Judge Carter has made it clear that as part of the lawsuits, he would enjoin any City from enforcing its anti- camping and related ordinances against homeless individuals unless the City offers an immediately- available secular bed at the time of enforcement. As a result of the litigation, nearby cities including Santa Ana, Tustin, Orange, Costa Mesa, Placentia, Buena Park and Anaheim are building new and expanded shelters for homeless individuals that, when opened, will enable those cities to enforce their prohibitions on camping in public areas. With the recent opening of new shelters, the cities of Santa Ana, Tustin, Costa Mesa and Anaheim have begun enforcement of their camping and related ordinances. As a result, Huntington Beach Police Officers have noted an influx of homeless individuals into the City who were not among City of Huntington Beach Page 2 of 4 Printed on 4/17/2019 powered L'LegistarT"' File #: 19-455 MEETING DATE: 4/18/2019 Huntington Beach's homeless population previously. Enforcement of camping ordinances in cities that have available shelter beds is likely to cause homeless individuals who are unwilling to accept those beds to migrate to cities without available shelter beds as those cities may lack the legal authority to enforce their anti-camping ordinances. Taking immediate action will ensure there are adequate secular sleeping alternatives available to homeless and ensure that public areas like parks, the Civic Center, libraries, Pier Plaza and City sidewalks remain safe, attractive and well-maintained for the public at large. If the City lacks the ability to enforce its anti-camping ordinance the City's unsheltered population is likely to grow as a result. Next Steps The proposed location is under consideration for the establishment of a Navigation Center to house homeless individuals. The creation of a Navigation Center would provide immediately available secular beds for individuals that are homeless while also providing for the increased enforcement of the City's Municipal Codes against camping in public places. The proposed site, located at 15311 Pipeline Lane, located in the northwest area of the City, north of McFadden Avenue, and west of Springdale Street, is proposed for the development of a Navigation Center. The building site is an approximately 3/4-acre property within the Industrial (IL) zoning district, which is the City's designated "SB 2 Zone." SB 2 (or Senate Bill 2) was enacted in 2008 and required cities and counties to identify a land use zone where emergency shelters are permitted with no conditional use permit or discretionary action. As such, in 2009, the City Council adopted amendments to the City's zoning ordinance to allow by right emergency or transitional and supportive housing in Industrial Zones including the development of emergency shelters. City Staff has visited eight (8) shelters operated by various non-profits. The Staff has met with the County of Orange, Anaheim, Costa Mesa and Santa Ana regarding best-practices and lessons learned. The City will be sending out a Request for Proposals to obtain a highly qualified shelter operator with appropriate levels of security to ensure a safe and effective Shelter. A proposed shelter operator will be presented to the City Council for action at a later date. The agreement with the shelter operator will discuss in detail the safety and security provisions that must be adopted in order to maintain safety in the surrounding neighborhood. The Police Department will review and approve the proposed agreement as well to help ensure public safety. In addition, the City will need to hire a contractor to perform tenant improvements, and will also bring forth amendments to the Zoning Code. It is recommended the City take the aforementioned actions for the establishment of a Navigation Center. Due to potential litigation regarding homelessness in Orange County, the creation of the Navigation Center will provide for the enhanced enforcement of City Municipal Codes while helping homeless individuals navigate to long term housing. Environmental Status: Not Applicable Strategic Plan Goal: Enhance and maintain high quality City services City of Huntington Beach Page 3 of 4 Printed on 4/17/2019 powered 4LegistarT' File #: 19-455 MEETING DATE: 4/18/2019 Attachment(s): 1. Resolution 2019-22, "A Resolution of the City Council of the City of Huntington Beach declaring a shelter crisis pursuant to SB 850 (Chapter 48, Statutes of 2018 and Government Code Section 8698.2). 2. Purchase and Sale Agreement for 15311-15323 Pipeline Lane, Huntington Beach. 3. Ninth Circuit Court of Appeals Decision in Martin et al v City of Boise (9th Cir. 9/4/18) _ F.4th Case No. 15-35845 City of Huntington Beach Page 4 of 4 Printed on 4/17/2019 powered L7/Legistar " ATTACHMENT # 1 RESOLUTION NO. 2019-22 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HUNTINGTON BEACH DECLARING A SHELTER CRISIS PURSUANT TO SB 850 (CHAPTER 48, STATUTES OF 2018 AND GOVERNMENT CODE §8698.2) The City Council of the City of Huntington Beach fmds: WHEREAS, California's Governor Newsome, his predecessor, and the members of the California Legislature have recognized the urgent and immediate need for funding at the local level to combat homelessness; WHEREAS, The Governor and Legislature have provided funding to local governments under the Homeless Emergency Aid Program as part of SB 850 and the 2018-2019 Budget Act (Chapter 48, Statutes of 2018); WHEREAS, the Governor and Legislature require jurisdictions seeking an allocation through the Homeless Emergency Aid Program to declare a Shelter Crisis pursuant to Government Code §8698.2; WHEREAS,the City of Huntington Beach has developed a homelessness plan and undertaken multiple efforts at the local level to combat homelessness; WHEREAS,the 2017 point in time count fmds that 119 persons within the City of Huntington Beach are homeless and living without shelter; WHEREAS,the City of Huntington Beach fmds that the number of homeless in Huntington Beach is significant, and these persons are without the ability to obtain shelter; WHEREAS,the City of Huntington Beach fmds that the health and safety of the City including unsheltered persons in the City is threatened by a lack of shelter; WHEREAS,the City of Huntington Beach affirms the City's commitment to combatting homelessness and creating or augmenting a continuum of shelter and service options for those living without shelter in our communities; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Huntington Beach that a shelter crisis pursuant to Government Code §8698.2 exists in the City of Huntington Beach and authorizes the City's participation in the Homeless Emergency Aid Program. Resolution No. 2019-22 PASSED AND ADOPTED by the City Council of the City of Huntington Beach at a regular meeting thereof held on the 18th day of April , 2019. Mayor REVIEWED AND APPROVED: APPROVED AS TO FORM: Manager City Attorney INI ATED AND APPROVED: //{ Deputy Director of on Development 199876/19-7466 2 Res. No. 2019-22 STATE OF CALIFORNIA COUNTY OF ORANGE ) ss: CITY OF HUNTINGTON BEACH ) I, ROBIN ESTANISLAU, 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 special meeting thereof held on April 18, 2019, by the following vote: AYES: Brenden, Carr, Semeta, Posey, Delgleize, Hardy NOES: Peterson ABSENT: None ABSTAIN: None AAtti qd714,24,1414) City Clerk and ex-officio Clerk of the City Council of the City of Huntington Beach, California RESOLUTION NO. 2019-22 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HUNTINGTON BEACH PURSUANT TO SB 850 (CHAPTER 48, STATUTES OF 2018 AND GOVERNMENT CODE §8.698.2) rr' The City Council of the City of Huntington Beach finds: / WHEREAS, California's Governor Newsome, his predecessor, and the membersof the California Legislature have recognized the urgent and immediate need for,funding at the local level to combat homelessness; €'' WHEREAS, The Governor and Legislature have provided,funding to local governments under the Homeless Emergency Aid Program as part of SB 850,and the 2018-2019 Budget Act (Chapter 48, Statutes of 2018); WHEREAS, the Governor and Legislature require jurisdictions seeking an allocation through the Homeless Emergency Aid Program to declare a Shelter Crisis pursuant to Government Code §8698.2; WHEREAS, the City of Huntington Beach has developed a homelessness plan and undertaken multiple efforts at the local level/to combat homelessness; WHEREAS, the City of Huntington Beach finds that approximately 119 persons within the City of Huntington Beach are homeless and living without shelter; WHEREAS, the City ofdluntington Beach finds that the number of homeless in Huntington Beach is significant, and these persons are without the ability to obtain shelter; i WHEREAS,the/City of Huntington Beach finds that the health and safety of the City including unsheltered,persons in the City is threatened by a lack of shelter; WHEREAS,the City of Huntington Beach affirms the City's commitment to combatting homelessness and creating or augmenting a continuum of shelter and service options for those living without shelter in our communities; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Huntington Beach that a shelter crisis pursuant to Government Code §8698.2 exists in the City of Huntington Beach and authorizes the City's participation in the Homeless Emergency Aid Program. i Resolution No. 2019-22 1 PASSED AND ADOPTED by the City Council of the City of Huntington Beach `at a regular meeting thereof held on the day of , 2019. Mayor r" REVIEWED AND APPROVED: APPROVED AS TO FORM: City Manager City Attorney NAJ- ,'INI ATED AND APPROVED: r 2. / Deputy Director of on Development J / 199876/19-7466 2 ATTACHMENT #2 • Recorded in Official Records, Orange County Commonwealth Land T Clerk-Recorder itle Company Hugh Nguyen, RECORDING REQUESTED BY: II I 111111 1111111 III I II 24,00 City of Huntington Beach * $ R 0 0 1 0 8 1 9 8 7 9 $ * Real Estate Services Division 2019000153866 1:45 pm 05108/19 P.O. Box 190 / 2000 Main Street Huntington Beach, CA 92648 48 401 G02 6 0.00 0.00 0.00 0.00 15.00 0.00 0.000.000.00 3.00 WHEN RECORDED MAIL TO: City Clerk City of Huntington Beach P.O. Box 190/ 2000 Main Street Huntington Beach, CA 92648 INCORPORATED AREA GRANT DEED DOCUMENTARY TRANSFER TAX$EXEMPT APN(s): 145-537-06 4 0,00 Location: 15311 Pipeline Lane Signature of Declarant or Agent determining tax (?1\"6 30 7 -1 FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Weaver Family Investments, LLC, a Missouri Limited Liability Company hereby GRANTS to THE CITY OF HUNTINGTON BEACH, a municipal corporation, the real property in the City of Huntington Beach, County of Orange, State of California, described as follows: See attached Exhibit"A"for legal description and Plat Map Dated: , 2019 GRANTOR: Weaver Family Investments, LLC, a Missouri Cc�n�e��r� Limited Liability g',cOf1Q6 l Company By * By DEED CERTIFICATION—CITY OF HUNTINGTON BEACH APPR V D AS TO FORM: Michael Gates, City Attorney This is to ce ify that the in erest in real roperty conveyed by the Deed dated �R/L .Z 20/� from Weaver Family By: `� cc:.--)k -----__________ Investments, LLC, a Missouri Limited Liability Company, to the CITY OF ssistant/Deputy City Attorney HUNTINGTON BEACH is hereby accepted by the undersigned officer or agent on behalf of the City Council of the City of Huntington Beach This document is solely for the official business of the City of pursuant to the authority conferred by Resolution No. 3537 of the City Huntington Beach, as contemplated under Government Code Sec. Council of the City of Huntington Beach adopted on August 7, 1972, and the grantee consents to the recordation thereof by its duly 27383 and should be recorded free of charge. authorized officer. Tax Exempt Government Agency CITY OF HUNTINGTON BEACH Dated: } CITY OF HUNTINGTON BEACH Robin Estanislau,City Clerk By: By: ,4s.sr,CITY CLER 4aV6 AMT-CITY CLERK MAIL TAX STATEMENTS TO PARTY SHOWN ON THE FOLLOWING LINE City Clerk City of Huntington Beach P.O. Box 190 2000 Main Street Huntin ton Beach 264 I Project Name: Pipeline Property APN(s): 145-537-06 I 12-3220/15311 Pipeline.Grant Deed-fee parcel Commonwealth Land Title Company RECORDING REQUESTED BY: City of Huntington Beach Real Estate Services Division P.O. Box 190/ 2000 Main Street Huntington Beach, CA 92648 WHEN RECORDED MAIL TO: City Clerk City of Huntington Beach P.O. Box 190 / 2000 Main Street Huntington Beach, CA 92648 INCORPORATED AREA GRANT DEED DOCUMENTARY TRANSFER TAX$EXEMPT APN(s): 145-537-06 40,00 Location: 15311 Pipeline Lane Signature of Declarant or Agent determining tax OI‘t 3634 FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Weaver Family Investments, LLC, a Missouri Limited Liability Company hereby GRANTS to THE CITY OF HUNTINGTON BEACH, a municipal corporation, the real property in the City of Huntington Beach, County of Orange, State of California, described as follows: See attached Exhibit"A"for legal description and Plat Map Dated: , 2019 GRANTOR: Weaver Family Investments, LLC, a Missouri Limited Liability A S',c3 nab 1 n C.0 n4e(P0r4 Company By - By DEED CERTIFICATION —CITY OF HUNTINGTON BEACH APPR VED AS TO FORM: Michael Gates, City Attorney This is to certify that the in erest in real ro,perty conveyed by the Deed ` datedR/L .Z 20/ from Weaver Family By: - --y Investments, LLC, a Missouri Limited Liability Company, to the CITY OF ssistant/Deputy City Attorney HUNTINGTON BEACH is hereby accepted by the undersigned officer or agent on behalf of the City Council of the City of Huntington Beach This document is solely for the official business of the City of pursuant to the authority conferred by Resolution No. 3537 of the City Huntington Beach, as contemplated under Government Code Sec. Council of the City of Huntington Beach adopted on August 7, 1972, e.27383 and should be recorded free of char and the grantee consents to the recordation thereof by its duly g authorized officer. Tax Exempt Government Agency CITY OF HUNTINGTON BEACH Dated: y� /9 CITY OF HUNTINGTON BEACH Robin Estanislau,City Clerk By: By: ,4u?.CITY CLER ait---9 4srCITY CLERK MAIL TAX STATEMENTS TO PARTY SHOWN ON THE FOLLOWING LINE City Clerk City of Huntington Beach P.O. Box 190 2000 Main Street Huntington Beach, CA 92648 Project Name: Pipeline Property (APN(s): 145-537-06 I 12-3220/15311 Pipeline.Grant Deed-fee parcel RECORDING REQUESTED BY: City of Huntington Beach Real Estate Services Division P.O. Box 190 12000 Main Street Huntington Beach, CA 92648 WHEN RECORDED MAIL TO: City Clerk City of Huntington Beach P.O. Box 190/ 2000 Main Street Huntington Beach, CA 92648 INCORPORATED AREA GRANT DEED DOCUMENTARY TRANSFER TAX$EXEMPT APN(s): 145-537-06 Location: 15311 Pipeline Lane Signature of Declarant or Agent determining tax FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Weaver Family Investments, LLC, a Missouri Limited Liability Company hereby GRANTS to THE CITY OF HUNTINGTON BEACH, a municipal corporation, the real property in the City of Huntington Beach, County of Orange, State of California, described as follows: See attached Exhibit"A"for legal description and Plat Map Dated: April. 24 , 2019 GRANTOR: Weaver Family Investments, LLC, a Missouri 3.c5vee i Defy°( Limited Liability Company By Name: MichaelG. Weaver, Manager C-%- By ���k z � " --7-l-(-i/ ( it)41 Name: Ti )thy A. Weaver, Manager DEED CERTIFICATION—CITY OF HUNTINGTON BEACH APPROVED AS TO FORM: Michael Gates,City Attorney This is to certify that the interest in real property conveyed by the Deed dated 20 from Weaver Family By: Investments, LLC, a Missouri Limited Liability Company, to the CITY OF Assistant/Deputy City Attorney HUNTINGTON BEACH is hereby accepted by the undersigned officer or agent on behalf of the City Council of the City of Huntington Beach This document is solely for the official business of the City of pursuant to the authority conferred by Resolution No. 3537 of the City Huntington Beach, as contemplated under Government Code Sec. Council of the City of Huntington Beach adopted on August 7, 1972, 27383 and should be recorded free of charge. and the grantee consents to the recordation thereof by its duly authorized officer. Tax Exempt Government Agency CITY OF HUNTINGTON BEACH Dated: CITY OF HUNTINGTON BEACH Robin Estanislau,City Clerk By: By: CITY CLERK CITY CLERK MAIL TAX STATEMENTS TO PARTY SHOWN ON THE FOLLOWING LINE Ci Clerk Ci of Huntin ton Beach P.O. Box 190/ 2000 Main Street Huntin ton Beach CA 92648 I Project Name: Pj_p e l i n e, Property APN(s): 145-537-06 12-3220/15311 Pipeline.Grant Deed-fee parcel.doc RECORDING REQUESTED BY: City of Huntington Beach Real Estate Services Division P.O. Box 190 / 2000 Main Street Huntington Beach, CA 92648 WHEN RECORDED MAIL TO: City Clerk City of Huntington Beach P.O. Box 190 / 2000 Main Street Huntington Beach, CA 92648 INCORPORATED AREA GRANT DEED DOCUMENTARY TRANSFER TAX$ EXEMPT APN(s): 145-537-06 Location: 15311 Pipeline Lane Signature of Declarant or Agent determining tax FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Weaver Family Investments, LLC, a Missouri Limited Liability Company hereby GRANTS to THE CITY OF HUNTINGTON BEACH, a municipal corporation, the real property in the City of Huntington Beach, County of Orange, State of California, described as follows: See attached Exhibit"A"for legal description and Plat Map Dated: April 24 , 2019 GRANTOR: �e� �� Cp,;n�r2rQ��} Weaver Family Investments, LLC, a Missouri '�%CJ Limited Liability Company Name : Michael G. Weaver , Manager By Name : Timothy A. Weaver , Manager DEED CERTIFICATION—CITY OF HUNTINGTON BEACH APPROVED AS TO FORM: Michael Gates, City Attorney This is to certify that the interest in real property conveyed by the Deed dated 20 from Weaver Family By: Investments, LLC, a Missouri Limited Liability Company, to the CITY OF Assistant/Deputy City Attorney HUNTINGTON BEACH is hereby accepted by the undersigned officer or agent on behalf of the City Council of the City of Huntington Beach This document is solely for the official business of the City of pursuant to the authority conferred by Resolution No. 3537 of the City Huntington Beach, as contemplated under Government Code Sec. Council of the City of Huntington Beach adopted on August 7, 1972, and the grantee consents to the recordation thereof by its duly 27383 and should be recorded free of charge. authorized officer. Tax Exempt Government Agency CITY OF HUNTINGTON BEACH Dated: CITY OF HUNTINGTON BEACH Robin Estanislau, City Clerk By: By: CITY CLERK CITY CLERK MAIL TAX STATEMENTS TO PARTY SHOWN ON THE FOLLOWING LINE City Clerk City of Huntington Beach P.O. Box 190/ 2000 Main Street Huntington Beach, CA 92648 Project Name: Pipeline Proper ty I APN(s): 145-537-06 12-3220/15311 Pipeline.Grant Deed-fee parcel.doc • CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of Missouri County of (tr [t<l'-()\5 On APR 2 q 2019 before me, loin Z.Tirenaler-Notary Public personally Date Name&Title of Officer(i.e,lane Doe Notary Public) appeared "l:Ntt'(KY (�2.1RJ�� 1`'(i 2;t1fit T— who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WIT SS my hand and official seal IRVIN Z. BREMLER —�� Notary Public, Notary Seal Signature (Seal) State of Missouri St. Louis County Commission # 14436065 My Commission Expires 12-03-2022 12-3220/15311 Pipeline.Grant Deed-fee parcel.doc CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of o'u,l t-F°wo) 4, County of O ru✓l P 2�, - n-►, N a P ,I lC. On �°P r� �� before me, C �� personally Date Name&Title of Officer(i.e, Jane Doe Notary Public) appeared t\ate C�erard ( J egver who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s is are subscribed to the within instrument and acknowledged to me that Ite he/they executed the same in Is er/their authorized capacity(ies), and that byOher/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. T ; GRACE E. KIM 7 WIT ESS my hand and official seal U COMM.#2109543 NOTARY PUBLIC «� ORANGE COUNTY 0 COMM.EXPIRES MAY 262 20191 Signature (Seal) 12-3220/15311 Pipeline.Grant Deed-fee parcel.doc EXHIBIT "A" Legal Description All that certain real property situated in the County of Orange, State of California, described as follows: LOT 40 OF TRACT NO. 8694, IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 401, PAGES 45 THROUGH 48 INCLUSIVE OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT THEREFROM ALL OIL, OIL RIGHTS, NATURAL GAS RIGHTS, MINERAL RIGHTS AND OTHER HYDROCARBON SUBSTANCES BY WHATEVER NAME KNOWN, TOGETHER WITH APPURTENANT RIGHTS THERETO, WITHOUT, HOWEVER, ANY RIGHT TO ENTER UPON THE SURFACE OF SAID LAND NOR ANY PORTION OF THE SUBSURFACE LYING ABOVE A DEPTH OF 500 FEET, AS EXCEPTED OR RESERVED JUNE 19, 1972 IN BOOK 10179, PAGE 104 OF OFFICIAL RECORDS IN SAID COUNTY. Assessor's Parcel Number: 145-537-06 12-3220/15311 Pipeline.Grant Deed-fee parcel N. , • BOE-502-A(P1)REV.13 (06-17) PRELIMINARY CHANGE OF OWNERSHIP REPORT To be completed by the transferee (buyer) prior to a transfer of subject property,in accordance with Section 480.3 of the Revenue and Taxation Code. A Preliminary Change of Ownership Report must be filed with each conveyance in the County Recorder's office for the county where the property is located. FOR ASSESSOR'S USE ONLY The City of Huntington Beach, a municipal corporation ASSESSOR'S PARCEL NUMBER 2000 Main Street, PO Box 190 145-537-06 Huntington Beach, CA 92648 SELLER/TRANSFEROR Weaver Family Investments, LLC, a Missouri limited liability company BUYER'S DAYTIME TELEPHONE NUMBER (714) 536-5544 BUYER'S EMAIL ADDRESS carlos.marquez@surficty-hb.org STREET ADDRESS OR PHYSICAL LOCATION OF REAL PROPERTY 15311 PIPELINE LANE, CITY OF HUNTINGTON BEACH, CA ❑ YES NO This property is intended as my principal residence. If YES,please indicate the date of occupancy MO DAY YEAR or intended occupancy. ❑ YESEI NO Are you a disabled veteran or a unmarried surviving spouse of a disabled veteran who was compensated at 100%by the Department of Veterans Affairs? MAIL PROPERTY TAX INFORMATION TO(NAME) The City of Huntington Beach, a municipal corporation MAIL PROPERTY TAX INFORMATION TO(ADDRESS) CITY STATE ZIP CODE 2000 Main Street Huntington Beach CA 92648 PART I:TRANSFER INFORMATION Please complete all statements. This section contains possible exclusions from reassessment for certain types of transfers. YES NO O ❑p A. This transfer is solely between spouses(addition or removal of a spouse, death of a spouse, divorce settlement, etc.). O ❑p B. This transfer is solely between domestic partners currently registered with the California Secretary of State(addition or removal of a partner, death of a partner, termination settlement, etc.). ❑ ❑p *C. This is a transfer: 0 between parent(s)and child(ren) 0 from grandparent(s)to grandchild(ren). ❑ ❑x *D. This transfer is the result of a cotenant's death. Date of death ❑ ❑x *E. This transaction is to replace a principal residence by a person 55 years of age or older. Within the same county? 0 YES 0 NO ❑ ❑O *F. This transaction is to replace a principal residence by a person who is severely disabled as defined by Revenue and Taxation Code section 69.5. Within the same county? 0 YES 0 NO ❑ ❑p G. This transaction is only a correction of the name(s)of the person(s)holding title to the property(e.g.,a name change upon marriage). If YES, please explain: ❑ ❑O H. The recorded document creates,terminates,or reconveys a lender's interest in the property. O ❑x I. This transaction is recorded only as a requirement for financing purposes or to create,terminate,or reconvey a security interest (e.g.,cosigner). If YES,please explain: ❑ ❑x J. The recorded document substitutes a trustee of a trust,mortgage,or other similar document. K. This is a transfer of property: O ❑x 1. to/from a revocable trust that may be revoked by the transferor and is for the benefit of 0 the transferor,and/or 0 the transferor's spouse 0 registered domestic partner. ❑ E 2. to/from an irrevocable trust for the benefit of the 0 creator/grantor/trustor and/or 0 grantor's/trustor's spouse 0 grantor's/trustor's registered domestic partner. O ❑O L. This property is subject to a lease with a remaining lease term of 35 years or more including written options. O xp M. This is a transfer between parties in which proportional interests of the transferor(s)and transferee(s)in each and every parcel being transferred remain exactly the same after the transfer. O ❑p N This is a transfer subject to subsidized low-income housing requirements with governmentally imposed restrictions,or restrictions imposed by specified nonprofit corporations. ❑ ❑O * O. This transfer is to the first purchaser of a new building containing an active solar energy system. ❑ ❑O P. Other.This transfer is to * Please refer to the instructions for Part 1. Please provide any other information that will help the Assessor understand the nature of the transfer. THIS DOCUMENT IS NOT SUBJECT TO PUBLIC INSPECTION SFRM0017(DSI Rev. 12/20/17) B EE-502-A(P2)REV.13 (06-17) PART 2. OTHER TRANSFER INFORMATION Check and complete as applicable. A. Date of transfer,if other than recording date: B. Type of Transfer 0 Purchase 0 Foreclosure 0 Gift 0 Trade or exchange 0 Merger,stock,or partnership acquisition(Form BOE-100-B) ❑ Contract of sale. Date of contract: 0 Inheritance. Date of death: ❑Sale/leaseback 0 Creation of a lease 0 Assignment of a lease 0 Termination of a lease. Date lease began Original term in years (including written options): Remaining term in years(including written options): ❑Other. Please explain C. Only a partial interest in the property was transferred. ❑YES ❑x NO If YES,indicate the percentage transferred: PART 3. PURCHASE PRICE AND TERMS OF SALE Check and complete as applicable. A. Total purchase price. $ 2,744,000.00 B. Cash down payment or value of trade or exchange excluding closing costs Amount $ 2,740,000.00 C. First deed of trust @ %interest for years. Monthly payment$ Amount $ ❑ FHA I Discount Points) 0 Cal-Vet 0 VA I Discount Points) 0 Fixed rate 0 Variable rate ❑ Bank/Savings&Loan/Credit Union 0 Loan carried by seller ❑ Balloon payment$ Due date: D. Second deed of trust @ %interest for years. Monthly payment$ Amount $ ❑ Fixed rate 0 Variable rate 0 Bank/Savings&Loan/Credit Union 0 Loan carried by seller ❑ Balloon payment$ Due date: E. Was an Improvement Bond or other public financing assumed by the buyer? ❑ YES ❑ NO Outstanding Balance $ F. Amount,if any,of real estate commission fees paid by the buyer which are not included in the purchase price $ G. The property was purchased: 0 Through real estate broker. Broker name: Lee&Associates Phone number 949-724-1000 ❑ Direct from seller 0 From a family member-Relationship ❑ Other: Please explain: H. Please explain any special terms, seller concessions, broker/agent fees waived,financing,and any other information(e.g., buyer assumed the existing loan balance)that would assist the Assessor in the valuation of your property. PART 4. PROPERTY INFORMATION Check and complete as applicable. A. Type of property transferred ❑ Single-family residence 0 Co-op/Own-your-own 0 Manufactured home ❑ Multiple-family residence. Number of units: 0 Condominium 0 Unimproved lot ❑ Other. Description: (i.e.,timber, mineral,water rights,etc.) 0 Timeshare O Commercial/Industrial B. 0 YES O NO Personal/business property,or incentives, provided by seller to buyer are included in the purchase price. Examples of personal property are furniture,farm equipment,machinery,etc.Examples of incentives are club memberships,etc. Attach list if available. If YES,enter the value of the personal/business property: $ Incentives $ C. 0 YES ❑O NO A manufactured home is included in the purchase price. If YES,enter the value attributed to the manufactured home: $ ❑ YES 0 NO The manufactured home is subject to local property tax. If NO,enter decal number D. ❑O YES 0 NO The property produces rental or other income. If YES,the income is from: ❑O Lease/rent 0 Contract 0 Mineral rights 0 Other: E. The condition of the property at the time of sale was: 0 Good 0 Average 0 Fair 0 Poor Please describe: CERTIFICATION I certify(or declare) that the foregoing and all information hereon, including any accompanying statements or documents, is true and correct to the best of my knowle a and belief SIGNATURE O NSFEREE OR CORPORATE OFFICER DATE TELEPHONE 5i���j (714) 536-5544 NAME OF B SFEREE/LEGAL REPRESENTATIVE/CORPORATE OFFICER(PLEASE PRINT) TITLE / EMAIL ADDRESS Fred ilson, City of Huntington Beach City Manager carlos.marquez@surfcity- The Assessor's office may contact you for additional information regarding this traiii4ciibg. SFRM0017(DSI Rev. 12/20/17) AIRCR :.•,, STANDARD OFFER, AGREEMENT AND ESCROW INSTRUCTIONS FOR PURCHASE OF REAL ESTATE (Non-Residential) Dated: April 18, 2019 1. Buyer. 1.1 The City of Huntington Beach , ("Buyer")hereby offers to purchase the real property, hereinafter I described,from the owner thereof("Seller")(collectively,the"Parties"or individually,a"Party"),through an escrow("Escrow")to close-30 5 days after the waiver or expiration of the Buyer's Contingencies, ("Expected Closing Date")to be held by Commonwealth Land Title Insurance Company (Grace Kim) ("Escrow Holder")whose address is 4100 Newport Place, Suite 120, Newport Beach, CA 92660 ,Phone No. 999-729-3191 ,Facsimile No. upon the terms and conditions set forth in this agreement("Agreement"). Buyer shall have the right to assign Buyer's rights hereunder,but any such assignment shall not relieve Buyer of Buyer's obligations herein unless Seller expressly releases Buyer. 1.2 The term"Date of Agreement"as used herein shall be the date when by execution and delivery(as defined in paragraph 20.2)of this document or a subsequent counteroffer thereto,Buyer and Seller have reached agreement in writing whereby Seller agrees to sell,and Buyer agrees to purchase,the Property upon terms accepted by both Parties. 2. Property. 2.1 The real property("Property")that is the subject of this offer consists of(insert a brief physical description) Approximately 11,200 square foot industrial building is located in the County of Orange ,is commonly known as(street address,city,state,zip) 15311-15323 Pipeline, Huntington Beach, CA 92649 and is legally described as: To be provided by Title (APN: 195-537-06 ). 2.2 lithe legal description of the Property is not complete or is inaccurate,this Agreement shall not be invalid and the legal description shall be completed or correctedto meetthe requirements of Commonwealth Land Title Insurance Company (Grace Kim) _("Title Company"),which shall issue the title policy hereinafter described. 2.3 The Property includes,at no additional cost to Buyer,the permanent improvements thereon,including those items which pursuant to applicable law are a part of the property,as well as the following items,if any,owned by Seller and at present located on the Property:electrical distribution systems(power panel,bus ducting,conduits,disconnects,lighting fixtures);telephone distribution systems(lines,jacks and connections only);space heaters;heating,ventilating,air conditioning equipment("HVAC");air lines;fire sprinkler systems;security and fire detection systems; carpets;window coverings;wall coverings;and spray booth (collectively,the"Improvements"). 2.4 The fire sprinkler monitor: E is owned by Seller and included in the Purchase Price, ❑is leased by Seller,and Buyer will need to negotiate a new lease with the fire monitoring company, 2 ownership will be determined during Escrow,or❑there is no fire sprinkler monitor. 2 5 Except as pro"w+edPn°a'.g'3p42 3 the°'-chase°rce does^et1^ciudeSesser's persor-ii prof erty,f'ir^i,iire-."f..,r,shings,any all of which sbali ba.r.,-nrwed by Se55e•prior to Closing 3. Purchase Price. 3.1 The purchase price("Purchase Price")to be paid by Buyer to Seller for the Property shall be $2,794,000.00 ,payable as follows: (Strike any not applicable) (a) Cash down payment,including the Deposit as defined in paragraph 4.3(or if an all cash transaction,the Purchase Price): $2,744,000.00 • Said Cost-N^, yable-=t— per month,including ipterestat the rate of %per Said Second Note is payob'e at per month,inclu4wB'aterect -the-raie-ef % Total Purchase Price: $2,744,000.00 3.2 If Buyer is taking title to the Property subject to,or assuming,an Existing Deed of Trust and such deed of trust permits the beneficiary to demand payment of fees including,but not limited to,points,processing fees,and appraisal fees as a condition to the transfer of the Property, Buyer agrees to pay such fees up to a maximum of 1.5%of the unpaid principal balance of the applicable Existing Note. 4. Deposits. 4.1 ❑ Buyer has delivered to Broker a check in the sum of ,payable to Escrow Holder,to be delivered by Broker to Escrow Holder within 2 or business days after both Parties have executed this Agreement and the executed Agreement has been delivered to Escrow Holder,or 2 within 2 ar_ business days after both Parties have executed this Agreement and the executed Agreement has been delivered to Escrow Holder Buyer shall deliver to Escrow Holder a check in the sum of $100,000.00 . If said check is not received by Escrow Holder within said time period then Seller may elect to unilaterally terminate this transaction by giving written notice of such election to Escrow Holder whereupon neither Party shall have any further liability to the other under this Agreement. Should Buyer and Seller not enter into an agreement for purchase and sale,Buyer's check or funds shall,upon request by Buyer,be promptly returned to Buyer. 4.2 Additional deposits: (a) Within 5 business days after the Date of Agreement,Buyer shall deposit with Escrow Holder the additional sum of to be Nt�y,.' INITIALS INITIALS ©2019 AIR CRE. All Rights Reserved. Last Edited:4/18/20191:16 PM OFA-20.11,Revised 01-14-2019 Page 1 of 9 COUNTERPART applied to the Purchase Price atthe Closing. (b) Within 5 business days after the contingencies discussed in paragraph 9.1 (a)through(m) are approved or waived,Buyer shall deposit with Escrow Holder the additional sum of N/A to be applied tothe Purchase Price at the Closing. (c) If an Additional Deposit is not received by Escrow Holder within the time period provided then Seller may notify Buyer,Escrow Holder,and Brokers,in writing that,unless the Additional Deposit is received by Escrow Holder within 2 business days following said notice,the Escrow shall be deemed terminated without further notice or instructions. 4.3 Escrow Holder shall deposit the funds deposited with it by Buyer pursuant to paragraphs 4.1 and 4.2(collectively the"Deposit"),in a State or Federally chartered bank in an interest bearing account whose term is appropriate and consistent with the timing requirements of this transaction. The interest therefrom shall accrue to the benefit of Buyer,who hereby acknowledges that there may be penalties or interest forfeitures ifthe applicable instrument is redeemed priorto its specified maturity.Buyer's Federal Tax Identification Number is . NOTE:Such interest bearing account cannot be opened until Buyer's Federal Tax Identification Number is provided. 4.4 Notwithstanding the foregoing,within 5 days after Escrow Holder receives the monies described in paragraph 4.1 above,Escrow Holder shall release$100 of said monies to Seller as and for independent consideration for Seller's'execution of this Agreement and the granting of the contingency period to Buyer as herein provided. Such independent consideration is non-refundable to Buyer but shall be credited to the Purchase Price in the event that the purchase of the Property is completed. 4.5 Upon waiver of all of Buyer's contingencies the Deposit shall become non-refundable but applicable to the Purchase Price except in the event of a Seller breach,or in the event that the Escrow is terminated pursuant to the provisions of Paragraph 9.1(n)(Destruction,Damage or Loss) or 9.1(o)(Material Change). FLrye° sum equal to at least • New I ovuo^p^gea,y ef-- • knn-n --l.ca ll„d for . �s 10 3(b)) • • 6.4 WARNING:CALIFORNIA LAW DOES NOT ALLOW DEFICIENCY JUDGEMENTS ON SELLER FINANCING. IF BUYER ULTIMATELY DEFAULTS ON THE LOAN,SELLER'S SOLE REMEDY IS TO FORECLOSE ON THE PROPERTY. 6.5 Seller's obligation to provide financing is contingent upon Seller's reasonable approval of Buyer's financial condition. Buyer to provide a current financial statement and copies of its Federal tax returns for the last 3 years to Seller within 10 days following the Date of Agreement. Seller has 10 days following receipt of such documentation to satisfy itself with regard to Buyer's financial condition and to notify Escrow Holder as to whether or not Buyer's financial condition is acceptable. If Seller fails to notify Escrow Holder,in writing,of the disapprov l.er this coet'ngeecy 7. Real Estate Brokers. 7.1 Each Party acknowledges receiving a Disclosure Regarding Real Estate Agency Relationship,confirms and consents to the following agency relationships in this transaction with the following real estate brokers("Broker(s)")and/or their agents("Agent(s)"): Seller's Brokerage Firm Lee & Associates—Newport Beach License No. 01197433 Is the broker of(check one): ❑the Seller;or 2 both the Buyer and Seller(dual agent). Seller's Agent Brad Schneider / Bob Goodmanson Ucense No. 01887613 / 00595391 Is(check one): the Seller's Agent(salesperson or broker associate);or 2 both the Seller's Agent and the Buyer's Agent(dual agent). Buyer's Brokerage Firm Lee & Associates—Newport Beach License No. 01197933 Is the broker of(check one): the Buyer;or 12 both the Buyer and Seller(dual agent). Buyer's Agent Brad Schneider / Bob Goodmanson License No. 01887613 / 00595391 Is(check one): the Buyer's Agent(salesperson or broker associate);or both the Buyer's Agent and the Seller's Agent(dual agent). The Parties acknowledge that other than the Brokers and Agents listed above,there are no other brokers or agents representing the Parties or due any fees and/or commissions under this Agreement. See paragraph 24 regarding the nature of a real estate agency relationship. Buyer shall use the • w INITIALS INITIALS ©2019 AIR CRE. All Rights Reserved. Last Edited:4/18/20191:16 PM OFA-20.11,Revised 01-14-2019 Page 2 of 9 COUNTERPART services of Buyer's Broker exclusively in connection with any and all negotiations and offers with respect to the Property for a period of 1 year from the date inserted for reference purposes at the top of page 1. 7.2 Buyer and Seller each represent and warrant to the other that he/she/it has had no dealings with any person,firm,broker,agent or finder in connection with the negotiation of this Agreement and/or the consummation of the purchase and sale contemplated herein,other than the Brokers and Agents named in paragraph 7.1,and no broker,agent or other person,firm or entity,other than said Brokers and Agents is/are entitled to any commission or finder's fee in connection with this transaction as the result of any dealings or acts of such Party. Buyer and Seller do each hereby agree to indemnify,defend, protect and hold the other harmless from and against any costs,expenses or liability for compensation, commission or charges which may be claimed by any broker,agent,finder or other similar party,other than said named Brokers and Agents by reason of any dealings or act of the indemnifying Party. 8. Escrow and Closing. 8.1 Upon acceptance hereof by Seller,this Agreement,including any counteroffers incorporated herein by the Parties,shall constitute not only the agreement of purchase and sale between Buyer and Seller,but also instructions to Escrow Holder for the consummation of the Agreement through the Escrow. Escrow Holder shall not prepare any further escrow instructions restating or amending the Agreement unless specifically so instructed by the Parties or a Broker herein. Subject to the reasonable approval of the Parties,Escrow Holder may,however,include its standard general escrow provisions. In the event that there is any conflict between the provisions of the Agreement and the provisions of any additional escrow instructions the provisions of the Agreement shall prevail as to the Parties and the Escrow Holder. 8.2 As soon as practical after the receipt of this Agreement and any relevant counteroffers, Escrow Holder shall ascertain the Date of Agreement as defined in paragraphs 1.2 and 20.2 and advise the Parties and Brokers,in writing,of the date ascertained. 8.3 Escrow Holder is hereby authorized and instructed to conduct the Escrow in accordance with this Agreement,applicable law and custom and practice of the community in which Escrow Holder is located,including any reporting requirements of the Internal Revenue Code. In the event of a conflict between the law of the state where the Property is located and the law of the state where the Escrow Holder is located,the law of the state where the Property is located shall prevail. 8.4 Subject to satisfaction of the contingencies herein described,Escrow Holder shall close this escrow(the"Closing")by recording a general warranty deed(a grant deed in California)and the other documents required to be recorded, and by disbursing the funds and documents in accordance with this Agreement. 8.5 Buyer and Seller shall each pay one-half of the Escrow Holder's charges and Seller shall pay the usual recording fees and any required documentary transfer taxes. Seller shall pay the premium for a standard coverage owner's or joint protection policy of title insurance. (See also paragraph 11.) 8.6 Escrow Holder shall verify that all of Buyer's contingencies have been satisfied or waived prior to Closing. The matters contained in paragraphs 9.1 subparagraphs(b),(c),(d),(e),(g),(i),(n),and(o),9.4, 12,13,14,16,18,20,21,22,and 24 are,however,matters of agreement between the Parties only and are not instructions to Escrow Holder. 8.7 If this transaction is terminated for non-satisfaction and non-waiver of a Buyer's Contingency,as defined in Paragraph 9.2 or disapproval of any other matter subject to Buyer's approval,then neither of the Parties shall thereafter have any liability to the other under this Agreement, except to the extent of a breach of any affirmative covenant or warranty in this Agreement. In the event of such termination,Buyer shall,subject to the provisions of paragraph 8.10, be promptly refunded all funds deposited by Buyer with Escrow Holder,less only the$100 provided for in paragraph 4.4 and the Title Company and Escrow Holder cancellation fees and costs,all of which shall be Buyer's obligation. If this transaction is terminated as a result of Seller's breach of this Agreement then Seller shall pay the Title Company and Escrow Holder cancellation fees and costs. 8.8 The Closing shall occur on the Expected Closing Date,or as soon thereafter as the Escrow is in condition for Closing;provided,however, that if the Closing does not occur by the Expected Closing Date and said Date is not extended by mutual instructions of the Parties,a Party not then in default under this Agreement may notify the other Party,Escrow Holder,and Brokers,in writing that,unless the Closing occurs within 5 business days following said notice,the Escrow shall be deemed terminated without further notice or instructions. 8.9 Except as otherwise provided herein,the termination of Escrow shall not relieve or release either Party from any obligation to pay Escrow Holder's fees and costs or constitute a waiver,release or discharge of any breach or default that has occurred in the performance of the obligations, agreements,covenants or warranties contained therein. 8.10 If this sale of the Property is not consummated for any reason other than Seller's breach or default,then at Seller's request,and as a condition to any obligation to return Buyer's deposit (see paragraph 21),Buyer shall within 5 days after written request deliver to Seller, at no charge,copies of all surveys,engineering studies,soil reports,maps,master plans,feasibility studies and other similar items prepared by or for Buyer that pertain to the Property. Provided,however,that Buyer shall not be required to deliver any such report if the written contract which Buyer entered into with the consultant who prepared such report specifically forbids the dissemination of the report to others. 9. Contingencies to Closing. 9.1 The Closing of this transaction is contingent upon the satisfaction or waiver of the following contingencies. IF BUYER FAILS TO NOTIFY ESCROW HOLDER, IN WRITING,OF THE DISAPPROVAL OF ANY OF SAID CONTINGENCIES WITHIN THE TIME SPECIFIED THEREIN,IT SHALL BE CONCLUSIVELY PRESUMED THAT BUYER HAS APPROVED SUCH ITEM, MATTER OR DOCUMENT. Buyer's conditional approval shall constitute disapproval, unless provision is made by the Seller within the time specified therefore by the Buyer in such conditional approval or by this Agreement,whichever is later,for the satisfaction of the condition imposed by the Buyer. Escrow Holder shall promptly provide all Parties with copies of any written disapproval or conditional approval which it receives. With regard to subparagraphs(a)through(m)the pre-printed time periods shall control unless a different number of days is inserted in the spaces provided. (a) Disclosure. Seller shall make to Buyer,through Escrow,all of the applicable disclosures required bylaw(See AIR CRE("AIR")standard form entitled"Seller's Mandatory Disclosure Statement")and provide Buyer with a completed Property Information Sheet("Property Information Sheet")concerning the Property,duly executed by or on behalf of Seller in the current form or equivalent to that published bythe AIR within d9-ec 3 days following the Date of Agreement. Buyer has 10-7 days from the receipt of said disclosures to approve or disapprove the matters disclosed. (b) Physical Inspection. Buyer has 10 94— -days following the receipt of the Property Information Sheet or the Date of Agreement,whichever is later,to satisfy itself with regard to the physical aspects and size of the Property. • Sys lolls the F h D I F Sh �S n,te of Ag'ee^"e^t (e) Governmental Approvals. Buyer has 30 or 10 -days following the Date of Agreement to satisfy itself with regard to approvals and permits from governmental agencies or departments which have or may have jurisdiction over the Property and which Buyer deems necessary or desirable in connection with its intended use of the Property,including, but not limited to,permits and approvals required with INITIALS INITIALS ©2019 AIR CRE. All Rights Reserved. Last Edited:4/18/2019 1:16 PM OFA-20.11,Revised 01-14-2019 Page 3 of 9 COUNTERPART respect to zoning,planning,building and safety,fire,police, handicapped and Americans with Disabilities Act requirements,transportation and environmental matters. (f) Conditions of Title. Escrow Holder shall cause a current commitment for title insurance("Title Commitment") concerning the Property issued by the Title Company,as well as legible copies of all documents referred to in the Title Commitment("Underlying Documents"), and a scaled and dimensioned plot showing the location of any easements to be delivered to Buyer within 10 er-- days following the Date of Agreement. Buyer has 10 days from the receipt of the Title Commitment,the Underlying Documents and the plot plan to satisfy itself with regard to the condition of title. The disapproval by Buyer of any monetary encumbrance,which by the terms of this Agreement is not to remain against the Property after the Closing,shall not be considered a failure of this contingency,as Seller shall have the obligation,at Seller's expense,to satisfy and remove such disapproved monetary encumbrance at or before the Closing. I (g) Survey. Buyer has 30 or 10 days following the receipt of the Title Commitment and Underlying Documents to satisfy itself with regard to any ALTA title supplement based upon a survey prepared to American Land Title Association("ALTA")standards for an owner's policy by a licensed surveyor,showing the legal description and boundary lines of the Property,any easements of record,and any improvements,poles, structures and things located within 10 feet of either side of the Property boundary lines. Any such survey shall be prepared at Buyer's direction and expense. If Buyer has obtained a survey and approved the ALTA title supplement,Buyer may elect within the period allowed for Buyer's approval of a survey to have an ALTA extended coverage owner's form of title policy, in which event Buyer shall pay any additional premium attributable thereto. (h) Existing Lenses and Tenancy Statements. Seller shall within 19-ec 3 days following the Date of Agreement provide both Buyer and Escrow Holder with legible copies of all leases,subleases or rental arrangements(collectively,"Existing Leases")affecting the Property, and with a tenancy statement("Estoppel Certificate")in the latest form or equivalent to that published by the AIR,executed by Seller and/or each tenant and subtenant of the Property. Seller shall use its best efforts to have each tenant complete and execute an Estoppel Certificate. If any tenant fails or refuses to provide an Estoppel Certificate then Seller shall complete and execute an Estoppel Certificate for that tenancy. Buyer has 10 30 days from the receipt of said Existing Leases and Estoppel Certificates to satisfy itself with regard to the Existing Leases and any other tenancy issues. (i) Owner's Ass-consign Seiler stall-is,itti^10 0r fe°e,,,i^p the D=re of Agreer^e^t larr-r le-B"yo•,.,ah=st=•=ncnt��t (j) Other Agreements. Seller shall within 10-^4 3 days following the Date of Agreement provide Buyer with legible copies of all other agreements("Other Agreements")known to Seller that will affect the Property after Closing. Buyer has 4G 7 days from the receipt of said Other Agreements to satisfy itself with regard to such Agreements. !^_^cn^P^ge^cy µ) Existing Ngfes. if par=graph 31{E)has pat-beer,striccen,Seilecshaii within 10 or days foiiovving the D=te of Agee^lent {?"`r-.g.-]ph 3.2 hereof Li4Qw,s-,f terse'is to carry b=c3'x-Pu'chae talo^ey"lute--than`&lam•shot-'.gtk`ie 10 o' .d'ys fgllp.... g the 0"te (m) Personal Property. In the event that any personal property is included in the Purchase Price,Buyer has 10 as days following the Date of Agreement to satisfy itself with regard to the title condition of such personal property. Seller recommends that Buyer obtain a UCC-1 report. Any such report shall be paid for by Buyer. Seller shall provide Buyer copies of any liens or encumbrances affecting such personal property that it is aware of within 10 a' days following the Date of Agreement. (n) Destruction,Damage or Loss. Subsequent to the Date of Agreement and prior to Closing there shall not have occurred a destruction of,or damage or loss to,the Property or any portion thereof,from any cause whatsoever,which would cost more than$10,000.00 to repair or cure. If the cost of repair or cure is$10,000.00 or less,Seller shall repair or cure the loss prior to the Closing. Buyer shall have the option,within 10 days after receipt of written notice of a loss costing more than$10,000.00 to repair or cure,to either terminate this Agreement or to purchase the Property notwithstanding such loss, but without deduction or offset against the Purchase Price. If the cost to repair or cure is more than $10,000.00,and Buyer does not elect to terminate this Agreement,Buyer shall be entitled to any insurance proceeds applicable to such loss. Unless otherwise notified in writing,Escrow Holder shall assume no such destruction,damage or loss has occurred prior to Closing. (o) Material Change. Buyer shall have 10 days following receipt of written notice of a Material Change within which to satisfy itself with regard to such change. "Material Change"shall mean a substantial adverse change in the use,occupancy,tenants,title,or condition of the Property that occurs after the date of this offer and prior to the Closing. Unless otherwise notified in writing,Escrow Holder shall assume that no Material Change has occurred prior tothe Closing. (p) Seller Performance. The delivery of all documents and the due performance by Seller of each and every undertaking and agreement to be performed by Seller under this Agreement. (q) Brokerage Fee. Payment at the Closing of such brokerage fee as is specified in this Agreement or later written instructions to Escrow Holder executed by Seller and Brokers("Brokerage Fee"). It is agreed by the Parties and Escrow Holder that Brokers are a third party beneficiary of this Agreement insofar as the Brokerage Fee is concerned,and that no change shall be made with respect to the payment of the Brokerage Fee specified in this Agreement,without the written consent of Brokers. 9.2 All of the contingencies specified in subparagraphs(a)through(m)of paragraph 9.1 are for the benefit of,and may be waived by,Buyer, and may be elsewhere herein referred to as"Buyer's Contingencies." 9.3 If any of Buyer's Contingencies or any other matter subject to Buyer's approval is disapproved as provided for herein in a timely manner ("Disapproved Item"), Seller shall have the right within 10 days following the receipt of notice of Buyer's disapproval to elect to cure such Disapproved Item prior to the Expected Closing Date("Seller's Election"). Seller's failure to give to Buyer within such period,written notice of Seller's commitment to cure such Disapproved Item on or before the Expected Closing Date shall be conclusively presumed to be Seller's Election not to cure such Disapproved Item. If Seller elects,either by written notice or failure to give written notice,not to cure a Disapproved Item,Buyer shall have the right,within 10 days after Seller's Election to either accept title to the Property subject to such Disapproved Item,or to terminate this Agreement. Buyer's failure to notify Seller in writing of Buyer's election to accept title to the Property subject to the Disapproved Item without deduction or offset shall constitute Buyer's election to terminate this Agreement. The above time periods only apply once for each Disapproved Item. Unless expressly provided otherwise herein,Seller's right to cure shall not apply to the remediation of Hazardous Substance Conditions or to the Financing Contingency. Unless the Parties mutually instruct otherwise,if the time periods for the satisfaction of contingencies or for Seller's and Buyer's elections would expire on a date after the Expected Closing Date,the Expected Closing Date shall be deemed extended for 3 business days following the expiration of:(a)the applicable contingency period(s),(b)the period within which the Seller may elect to cure the Disapproved Item,or(c)if Seller elects not to cure,the period within which Buyer may elect to proceed with this transaction,whichever is later. INITIALS INITIALS ®2019 AIR CRE. All Rights Reserved. Last Edited:4/18/20191:16 PM OFA-20.11,Revised 01-14-2019 �( �TAT p • Page 4 of 9 COiti!TE ARr. • 9.4 The Parties acknowledge that extensive local,state and Federal legislation establish broad liability upon owners and/or users of real property for the investigation and remediation of Hazardous Substances. The determination of the existence of a Hazardous Substance Condition and the evaluation of the impact of such a condition are highly technical and beyond the expertise of Brokers. The Parties acknowledge that they have been advised by Brokers to consult their own technical and legal experts with respect to the possible presence of Hazardous Substances on the Property or adjoining properties,and Buyer and Seller are not relying upon any investigation by or statement of Brokers with respect thereto. The Parties hereby assume all responsibility for the impact of such Hazardous Substances upon their respective interests herein. 10. Documents Required at or Before Closing. 10.1 Five days prior to the Closing date Escrow Holder shall obtain an updated Title Commitment concerning the Property from the Title Company and provide copies thereof to each of the Parties. 10.2 Seller shall deliver to Escrow Holder in time for delivery to Buyer at the Closing: (a) Grant or general warranty deed,duly executed and in recordable form,conveying fee title to the Property to Buyer. (b) If applicable,the BeneficiaryStatements concerning Existing Note(s). (c) If applicable,the Existing Leases and Other Agreements together with duly executed assignments thereof by Seller and Buyer. The assignment of Existing Leases shall be on the most recent Assignment and Assumption of Lessor's Interest in Lease form published by the AIR or its equivalent. (d) If applicable,Estoppel Certificates executed by Seller and/or the tenant(s)of the Property. (e) An affidavit executed by Seller to the effect that Seller is not a"foreign person"within the meaning of Internal Revenue Code Section 1445 or successor statutes. If Seller does not provide such affidavit in form reasonably satisfactory to Buyer at least 3 business days prior to the Closing,Escrow Holder shall at the Closing deduct from Seller's proceeds and remit to the Internal Revenue Service such sum as is required by applicable Federal law with respect to purchases from foreign sellers. (f) If the Property is located in California, an affidavit executed by Seller to the effect that Seller is not a"nonresident" within the meaning of California Revenue and Tax Code Section 18662 or successor statutes. If Seller does not provide such affidavit in form reasonably satisfactory to Buyer at least 3 business days prior to the Closing,Escrow Holder shall at the Closing deduct from Seller's proceeds and remit to the Franchise Tax Board such sum as is required by such statute. (g) If applicable,a bill of sale,duly executed,conveying title to any included personal property to Buyer. (h) If the Seller is a corporation,a duly executed corporate resolution authorizing the execution of this Agreement and the sale of the Property. 10.3 Buyer shall deliver to Seller through Escrow: (a) The cash portion of the Purchase Price and such additional sums as are required of Buyer under this Agreement shall be deposited by Buyer with Escrow Holder,by federal funds wire transfer,or any other method acceptable to Escrow Holder in immediately collectable funds,no later than 2:00 P.M.on the business day prior to the Expected Closing Date provided,however,that Buyer shall not be required to deposit such monies into Escrow if at the time set for the deposit of such monies Seller is in default or has indicated that it will not perform any of its obligations hereunder. Instead,in such circumstances in order to reserve its rights to proceed Buyer need only provide Escrow with evidence establishing that the required monies were available. (b) If a Purchase Money Note and Purchase Money Deed of Trust are called for by this Agreement,the duly executed originals of those documents,the Purchase Money Deed of Trust being in recordable form,together with evidence of fire insurance on the improvements in the amount of the full replacement cost naming Seller as a mortgage loss payee,and a real estate tax service contract(at Buyer's expense),assuring Seller of notice of the status of payment of real property taxes duringthe life of the Purchase Money Note. (c) The Assignment and Assumption of Lessor's Interest in Lease form specified in paragraph 10.2(c)above,duly executed by Buyer. (d) Assumptions duly executed by Buyer of the obligations of Seller that accrue after Closing under any Other Agreements. (e) If applicable,a written assumption duly executed by Buyer of the loan documents with respect to Existing Notes. (f) If the Buyer is a corporation,a duly executed corporate resolution authorizing the execution of this Agreement and the purchase of the Property. 10.4 At Closing,Escrow Holder shall cause to be issued to Buyer a standard coverage(or ALTA extended,if elected pursuant to 9.1(g))owner's form policy of title insurance effective as of the Closing,issued by the Title Company in the full amount of the Purchase Price,insuring title to the Property vested in Buyer, subject only to the exceptions approved by Buyer. In the event there is a Purchase Money Deed of Trust in this transaction,the policy of title insurance shall be a joint protection policy insuring both Buyer and Seller. IMPORTANT:IN A PURCHASE OR EXCHANGE OF REAL PROPERTY,IT MAY BE ADVISABLE TO OBTAIN TITLE INSURANCE IN CONNECTION WITH THE CLOSE OF ESCROW SINCE THERE MAY BE PRIOR RECORDED LIENS AND ENCUMBRANCES WHICH AFFECT YOUR INTEREST IN THE PROPERTY BEING ACQUIRED. A NEW POLICY OF TITLE INSURANCE SHOULD BE OBTAINED IN ORDER TO ENSURE YOUR INTEREST IN THE PROPERTY THAT YOU ARE ACQUIRING. 11. Prorations and Adjustments. 11.1 Taxes. Applicable real property taxes and special assessment bonds shall be prorated through Escrow as of the date of the Closing,based upon the latest tax bill available. The Parties agree to prorate as of the Closing any taxes assessed against the Property by supplemental bill levied by reason of events occurring prior to the Closing. Payment of the prorated amount shall be made promptly in cash upon receipt of a copy of any supplemental bill. 11.2 Insurance. WARNING: Any insurance which Seller may have maintained will terminate on the Closing. Buyer is advised to obtain appropriate insurance to cover the Property. 11.3 Rentals,Interest and Expenses. Scheduled rentals,interest on Existing Notes,utilities,and operating expenses shall be prorated as of the date of Closing. The Parties agree to promptly adjust between themselves outside of Escrow any rents received after the Closing. 11.4 Security Deposit. Security Deposits held by Seller shall be given to Buyer as a credit to the cash required of Buyer at the Closing. 11.5 Post Closing Matters. Any item to be prorated that is not determined or determinable at the Closing shall be promptly adjusted by the Parties by appropriate cash payment outside of the Escrow when the amount due is determined. 11.6 Variations in Existing Note Balances. In the event that Buyer is purchasing the Property subject to an Existing Deed of Trust(s),and in the event that a Beneficiary Statement as to the applicable Existing Note(s)discloses that the unpaid principal balance of such Existing Note(s)at the closing will be more or less than the amount set forth in paragraph 3.1(c)hereof("Existing Note Variation"),then the Purchase Money Note(s)shall be reduced or increased by an amount equal to such Existing Note Variation. If there is to be no Purchase Money Note,the cash required at the Closing per paragraph 3.1(a)shall be reduced or increased by the amount of such Existing Note Variation. 11.7 Variations in New Loan Balance. In the event Buyer is obtaining a New Loan and the amount ultimately obtained exceeds the amount set forth in paragraph 5.1,then the amount of the Purchase Money Note,if any,shall be reduced by the amount of such excess. 11.8 Owner's Association Fees. Escrow Holder shall: (i)bring Seller's account with the association current and pay any delinquencies or transfer fees from Seller's proceeds,and(ii)pay any up front fees required by the association from Buyer's funds. 12. Representations and Warranties of Seller and Disclaimers. 12.1 Seller's warranties and representations shall survive the Closing and delivery of the deed for a period of 3 years,and any lawsuit or action based upon them must be commenced within such time period. Seller's warranties and representations are true,material and relied upon by Buyer and Brokers in all respects. Seller hereby makes the following warranties and representations to Buyer and Brokers: (a) Authority of Seller. Seller is the owner of the Property and/or has the full right,power and authority to sell,convey and transfer the Property to Buyer as provided herein,and to perform Seller's obligations hereunder. INITIALS INITIALS m 2019 AIR CRE. All Rights Reserved. Last Edited:4/18/2019 1:16 PM OFA-20.11,Revised 01-14-2019 �q j j�j �j /� Page 5 of 9 f.O'lJilTE AR-_ (b) Maintenance During Escrow and Equipment Condition At Closing. Except as otherwise provided in paragraph 9.1(n)hereof,Seller shall maintain the Property until the Closing in its present condition,ordinary wear and tear excepted. (c) Hazardous Substances/Storage Tanks. Seller has no knowledge,except as otherwise disclosed to Buyer in writing,of the existence or prior existence on the Property of any Hazardous Substance,nor of the existence or prior existence of any above or below ground storagetank. (d) Compliance. Seller has no knowledge of any aspect or condition of the Property which violates applicable laws,rules,regulations, codes or covenants,conditions or restrictions,or of improvements or alterations made to the Property without a permit where one was required, or of any unfulfilled order or directive of any applicable governmental agency or casualty insurance company requiring any investigation, remediation,repair,maintenance or improvement be performed on the Property. (e) Changes in Agreements. Prior to the Closing,Seller will not violate or modify any Existing Lease or Other Agreement,or create any new leases or other agreements affecting the Property,without Buyer's written approval,which approval will not be unreasonably withheld. (f) Possessory Rights. Seller has no knowledge that anyone will,at the Closing,have any right to possession of the Property,except as disclosed by this Agreement or otherwise in writing to Buyer. (g) Mechanics'Liens. There are no unsatisfied mechanics'ormaterialmens'lien rights concerningthe Property. (h) Actions,Suits or Proceedings. Seller has no knowledge of any actions, suits or proceedings pending or threatened before any commission,board,bureau,agency,arbitrator,court or tribunal that would affect the Property or the right to occupy or utilize same. (i) Notice of Changes. Seller will promptly notify Buyer and Brokers in writing of any Material Change(see paragraph 9.1(o))affecting the Propertythat becomes known to Seller prior tothe Closing. (j) No Tenant Bankruptcy Proceedings. Seller has no notice or knowledge that any tenant of the Property is the subject of a bankruptcy or insolvency proceeding. (k) No Seller Bankruptcy Proceedings. Seller is not the subject of a bankruptcy,insolvency or probate proceeding. (I) Personal Property. Seller has no knowledge that anyone will,at the Closing,have any right to possession of any personal property included in the Purchase Price nor knowledge of any liens or encumbrances affecting such personal property,except as disclosed by this Agreement or otherwise in writing to Buyer. 12.2 Buyer hereby acknowledges that,except as otherwise stated in this Agreement,Buyer is purchasing the Property in its existing condition and will,by the time called for herein,make or have waived all inspections of the Property Buyer believes are necessary to protect its own interest in,and its contemplated use of,the Property. The Parties acknowledge that,except as otherwise stated in this Agreement,no representations, inducements,promises,agreements,assurances,oral or written,concerningthe Property,or any aspect of the occupational safety and health laws, Hazardous Substance laws,or any other act,ordinance or law,have been made by either Party or Brokers,or relied upon by either Party hereto. 12.3 In the event that Buyer learns that a Seller representation or warranty might be untrue prior to the Closing,and Buyer elects to purchase the Property anyway then,and in that event,Buyer waives any right that it may have to bring an action or proceeding against Seller or Brokers regarding said representation or warranty. 12.4 Any environmental reports,soils reports,surveys, and other similar documents which were prepared by third party consultants and provided to Buyer by Seller or Seller's representatives, have been delivered as an accommodation to Buyer and without any representation or warranty as to the sufficiency,accuracy,completeness,and/or validity of said documents,all of which Buyer relies on at its own risk. Seller believes said documents to be accurate,but Buyer is advised to retain appropriate consultants to review said documents and investigate the Property. 13. Possession. Possession of the Property shall be given to Buyer at the Closing subject to the rights of tenants under Existing Leases. 14. Buyer's Entry. At any time during the Escrow period,Buyer,and its agents and representatives,shall have the right at reasonable times and subject to rights of tenants,to enter upon the Property for the purpose of making inspections and tests specified in this Agreement. No destructive testing shall be conducted,however,without Seller's prior approval which shall not be unreasonably withheld. Following any such entry or work,unless otherwise directed in writing by Seller,Buyer shall return the Property to the condition it was in prior to such entry or work,including the re-compaction or removal of any disrupted soil or material as Seller may reasonably direct. All such inspections and tests and any other work conducted or materials furnished with respect to the Property by or for Buyer shall be paid for by Buyer as and when due and Buyer shall indemnify,defend,protect and hold harmless Seller and the Property of and from any and all claims,liabilities,losses,expenses(including reasonable attorneys'fees),damages, including those for injury to person or property,arising out of or relating to any such work or materials or the acts or omissions of Buyer,its agents or employees in connection therewith. 15. Further Documents and Assurances. The Parties 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. The Parties agree to provide all further information,and to execute and deliver all further documents,reasonably required by Escrow Holder or the Title Company. 16. Attorneys'Fees. If any Party or Broker brings an action or proceeding(including arbitration)involving the Property whether founded in tort,contract or equity,or to declare rights hereunder,the Prevailing Party(as hereafter defined) in any such proceeding, action, or appeal thereon, shall be entitled to reasonable attorneys'fees and costs. Such fees may be awarded in the same suit or recovered in a separate suit,whether or not such action or proceeding is pursued to decision or judgment. The term"Prevailing Party"shall include,without limitation,a Party or Broker who substantially obtains or defeats the relief sought,as the case may be,whether by compromise,settlement,judgment,or the abandonment by the other Party or Broker of its claim or defense. The attorneys'fees award shall not be computed in accordance with any court fee schedule,but shall be such as to fully reimburse all attorneys'fees reasonably incurred. 17. Prior Agreements/Amendments. 17.1 This Agreement supersedes any and all prior agreements between Seller and Buyer regarding the Property. 17.2 Amendmentsto this Agreement are effective only if made in writing and executed by Buyer and Seller. 18. Broker's Rights. 18.1 If this sale is not consummated due to the default of either the Buyer or Seller,the defaulting Party shall be liable to and shall pay to Brokers the Brokerage Fee that Brokers would have received had the sale been consummated. If Buyer is the defaulting party,payment of said Brokerage Fee is in addition to any obligation with respect to liquidated or other damages. 18.2 Upon the Closing,Brokers are authorized to publicize the facts of this transaction. 19. Notices. 19.1 Whenever any Party,Escrow Holder or Brokers herein shall desire to give or serve any notice,demand,request,approval,disapproval or other communication,each such communication shall be in writing and shall be delivered personally,by messenger,or by mail,postage prepaid,to the address set forth in this agreement or by facsimile transmission,electronic signature,digital signature,or email. 19.2 Service of any such communication shall be deemed made on the date of actual receipt if personally delivered,or transmitted by facsimile transmission,electronic signature,digital signature,or email. Any such communication sent by regular mail shall be deemed given 48 hours after the same is mailed. Communications sent by United States Express Mail or overnight courier that guarantee next day delivery shall be deemed delivered 24 hours after delivery of the same to the Postal Service or courier.� Iffssuch communication is received on a Saturday,Sunday or legal V INITIALS INITIALS ©2019 AIR CRE. All Rights Reserved. Last Edited:4/18/2019 1:16 PM OFA-20.11,Revised 01-14-2019 Page 6 of 9 holiday,it shall be deemed received on the next business day. 19.3 Any Party or Broker hereto may from time to time,by notice in writing,designate a different address to which,or a different person or additional persons to whom,all communications are thereafter to be made. 20. Duration of Offer. 20.1 If this offer is not accepted by Seller on or before 5:00 P.M.according to the time standard applicable to the city of Huntington Beach on the date of April 23, 2019 ,it shall be deemed automatically revoked. 20.2 The acceptance of this offer,or of any subsequent counteroffer hereto,that creates an agreement between the Parties as described in paragraph 1.2,shall be deemed made upon delivery to the other Party or either Broker herein of a duly executed writing unconditionally accepting the last outstanding offer or counteroffer. 21. LIQUIDATED DAMAGES. (This Liquidated Damages paragraph is applicable only if initialed by both Parties). THE PARTIES AGREE THAT IT WOULD BE IMPRACTICABLE OR EXTREMELY DIFFICULT TO FIX,PRIOR TO SIGNING THIS AGREEMENT,THE ACTUAL DAMAGES WHICH WOULD BE SUFFERED BY SELLER IF BUYER FAILS TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT. THEREFORE,IF, AFTER THE SATISFACTION OR WAIVER OF ALL CONTINGENCIES PROVIDED FOR THE BUYER'S BENEFIT,BUYER BREACHES THIS AGREEMENT,SELLER SHALL BE ENTITLED TO LIQUIDATED DAMAGES IN THE AMOUNT OF $100,000.00 . UPON PAYMENT OF SAID SUM TO SELLER,BUYER SHALL BE RELEASED FROM ANY FURTHER LIABILITY TO SELLER,AND ANY ESCROW CANCELLATION FEES AND TITLE COMPANY CHARGES SHALL BE PAID BY SELLER. Buyer's Initials `USe ler's Initials 22. ARBITRATION OF DISPUTES. (This Arbitration of Disputes paragraph is applicable only if initialed by both Parties.) 22.1 ANY CONTROVERSY AS TO WHETHER SELLER IS ENTITLED TO THE LIQUIDATED DAMAGES AND/OR BUYER IS ENTITLED TO THE RETURN OF DEPOSIT MONEY,SHALL BE DETERMINED BY BINDING ARBITRATION BY,AND UNDER THE COMMERCIAL RULES OF THE AMERICAN ARBITRATION ASSOCIATION ("COMMERCIAL RULES"). ARBITRATION HEARINGS SHALL BE HELD IN THE COUNTY WHERE THE PROPERTY IS LOCATED. THE NUMBER OF ARBITRATORS SHALL BE AS PROVIDED IN THE COMMERCIAL RULES AND EACH SUCH ARBITRATOR SHALL BE AN IMPARTIAL REAL ESTATE BROKER WITH AT LEAST 5 YEARS OF FULL TIME EXPERIENCE IN BOTH THE AREA WHERE THE PROPERTY IS LOCATED AND THE TYPE OF REAL ESTATE THAT IS THE SUBJECT OF THIS AGREEMENT.THE ARBITRATOR OR ARBITRATORS SHALL BE APPOINTED UNDER THE COMMERCIAL RULES.AND SHALL HEAR AND DETERMINE SAID CONTROVERSY IN ACCORDANCE WITH APPLICABLE LAW,THE INTENTION OF THE PARTIES AS EXPRESSED IN THIS AGREEMENT AND ANY AMENDMENTS THERETO, AND UPON THE EVIDENCE PRODUCED AT AN ARBITRATION HEARING. PRE-ARBITRATION DISCOVERY SHALL BE PERMITTED IN ACCORDANCE WITH THE COMMERCIAL RULES OR STATE LAW APPLICABLE TO ARBITRATION PROCEEDINGS. THE AWARD SHALL BE EXECUTED BYAT LEAST 2 OF THE 3 ARBITRATORS,BE RENDERED WITHIN 30 DAYS AFTER THE CONCLUSION OF THE HEARING, AND MAY INCLUDE ATTORNEYS'FEES AND COSTS TO THE PREVAILING PARTY PER PARAGRAPH 16 HEREOF. JUDGMENT MAY BE ENTERED ON THE AWARD IN ANY COURT OF COMPETENT JURISDICTION NOTWITHSTANDING THE FAILURE OF A PARTY DULY NOTIFIED OF THE ARBITRATION HEARING TO APPEAR THEREAT. 22.2 BUYER'S RESORT TO OR PARTICIPATION IN SUCH ARBITRATION PROCEEDINGS SHALL NOT BAR SUIT IN A COURT OF COMPETENT JURISDICTION BY THE BUYER FOR DAMAGES AND/OR SPECIFIC PERFORMANCE UNLESS AND UNTIL THE ARBITRATION RESULTS IN AN AWARD TO THE SELLER OF LIQUIDATED DAMAGES,IN WHICH EVENT SUCH AWARD SHALL ACT AS A BAR AGAINST ANY ACTION BY BUYER FOR DAMAGES AND/OR SPECIFIC PERFORMANCE. 22.3 NOTICE:BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INCLUDED IN THE "ARBITRATION OF DISPUTES"PROVISION DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. BY INITIALING IN THE SPACE BELOW YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL,UNLESS SUCH RIGHTS ARE SPECIFICALLY INCLUDED IN THE"ARBITRATION OF DISPUTES" PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION,YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THE "ARBITRATION OF DISPUTES"PROVISION TO NEUTRAL ARBITRATION. ,,` Buyer's Initials \u 'Seller''s Initials 23. Miscellaneous. 23.1 Binding Effect. This Agreement shall be binding on the Parties without regard to whether or not paragraphs 21 and 22 are initialed by both of the Parties. Paragraphs 21 and 22 are each incorporated into this Agreement only if initialed by both Parties at the time that the Agreement is executed. 23.2 Applicable Law. This Agreement shall be governed by,and paragraph 22.3 is amended to refer to,the laws of the state in which the Property is located. Any litigation or arbitration between the Parties hereto concerning this Agreement shall be initiated in the county in which the Property is located. 23.3 Time of Essence. Time is of the essence of this Agreement. 23.4 Counterparts. This Agreement may be executed by Buyer and Seller in counterparts,each of which shall be deemed an original,and all of which together shall constitute one and the same instrument. Escrow Holder,after verifying that the counterparts are identical except for the signatures, is authorized and instructed to combine the signed signature pages on one of the counterparts, which shall then constitute the Agreement. 23.5 Waiver of Jury Trial. THE PARTIES HEREBY WAIVE THEIR RESPECTIVE RIGHTS TO TRIAL BY JURY IN ANY ACTION OR PROCEEDING INVOLVING THE PROPERTY OR ARISING OUT OF THIS AGREEMENT. 23.6 Conflict. Any conflict between the printed provisions of this Agreement and the typewritten or handwritten provisions shall be controlled by the typewritten or handwritten provisions. Seller and Buyer must initial any and all handwritten provision.. 23.7 1031 Exchange. Both Seller and Buyer agree to cooperate with each other in the event that either or both wish to participate in a 1031 exchange. Any party initiating an exchange shall bear all costs of such exchange. The cooperating Party shall not have any liability(special or otherwise)for damages to the exchanging Party in the event that the sale is delayed and/or that the sale otherwise fails to qualify as a 1031 exchange. 23.8 Days. Unless otherwise specifically indicated to the contrary,the word"days"as used in this Agreement shall mean and refer to calendar days. 24. Disclosures Regarding The Nature of a Real Estate Agency Relationship. 24.1 The Parties and Brokers agree that their relationship(s)shall be governed by the principles set forth in the applicable sections of the California Civil Code,as summarized in paragraph 24.2. 24.2 When entering into a discussion with a real estate agent regarding a real estate transaction, a Buyer or Seller should from the outset INITIALS INITIALS m 2019 AIR CRE. All Rights Reserved. Last Edited:4/18/20191:16 PM OFA-20.11,Revised 01-14-2019 t/��� (( + y'� �y Page 7 of 9 COUN aER.rL�R-- understand what type of agency relationship or representation it has with the agent or agents in the transaction. Buyer and Seller acknowledge being advised by the Brokers in this transaction,as follows: (a) Seller's Agent. A Seller's agent under a listing agreement with the Seller acts as the agent for the Seller only. A Seller's agent or subagent has the following affirmative obligations: (1)To the Seller:A fiduciary duty of utmost care,integrity,honesty,and loyalty in dealings with the Seller. (2)To the Buyer and the Seller:a.Diligent exercise of reasonable skills and care in performance of the agent's duties. b.A duty of honest and fair dealing and good faith. c.A duty to disclose all facts known to the agent materially affecting the value or desirability of the property that are not known to,or within the diligent attention and observation of,the Parties. An agent is not obligated to reveal to either Party any confidential information obtained from the other Party which does not involve the affirmative duties set forth above. (b) Buyer's Agent. A selling agent can,with a Buyer's consent,agree to act as agent for the Buyer only. In these situations,the agent is not the Seller's agent,even if by agreement the agent may receive compensation for services rendered,either in full or in part from the Seller. An agent acting only for a Buyer has the following affirmative obligations. (1)To the Buyer:A fiduciary duty of utmost care,integrity,honesty,and loyalty in dealings with the Buyer. (2)To the Buyer and the Seller: a.Diligent exercise of reasonable skills and care in performance of the agent's duties. b.A duty of honest and fair dealing and good faith. c.A duty to disclose all facts known to the agent materially affecting the value or desirability of the property that are not known to,or within the diligent attention and observation of,the Parties. An agent is not obligated to reveal to either Party any confidential information obtained from the other Party which does not involve the affirmative duties set forth above. (c) Agent Representing Both Seller and Buyer. A real estate agent,either acting directly or through one or more associate licenses,can legally be the agent of both the Seller and the Buyer in a transaction,but only with the knowledge and consent of boththe Seller and the Buyer. (1) In a dual agency situation,the agent has the following affirmative obligations to both the Seller and the Buyer:a.A fiduciary duty of utmost care, integrity,honesty and loyalty in the dealings with either Seller or the Buyer.b.Other duties to the Seller and the Buyer as stated above in their respective sections(a)or(b)of this paragraph 24.2. (2)In representing both Seller and Buyer,the agent may not,without the express permission of the respective Party,disclose to the other Party confidential information,including,but not limited to,facts relating to either Buyer's or Seller's financial position,motivations,bargaining position,or other personal information that may impact price,including Seller's willingness to accept a price less than the listing price or Buyer's willingness to pay a price greater than the price offered. (3)The above duties of the agent in a real estate transaction do not relieve a Seller or Buyer from the responsibility to protect their own interests. Buyer and Seller should carefully read all agreements to assure that they adequately express their understanding of the transaction. A real estate agent is a person qualified to advise about real estate. If legal or tax advice is desired,consult a competent professional. Buyer has the duty to exercise reasonable care to protect Buyer, including as tothose facts about the Property which are known to Buyer or within Buyer's diligent attention and observation. Both Seller and Buyer should strongly consider obtaining tax advice from a competent professional because the federal and state tax consequences of a transaction can be complex and subject to change. (d) Further Disclosures. Throughout this transaction Buyer and Seller may receive more than one disclosure,depending upon the number of agents assisting in the transaction. Buyer and Seller should each read its contents each time it is presented,consideringthe relationship between them and the real estate agent in this transaction and that disclosure. Buyer and Seller each acknowledge receipt of a disclosure of the possibility of multiple representation by the Broker representing that principal. This disclosure may be part of a listing agreement, buyer representation agreement or separate document. Buyer understands that Broker representing Buyer may also represent other potential buyers, who may consider,make offers on or ultimately acquire the Property. Seller understands that Broker representing Seller may also represent other sellers with competing properties that may be of interest to this Buyer. Brokers have no responsibility with respect to any default or breach hereof by either Party. The Parties agree that no lawsuit or other legal proceeding involving any breach of duty, error or omission relating to this transaction may be brought against Broker more than one year after the Date of Agreement and that the liability(including court costs and attorneys'fees),of any Broker with respect to any breach of duty,error or omission relating to this Agreement shall not exceed the fee received by such Broker pursuant to this Agreement;provided,however,that the foregoing limitation on each Broker's liability shall not be applicable to any gross negligence or willful misconduct of such Broker. 24.3 Confidential Information. Buyer and Seller agree to identify to Brokers as"Confidential"any communication or information given Brokers that is considered by such Partyto be confidential. 25. Construction of Agreement. In construing this Agreement,all headings and titles are for the convenience of the Parties only and shall not be considered a part of this Agreement. Whenever required by the context,the singular shall include the plural and vice versa. This Agreement shall not be construed as if prepared by one of the Parties,but rather according to its fair meaning as a whole,as if both Parties had prepared it. 26. Additional Provisions. Additional provisions of this offer,if any,are as follows or are attached hereto by an addendum or addenda consisting of paragraphs 26.1 through --- . (If there are no additional provisions write"NONE".) Indemnification by Buyer: Notwithstanding anything to the contrary in this Agreement, from and after the execution of this Agreement, Buyer shall protect, defend (with counsel acceptable to Seller) , indemnify and hold Seller, Weaver Family Investments, LLC, )3rokers, Lee & Associates—Newport Beach, Principals of the Broker, Brad Schneider and Bob Goodmanson, and their managers, directors, officers, members, shareholders, partners, employees, spouses, attorneys, consultants, agents, heirs and assigns, and affiliates ("Indemnified Entities"), harmless from and against any and all liabilities, losses, liens, claims, damages, costs, expenses, demands, threatened or actual causes of action, suits, or judgements paid or incurred by the Indemnified Entities and all expenses related thereto, including, without limitation, court costs, attorneys' fees, consultants' fees, and any other fees expended by any of the Indemnified Entities, arising out of or in any way related to the acquisition and/or operation of the Property �v Buyer, or in any way related to the activities or planned activities of Buyer on the Property, whether as a navigation center for the housing of homeless individuals or any other activity, business, operation of Buyer on the Property, that occurs after the execution of this Agreement. ATTENTION:NO REPRESENTATION OR RECOMMENDATION IS MADE BY AIR CRE OR BY ANY BROKER AS TO THE LEGAL SUFFICIENCY, LEGAL EFFECT,OR TAX CONSEQUENCES OF THIS AGREEMENT OR THE TRANSACTION TO WHICH IT RELATES. THE PARTIES ARE URGED TO: 1. SEEK ADVICE OF COUNSEL AS TO THE LEGAL AND TAX CONSEQUENCES OF THIS AGREEMENT. 2. RETAIN APPROPRIATE CONSULTANTS TO REVIEW AND INVESTIGATE THE CONDITION OF THE PROPERTY.SAID INVESTIGATION SHOULD INCLUDE BUT NOT BE LIMITED TO:THE POSSIBLE PRESENCE OF HAZARDOUS SUBSTANCES,THE ZONING OF THE PROPERTY,THE INTEGRITY AND CONDITION OF ANY STRUCTURES AND OPERATING SYSTEMS,AND THE SUITABILITY OF THE PROPERTY FOR BUYER'S INTENDED USE. WARNING:IF THE PROPERTY IS LOCATED IN A STATE OTHER THAN CALIFORNIA,CERTAIN PROVISIONS OF THIS AGREEMENT MAY NEED TO BE REVISED TO COMPLY WITH THE LAWS OF THE STATE IN WHICH THE PROPERTY IS LOCATED. NOTE: INITIALS INITIALS ©2019 AIR CRE. All Rights Reserved. Last Edited:4/18/2019 1:16 PM OFA-20.11,Revised 01-14-2019 Page 8 of 9 1. THIS FORM IS NOT FOR USE IN CONNECTION WITH THE SALE OF RESIDENTIAL PROPERTY. • 2. IF EITHER PARTY IS A CORPORATION,IT IS RECOMMENDED THAT THIS AGREEMENT BE SIGNED BYTWO CORPORATE OFFICERS. The undersigned Buyer offers and agrees to buy the Property on the terms and conditions stated and acknowledges receipt of a copy hereof. Date: BROKER BUYER Lee & Associates-Newport Beach The City of Huntington Beach Attn: Brad Schneider / Bob Goodmanson By: Title: SVP's/Principal's Name Printed: Erik Peterson Title: Mayor of Huntington Beach Address: 100 Bayview Circle, Suite 600 Newport Beach, CA 92660 Phone: Phone: (949) 724-4708 / (949) 724-4704 Fax: Fax: (949) 623-6308 / (949) 724-6304 Email: Email: bschneider@ lee-associates.corn / baoomandson@lee-associates.com By: d Federal ID No.: Name Printed: Broker/AGENT ORE License#: 01887613 / 00595341 Title: Phone: Fax: Email: Address: 2000 Main Street, P.O. Box 190 Huntington Beach, CA 92648 Federal ID No.: 27. Acceptance. 27.1 Seller accepts the foregoing offer to purchase the Property and hereby agrees to sell the Property to Buyer on the terms and conditions therein specified. 27.2 In consideration of real estate brokerage service rendered by Brokers,Seller agrees to pay Brokers a real estate Brokerage Fee in a sum equal to per Listing Agreement %of the Purchase Price to be divided between the Brokers as follows:Seller's Broker --- % and Buyer's Broker --- %. This Agreement shall serve as an irrevocable instruction to Escrow Holder to pay such Brokerage Fee to Brokers out ofthe proceeds accruing tothe account of Seller at the Closing. 27.3 Seller acknowledges receipt of a copy hereof and authorizes Brokers to deliver a signed copy to Buyer. NOTE:A PROPERTY INFORMATION SHEET IS REQUIRED TO BE DELIVERED TO BUYER BY SELLER UNDER THIS AGREEMENT. Date: BROKER SELLER Lee & Associates-Newport Beach Weaver Family Investments, LLC Attn: Brad Schneider / Bob Goodmanson Title: SVP's/Principal's By: \t\kt. � ti . Address: 100 Bayview Circle, Suite 600 Name Printed: Micheal Weaver Newport Beach, CA 92660 Title: Phone: (949) 724-4708 / (949) 724-4704 Phone: Fax: (949) 623-6308 / (949) 724-6304 Fax: Email: Email: bschneider@ lee-as sociates.corn / bgoodmandson@lee-associates.com Federal lDNo.: By: LL-C Broker/AGENT ORE License#: 01887613 / 00595341 Name Printed: Title: Phone: Fax: Email: Address: 6675 Pageant Drive Huntington Beach, CA 92648 Federal ID No.: AIR CRE.500 North Brand Blvd,Suite 900,Glendale,CA 91203,Tel 213-687-8777,Email contracts@aircre.com NOTICE: No part of these works may be reproduced in any form without permission in writing. Schneider/The City of Huntington Beach-15311-15323 Pipeline-Purchase Agreement COUNTERPART INITIALS INITIALS ©2019 AIR CRE. All Rights Reserved. Last Edited:4/18/20191:16 PM OFA-20.11,Revised 01-14-2019 Page 9 of 9 COUrsI TERP AIRCR STANDARD OFFER, AGREEMENT AND ESCROW INSTRUCTIONS FOR PURCHASE OF REAL ESTATE (Non-Residential) Dated: April 18, 2019 1. Buyer. 1.1 The City of Huntington Beach , ("Buyer") hereby offers to purchase the real property, hereinafter I described, from the owner thereof("Seller") (collectively, the "Parties" or individually, a "Party"), through an escrow ("Escrow") to close 3k:, 5 days after the waiver or expiration of the Buyer's Contingencies, ("Expected Closing Date")to be held by Commonwealth Land Title Insurance Company (Grace Kim) ("Escrow Holder") whose address is 4100 Newport Place, Suite 120, Newport Beach, CA 92660 , Phone No. 949-724-3141 , Facsimile No. upon the terms and conditions set forth in this agreement("Agreement"). Buyer shall have the right to assign Buyer's rights hereunder, but any such assignment shall not relieve Buyer of Buyer's obligations herein unless Seller expressly releases Buyer. 1.2 The term "Date of Agreement" as used herein shall be the date when by execution and delivery (as defined in paragraph 20.2) of this document or a subsequent counteroffer thereto, Buyer and Seller have reached agreement in writing whereby Seller agrees to sell, and Buyer agrees to purchase,the Property upon terms accepted by both Parties. 2. Property. 2.1 The real property("Property")that is the subject of this offer consists of (insert a brief physical description) Approximately 11,200 square foot industrial building is located in the County of Orange , is commonly known as(street address,city,state,zip) 15311-15323 Pipeline, Huntington Beach, CA 92649 and is legally described as: To be provided by Title (APN: 145-537-06 ). 2.2 If the legal description of the Property is not complete or is inaccurate,this Agreement shall not be invalid and the legal description shall be completed or correctedto meet the requirements of Commonwealth Land Title Insurance Company (Grace Kim) _ ("Title Company"),which shall issue the title policy hereinafter described. 2.3 The Property includes, at no additional cost to Buyer, the permanent improvements thereon, including those items which pursuant to applicable law are a part of the property, as well as the following items, if any, owned by Seller and at present located on the Property: electrical distribution systems(power panel, bus ducting,conduits,disconnects, lighting fixtures);telephone distribution systems(lines,jacks and connections only);space heaters; heating,ventilating, air conditioning equipment("HVAC");air lines;fire sprinkler systems;security and fire detection systems; carpets;window coverings;wall coverings;and spray booth (collectively,the"Improvements"). 2.4 The fire sprinkler monitor: is owned by Seller and included in the Purchase Price, is leased by Seller, and Buyer will need to negotiate a new lease with the fire monitoring company, ownership will be determined during Escrow,or there is no fire sprinkler monitor. 311 of which shall be removed by Seller prior to Closing 3. Purchase Price. 3.1 The purchase price("Purchase Price")to be paid by Buyer to Sellerfor the Property shall be $2,744,000.00 , payable as follows: (Strike any not applicable) (a) Cash down payment, including the Deposit as defined in paragraph 4.3(or if an all cash transaction,the Purchase Price): $2,744,000 .00 (b) Amount of"New Loan"as defined in paragraph 5.1,if any- Said First Note is payable at per month,including interest at the rate of %per Said Second Note is payable at per month,including interest at the rate of Total Purchase Price: $2,744,000.00 3.2 If Buyer is taking title to the Property subject to,or assuming,an Existing Deed of Trust and such deed of trust permits the beneficiary to demand payment of fees including, but not limited to, points, processing fees, and appraisal fees as a condition to the transfer of the Property, Buyer agrees to pay such fees up to a maximum of 1.5%of the unpaid principal balance of the applicable Existing Note. 4. Deposits. 4.1 Buyer has delivered to Broker a check in the sum of , payable to Escrow Holder, to be delivered by Broker to Escrow Holder within 2 or �I business days after both Parties have executed this Agreement and the executed Agreement has been delivered to Escrow Holder,or IYi within 2 or.-- business days after both Parties have executed this Agreement and the executed Agreement has been delivered to Escrow Holder Buyer shall deliver to Escrow Holder a check in the sum of $100,000.00 . If said check is not received by Escrow Holder within said time period then Seller may elect to unilaterally terminate this transaction by giving written notice of such election to Escrow Holder whereupon neither Party shall have any further liability to the other under this Agreement. Should Buyer and Seller not enter into an agreement for purchase and sale,Buyer's check or funds shall, upon request by Buyer,be promptly returned to Buyer. 4.2 Additional deposits: (a) Within 5 business days after the Date of Agreement,Buyer shall twith Escrow Holder the additional sum of to be INITIALS INITIALS ©2019 AIR CRE. All Rights Reserved. Last Edited:4/18/2019 1:16 PM OFA-20.11, Revised 01-14-2019 , Page 1 of 9 applied to the Purchase Price at the Closing. (b) Within 5 business days after the contingencies discussed in paragraph 9.1 (a) through (m) are approved or waived, Buyer shall deposit with Escrow Holder the additional sum of N/A to be applied to the Purchase Price at the Closing. (c) If an Additional Deposit is not received by Escrow Holder within the time period provided then Seller may notify Buyer, Escrow Holder, and Brokers, in writing that, unless the Additional Deposit is received by Escrow Holder within 2 business days following said notice, the Escrow shall be deemed terminated without further notice or instructions. 4.3 Escrow Holder shall deposit the funds deposited with it by Buyer pursuant to paragraphs 4.1 and 4.2(collectively the"Deposit"),in a State or Federally chartered bank in an interest bearing account whose term is appropriate and consistent with the timing requirements of this transaction. The interest therefrom shall accrue to the benefit of Buyer, who hereby acknowledges that there may be penalties or interest forfeitures ifthe applicable instrument is redeemed priorto its specified maturity. Buyer's Federal Tax Identification Numberis . NOTE: Such interest bearing account cannot be opened until Buyer's Federal Tax Identification Number is provided. 4.4 Notwithstanding the foregoing, within 5 days after Escrow Holder receives the monies described in paragraph 4.1 above, Escrow Holder shall release$100 of said monies to Seller as and for independent consideration for Seller's' execution of this Agreement and the granting of the contingency period to Buyer as herein provided. Such independent consideration is non-refundable to Buyer but shall be credited to the Purchase Price in the event that the purchase of the Property is completed. 4.5 Upon waiver of all of Buyer's contingencies the Deposit shall become non-refundable but applicable to the Purchase Price except in the event of a Seller breach,or in the event that the Escrow is terminated pursuant to the provisions of Paragraph 9.1(n) (Destruction, Damage or Loss) or 9.1(o)(Material Change). 5 1 This offer is contingent upon Buyer obtaining from an insurance company, financial institution or other lender, a commitment to lend to Buyer a sum equal to at least ° earned thereon,less only Escrow Holder and Title Company cancellation fees aneleest w of— 9i per annum, with principal and interest paid as follows: . The Purchase Money Note and Purchase Money Deed of Loan expressly called for by this Agreement. oIso paragraph 10.3(b))• (b) -Late Charge. A late charge of 6%shall be payable with respect to any payment of principal, interest, or other charges, not made (c) Due On Sale. In the event the Buyer sells or transfers title to the Property or any portion thereof, then the Seller may, at Seller's on Seller's behalf a request for notice of default..—ad of trust to which it will be subordinate 6.4 WARNING:CALIFORNIA LAW DOES NOT ALLOW DEFICIENCY JUDGEMENTS ON SELLER FINANCING. IF BUYER ULTIMATELY DEFAULTS ON THE LOAN,SELLER'S SOLE REMEDY IS TO FORECLOSE ON THE PROPERTY. 6.5 Seller's obligation to provide financing is contingent upon Seller's reasonable approval of Buyer's financial condition. Buyer to provide a current financial statement and copies of its Federal tax returns for the last 3 years to Seller within 10 days following the Date of Agreement. Seller has 10 days following receipt of such documentation to satisfy itself with regard to Buyer's financial condition and to notify Escrow Holder as to whether or not Buyer's financial condition is acceptable. If Seller fails to notify Escrow Holder, in writing, of the disapprov al of this contingency w.thJrtraid-ri.p,a{,erie4 it shall be conclusively presumed that Seller has approved Buyer's financial condition. If Seller is not satisfied with Buyer's_ 7. Real Estate Brokers. 7.1 Each Party acknowledges receiving a Disclosure Regarding Real Estate Agency Relationship,confirms and consents to the following agency relationships in this transaction with the following real estate brokers("Broker(s)")and/or their agents("Agent(s)"): Seller's Brokerage Firm Lee & Associates—Newport Beach License No. 01197433 Is the broker of(check one): the Seller;or 12 both the Buyer and Seller(dual agent). Seller's Agent Brad Schneider / Bob Goodmanson License No. 01887613 / 00595341 Is (check one): the Seller's Agent(salesperson or broker associate);or V both the Seller's Agent and the Buyer's Agent(dual agent). Buyer's Brokerage Firm Lee & Associates—Newport Beach License No. 01197433 Is the broker of(check one): the Buyer;or V both the Buyer and Seller(dual agent). Buyer's Agent Brad Schneider / Bob Goodmanson License No. 01887613 / 00595341 Is(check one): ❑the Buyer's Agent(salesperson or broker associate);or J both the Buyer's Agent and the Seller's Agent(dual agent). The Parties acknowledge that other than the Brokers and Agents listed above,there are no other brokers or agents representing the Parties or due any fees and/or commissions under this Agreement. See paragraph 24 regardin t e of a real estate agency relationship. Buyer shall use the INITIALS INITIALS ©2019 AIR CRE. All Rights Reserved. Last Edited:4/18/20191:16 PM OFA-20.11, Revised 01-14-2019 Page 2 of 9 services of Buyer's Broker exclusively in connection with any and all negotiations and offers with respect to the Property for a period of 1 year from the date inserted for reference purposes at the top of page 1. 7.2 Buyer and Seller each represent and warrant to the other that he/she/it has had no dealings with any person,firm, broker,agent or finder in connection with the negotiation of this Agreement and/or the consummation of the purchase and sale contemplated herein, other than the Brokers and Agents named in paragraph 7.1,and no broker,agent or other person,firm or entity,other than said Brokers and Agents is/are entitled to any commission or finder's fee in connection with this transaction as the result of any dealings or acts of such Party. Buyer and Seller do each hereby agree to indemnify, defend, protect and hold the other harmless from and against any costs, expenses or liability for compensation, commission or charges which may be claimed by any broker, agent, finder or other similar party, other than said named Brokers and Agents by reason of any dealings or act of the indemnifying Party. 8. Escrow and Closing. 8.1 Upon acceptance hereof by Seller, this Agreement, including any counteroffers incorporated herein by the Parties, shall constitute not only the agreement of purchase and sale between Buyer and Seller, but also instructions to Escrow Holder for the consummation of the Agreement through the Escrow. Escrow Holder shall not prepare any further escrow instructions restating or amending the Agreement unless specifically so instructed by the Parties or a Broker herein. Subject to the reasonable approval of the Parties, Escrow Holder may, however, include its standard general escrow provisions. In the event that there is any conflict between the provisions of the Agreement and the provisions of any additional escrow instructions the provisions of the Agreement shall prevail as to the Parties and the Escrow Holder. 8.2 As soon as practical after the receipt of this Agreement and any relevant counteroffers, Escrow Holder shall ascertain the Date of Agreement as defined in paragraphs 1.2 and 20.2 and advise the Parties and Brokers,in writing,of the date ascertained. 8.3 Escrow Holder is hereby authorized and instructed to conduct the Escrow in accordance with this Agreement,applicable law and custom and practice of the community in which Escrow Holder is located, including any reporting requirements of the Internal Revenue Code. In the event of a conflict between the law of the state where the Property is located and the law of the state where the Escrow Holder is located,the law of the state where the Property is located shall prevail. 8.4 Subject to satisfaction of the contingencies herein described, Escrow Holder shall close this escrow(the"Closing") by recording a general warranty deed (a grant deed in California) and the other documents required to be recorded, and by disbursing the funds and documents in accordance with this Agreement. 8.5 Buyer and Seller shall each pay one-half of the Escrow Holder's charges and Seller shall pay the usual recording fees and any required documentary transfer taxes. Seller shall pay the premium for a standard coverage owner's or joint protection policy of title insurance. (See also paragraph 11.) 8.6 Escrow Holder shall verify that all of Buyer's contingencies have been satisfied or waived prior to Closing. The matters contained in paragraphs 9.1 subparagraphs (b), (c), (d), (e), (g), (i), (n), and (o),9.4, 12, 13, 14, 16, 18, 20,21, 22, and 24 are, however, matters of agreement between the Parties only and are not instructions to Escrow Holder. 8.7 If this transaction is terminated for non-satisfaction and non-waiver of a Buyer's Contingency,as defined in Paragraph 9.2 or disapproval of any other matter subject to Buyer's approval,then neither of the Parties shall thereafter have any liability to the other under this Agreement, except to the extent of a breach of any affirmative covenant or warranty in this Agreement. In the event of such termination, Buyer shall,subject to the provisions of paragraph 8.10, be promptly refunded all funds deposited by Buyer with Escrow Holder, less only the $100 provided for in paragraph 4.4 and the Title Company and Escrow Holder cancellation fees and costs, all of which shall be Buyer's obligation. If this transaction is terminated as a result of Seller's breach of this Agreement then Seller shall pay the Title Company and Escrow Holder cancellation fees and costs. 8.8 The Closing shall occur on the Expected Closing Date,or as soon thereafter as the Escrow is in condition for Closing; provided, however, that if the Closing does not occur by the Expected Closing Date and said Date is not extended by mutual instructions of the Parties,a Party not then in default under this Agreement may notify the other Party,Escrow Holder,and Brokers, in writing that,unless the Closing occurs within 5 business days following said notice,the Escrow shall be deemed terminated without further notice or instructions. 8.9 Except as otherwise provided herein,the termination of Escrow shall not relieve or release either Party from any obligation to pay Escrow Holder's fees and costs or constitute a waiver, release or discharge of any breach or default that has occurred in the performance of the obligations, agreements,covenants or warranties contained therein. 8.10 If this sale of the Property is not consummated for any reason other than Seller's breach or default,then at Seller's request, and as a condition to any obligation to return Buyer's deposit (see paragraph 21), Buyer shall within 5 days after written request deliver to Seller, at no charge, copies of all surveys, engineering studies, soil reports, maps, master plans, feasibility studies and other similar items prepared by or for Buyer that pertain to the Property. Provided, however,that Buyer shall not be required to deliver any such report if the written contract which Buyer entered into with the consultant who prepared such report specifically forbids the dissemination of the report to others. 9. Contingencies to Closing. 9.1 The Closing of this transaction is contingent upon the satisfaction or waiver of the following contingencies. IF BUYER FAILS TO NOTIFY ESCROW HOLDER, IN WRITING, OF THE DISAPPROVAL OF ANY OF SAID CONTINGENCIES WITHIN THE TIME SPECIFIED THEREIN, IT SHALL BE CONCLUSIVELY PRESUMED THAT BUYER HAS APPROVED SUCH ITEM, MATTER OR DOCUMENT. Buyer's conditional approval shall constitute disapproval, unless provision is made by the Seller within the time specified therefore by the Buyer in such conditional approval or by this Agreement, whichever is later, for the satisfaction of the condition imposed by the Buyer. Escrow Holder shall promptly provide all Parties with copies of any written disapproval or conditional approval which it receives. With regard to subparagraphs (a) through (m) the pre-printed time periods shall control unless a different number of days is inserted in the spaces provided. (a) Disclosure. Seller shall make to Buyer,through Escrow,all of the applicable disclosures required by law(See AIR CRE("AIR")standard form entitled "Seller's Mandatory Disclosure Statement")and provide Buyer with a completed Property Information Sheet("Property Information Sheet")concerning the Property,duly executed by or on behalf of Seller in the current form or equivalent to that published by the AIR within 3 days following the Date of Agreement. Buyer has days from the receipt of said disclosures to approve or disapprove the matters disclosed. (b) Physical Inspection. Buyer has 10 - -- days following the receipt of the Property Information Sheet or the Date of Agreement,whichever is later,to satisfy itself with regard to the physical aspects and size of the Property. 4c) Hazardous Substance Conditions Report. Buyer has 30 or adjacent to the Property of a Hazardous Substance that would require remediation and/or removal under applicable Federal,state or local law. 4d) Soil Inspection. Buyer has 30 or whichever is later,to satisfy itself with regard to the condition of thc soils on thc Property. Seller recommends that Buyer obtain a soil tcst report. Date of Agro enr (e) Governmental Approvals. Buyer has 34)-eF 10 -days following the Date of Agreement to satisfy itself with regard to approvals and permits from governmental agencies or departments which have or may have jurisdiction over the Property and which Buyer deems necessary or desirable in connection with its intended use of the Property, including, but not limited to, permits and approvals required with INITIALS INITIALS ©2019 AIR CRE. All Rights Reserved. Last Edited:4/18/2019 1:16 PM OFA-20.11, Revised 01-14-2019 �J ) �( T{ { Page 3 of 9 (.ir��t.J i V TERF- ,�,. respect to zoning, planning, building and safety, fire, police, handicapped and Americans with Disabilities Act requirements, transportation and environmental matters. (f) Conditions of Title. Escrow Holder shall cause a current commitment for title insurance ("Title Commitment") concerning the Property issued by the Title Company, as well as legible copies of all documents referred to in the Title Commitment ("Underlying Documents"), and a scaled and dimensioned plot showing the location of any easements to be delivered to Buyer within 10 ex— days following the Date of Agreement. Buyer has 10 days from the receipt of the Title Commitment,the Underlying Documents and the plot plan to satisfy itself with regard to the condition of title. The disapproval by Buyer of any monetary encumbrance,which by the terms of this Agreement is not to remain against the Property after the Closing,shall not be considered a failure of this contingency,as Seller shall have the obligation,at Seller's expense,to satisfy and remove such disapproved monetary encumbrance at or before the Closing. (g) Survey. Buyer has 30 or 10 days following the receipt of the Title Commitment and Underlying Documents to satisfy itself with regard to any ALTA title supplement based upon a survey prepared to American Land Title Association ("ALTA")standards for an owner's policy by a licensed surveyor, showing the legal description and boundary lines of the Property, any easements of record,and any improvements, poles, structures and things located within 10 feet of either side of the Property boundary lines. Any such survey shall be prepared at Buyer's direction and expense. If Buyer has obtained a survey and approved the ALTA title supplement, Buyer may elect within the period allowed for Buyer's approval of a survey to have an ALTA extended coverage owner's form of title policy, in which event Buyer shall pay any additional premium attributable thereto. (h) Existing Leases and Tenancy Statements. Seller shall within -10-ex 3 days following the Date of Agreement provide both Buyer and Escrow Holder with legible copies of all leases, subleases or rental arrangements (collectively, "Existing Leases")affecting the Property, and with a tenancy statement("Estoppel Certificate")in the latest form or equivalent to that published by the AIR,executed by Seller and/or each tenant and subtenant of the Property. Seller shall use its best efforts to have each tenant complete and execute an Estoppel Certificate. If any tenant fails or refuses to provide an Estoppel Certificate then Seller shall complete and execute an Estoppel Certificate for that tenancy. Buyer has days from the receipt of said Existing Leases and Estoppel Certificates to satisfy itself with regard to the Existing Leases and any other tenancy issues. (j) Other Agreements. Seller shall within 10 or 3 days following the Date of Agreement provide Buyer with legible copies of all other agreements ("Other Agreements") known to Seller that will affect the Property after Closing. Buyer has days from the receipt of said Other Agreements to satisfy itself with regard to such Agreements. Loan contingency 41) Existing Notes If paragraph 3.1(c)has r all w -hin l n._or days following the Date of Agreement ,;revid,1--auyrr- g trio pipr�f rtio F.,ir,igi n 5 cv,r,;.,g fle ' c Tr,gr a rei nt") confirming:(1)the amount of the unpaid principal balance,the current interest rate,and the date to which interest is paid,and(2)the nature and amount of any impounds held-by the beneficiary in connexion-with sa64-Jean. Buyer has n Buyer being able to purchase the Property without acceleration or change in the terms of any Existing Notes or charges to days following the Date days from the receipt of such documents to satisfy itself with regard to the form and coetent thereof. (m) Personal Property. In the event that any personal property is included in the Purchase Price,Buyer has 10 os-_ days following the Date of Agreement to satisfy itself with regard to the title condition of such personal property. Seller recommends that Buyer obtain a UCC-1 report. Any such report shall be paid for by Buyer. Seller shall provide Buyer copies of any liens or encumbrances affecting such personal property that it is aware of within 10..- days following the Date of Agreement. (n) Destruction, Damage or Loss. Subsequent to the Date of Agreement and prior to Closing there shall not have occurred a destruction of,or damage or loss to,the Property or any portion thereof,from any cause whatsoever,which would cost more than$10,000.00 to repair or cure. If the cost of repair or cure is$10,000.00 or less,Seller shall repair or cure the loss prior to the Closing. Buyer shall have the option,within 10 days after receipt of written notice of a loss costing more than $10,000.00 to repair or cure, to either terminate this Agreement or to purchase the Property notwithstanding such loss, but without deduction or offset against the Purchase Price. If the cost to repair or cure is more than $10,000.00,and Buyer does not elect to terminate this Agreement,Buyer shall be entitled to any insurance proceeds applicable to such loss. Unless otherwise notified in writing, Escrow Holder shall assume no such destruction,damage or loss has occurred prior to Closing. (o) Material Change. Buyer shall have 10 days following receipt of written notice of a Material Change within which to satisfy itself with regard to such change. "Material Change" shall mean a substantial adverse change in the use, occupancy,tenants, title,or condition of the Property that occurs after the date of this offer and prior to the Closing. Unless otherwise notified in writing,Escrow Holder shall assume that no Material Change has occurred prior to the Closing. (p) Seller Performance. The delivery of all documents and the due performance by Seller of each and every undertaking and agreement to be performed by Seller under this Agreement. (q) Brokerage Fee. Payment at the Closing of such brokerage fee as is specified in this Agreement or later written instructions to Escrow Holder executed by Seller and Brokers("Brokerage Fee"). It is agreed by the Parties and Escrow Holder that Brokers are a third party beneficiary of this Agreement insofar as the Brokerage Fee is concerned,and that no change shall be made with respect to the payment of the Brokerage Fee specified in this Agreement,without the written consent of Brokers. 9.2 All of the contingencies specified in subparagraphs(a) through (m)of paragraph 9.1 are for the benefit of,and may be waived by, Buyer, and maybe elsewhere herein referred to as"Buyer's Contingencies." 9.3 If any of Buyer's Contingencies or any other matter subject to Buyer's approval is disapproved as provided for herein in a timely manner ("Disapproved Item"), Seller shall have the right within 10 days following the receipt of notice of Buyer's disapproval to elect to cure such Disapproved Item prior to the Expected Closing Date ("Seller's Election"). Seller's failure to give to Buyer within such period, written notice of Seller's commitment to cure such Disapproved Item on or before the Expected Closing Date shall be conclusively presumed to be Seller's Election not to cure such Disapproved Item. If Seller elects, either by written notice or failure to give written notice, not to cure a Disapproved Item, Buyer shall have the right,within 10 days after Seller's Election to either accept title to the Property subject to such Disapproved Item,or to terminate this Agreement. Buyer's failure to notify Seller in writing of Buyer's election to accept title to the Property subject to the Disapproved Item without deduction or offset shall constitute Buyer's election to terminate this Agreement. The above time periods only apply once for each Disapproved Item. Unless expressly provided otherwise herein,Seller's right to cure shall not apply to the remediation of Hazardous Substance Conditions or to the Financing Contingency. Unless the Parties mutually instruct otherwise, if the time periods for the satisfaction of contingencies or for Seller's and Buyer's elections would expire on a date after the Expected Closing Date,the Expected Closing Date shall be deemed extended for 3 business days following the expiration of: (a) the applicable contingency period(s), (b)the period within which the Seller may elect to cure the Disapproved Item,or(c) if Seller elects not to cure,the period within which Buyer may elect to pro iped with this transaction,whichever is later. INITIALS INITIALS ©2019 AIR CRE. All Rights Reserved. Last Edited:4/18/2019 1:16 PM OFA-20.11, Revised 01-14-2019 Page 4 of 9 COUNTERPART: 9.4 The Parties acknowledge that extensive local, state and Federal legislation establish broad liability upon owners and/or users of real property for the investigation and remediation of Hazardous Substances. The determination of the existence of a Hazardous Substance Condition and the evaluation of the impact of such a condition are highly technical and beyond the expertise of Brokers. The Parties acknowledge that they have been advised by Brokers to consult their own technical and legal experts with respect to the possible presence of Hazardous Substances on the Property or adjoining properties,and Buyer and Seller are not relying upon any investigation by or statement of Brokers with respect thereto. The Parties hereby assume all responsibility for the impact of such Hazardous Substances upon their respective interests herein. 10. Documents Required at or Before Closing. 10.1 Five days prior to the Closing date Escrow Holder shall obtain an updated Title Commitment concerning the Property from the Title Company and provide copies thereof to each of the Parties. 10.2 Seller shall deliver to Escrow Holder in time for delivery to Buyer at the Closing: (a) Grant or general warranty deed,duly executed and in recordable form,conveying fee title to the Property to Buyer. (b) If applicable,the Beneficiary Statements concerning Existing Note(s). (c) If applicable,the Existing Leases and Other Agreements together with duly executed assignments thereof by Seller and Buyer. The assignment of Existing Leases shall be on the most recent Assignment and Assumption of Lessor's Interest in Lease form published by the AIR or its equivalent. (d) If applicable, Estoppel Certificates executed by Seller and/or the tenant(s)of the Property. (e) An affidavit executed by Seller to the effect that Seller is not a "foreign person"within the meaning of Internal Revenue Code Section 1445 or successor statutes. If Seller does not provide such affidavit in form reasonably satisfactory to Buyer at least 3 business days prior to the Closing, Escrow Holder shall at the Closing deduct from Seller's proceeds and remit to the Internal Revenue Service such sum as is required by applicable Federal law with respect to purchases from foreign sellers. (f) If the Property is located in California, an affidavit executed by Seller to the effect that Seller is not a "nonresident" within the meaning of California Revenue and Tax Code Section 18662 or successor statutes. If Seller does not provide such affidavit in form reasonably satisfactory to Buyer at least 3 business days prior to the Closing,Escrow Holder shall at the Closing deduct from Seller's proceeds and remit to the Franchise Tax Board such sum as is required by such statute. (g) If applicable,a bill of sale,duly executed,conveying title to any included personal property to Buyer. (h) If the Seller is a corporation, a duly executed corporate resolution authorizing the execution of this Agreement and the sale of the Property. 10.3 Buyer shall deliver to Seller through Escrow: (a) The cash portion of the Purchase Price and such additional sums as are required of Buyer under this Agreement shall be deposited by Buyer with Escrow Holder, by federal funds wire transfer,or any other method acceptable to Escrow Holder in immediately collectable funds, no later than 2:00 P.M. on the business day prior to the Expected Closing Date provided, however, that Buyer shall not be required to deposit such monies into Escrow if at the time set for the deposit of such monies Seller is in default or has indicated that it will not perform any of its obligations hereunder. Instead, in such circumstances in order to reserve its rights to proceed Buyer need only provide Escrow with evidence establishing that the required monies were available. (b) If a Purchase Money Note and Purchase Money Deed of Trust are called for by this Agreement,the duly executed originals of those documents, the Purchase Money Deed of Trust being in recordable form, together with evidence of fire insurance on the improvements in the amount of the full replacement cost naming Seller as a mortgage loss payee,and a real estate tax service contract (at Buyer's expense), assuring Seller of notice of the status of payment of real property taxes during the life of the Purchase Money Note. (c) The Assignment and Assumption of Lessor's Interest in Lease form specified in paragraph 10.2(c)above,duly executed by Buyer. (d) Assumptions duly executed by Buyer of the obligations of Seller that accrue after Closing under any Other Agreements. (e) If applicable,a written assumption duly executed by Buyer of the loan documents with respect to Existing Notes. (f) If the Buyer is a corporation,a duly executed corporate resolution authorizing the execution of this Agreement and the purchase of the Property. 10.4 At Closing, Escrow Holder shall cause to be issued to Buyer a standard coverage(or ALTA extended,if elected pursuant to 9.1(g))owner's form policy of title insurance effective as of the Closing, issued by the Title Company in the full amount of the Purchase Price,insuring title to the Property vested in Buyer, subject only to the exceptions approved by Buyer. In the event there is a Purchase Money Deed of Trust in this transaction,the policy of title insurance shall be a joint protection policy insuring both Buyer and Seller. IMPORTANT:IN A PURCHASE OR EXCHANGE OF REAL PROPERTY, IT MAY BE ADVISABLE TO OBTAIN TITLE INSURANCE IN CONNECTION WITH THE CLOSE OF ESCROW SINCE THERE MAY BE PRIOR RECORDED LIENS AND ENCUMBRANCES WHICH AFFECT YOUR INTEREST IN THE PROPERTY BEING ACQUIRED. A NEW POLICY OF TITLE INSURANCE SHOULD BE OBTAINED IN ORDER TO ENSURE YOUR INTEREST IN THE PROPERTY THAT YOU ARE ACQUIRING. 11. Prorations and Adjustments. 11.1 Taxes. Applicable real property taxes and special assessment bonds shall be prorated through Escrow as of the date of the Closing, based upon the latest tax bill available. The Parties agree to prorate as of the Closing any taxes assessed against the Property by supplemental bill levied by reason of events occurring prior to the Closing. Payment of the prorated amount shall be made promptly in cash upon receipt of a copy of any supplemental bill. 11.2 Insurance. WARNING: Any insurance which Seller may have maintained will terminate on the Closing. Buyer is advised to obtain appropriate insurance to cover the Property. 11.3 Rentals, Interest and Expenses. Scheduled rentals, interest on Existing Notes, utilities,and operating expenses shall be prorated as of the date of Closing. The Parties agree to promptly adjust between themselves outside of Escrow any rents received after the Closing. 11.4 Security Deposit. Security Deposits held by Seller shall be given to Buyer as a credit to the cash required of Buyer at the Closing. 11.5 Post Closing Matters. Any item to be prorated that is not determined or determinable at the Closing shall be promptly adjusted by the Parties by appropriate cash payment outside of the Escrow when the amount due is determined. 11.6 Variations in Existing Note Balances. In the event that Buyer is purchasing the Property subject to an Existing Deed of Trust(s),and in the event that a Beneficiary Statement as to the applicable Existing Note(s) discloses that the unpaid principal balance of such Existing Note(s)at the closing will be more or less than the amount set forth in paragraph 3.1(c) hereof("Existing Note Variation"),then the Purchase Money Note(s)shall be reduced or increased by an amount equal to such Existing Note Variation. If there is to be no Purchase Money Note,the cash required at the Closing per paragraph 3.1(a)shall be reduced or increased by the amount of such Existing Note Variation. 11.7 Variations in New Loan Balance. In the event Buyer is obtaining a New Loan and the amount ultimately obtained exceeds the amount set forth in paragraph 5.1,then the amount of the Purchase Money Note, if any,shall be reduced by the amount of such excess. 11.8 Owner's Association Fees. Escrow Holder shall: (i) bring Seller's account with the association current and pay any delinquencies or transfer fees from Seller's proceeds,and(ii) pay any up front fees required by the association from Buyer's funds. 12. Representations and Warranties of Seller and Disclaimers. 12.1 Seller's warranties and representations shall survive the Closing and delivery of the deed for a period of 3 years,and any lawsuit or action based upon them must be commenced within such time period. Seller's warranties and representations are true,material and relied upon by Buyer and Brokers in all respects. Seller hereby makes the following warranties and representations to Buyer and Brokers: (a) Authority of Seller. Seller is the owner of the Property and/or has the full right,power and authority to sell,convey and transfer the Property to Buyer as provided herein,and to perform Seller's obligations hereunder. 7 INITIALS INITIALS ©2019 AIR CRE. All Rights Reserved. Last Edited:4/18/2019 1:16 PM OFA-20.11, Revised 01-14-2019 ,COUNTERPART Page 5 of 9 (b) Maintenance During Escrow and Equipment Condition At Closing. Except as otherwise provided in paragraph 9.1(n) hereof, Seller shall maintain the Property until the Closing in its present condition,ordinary wear and tear excepted. (c) Hazardous Substances/Storage Tanks. Seller has no knowledge,except as otherwise disclosed to Buyer in writing,of the existence or prior existence on the Property of any Hazardous Substance,nor of the existence or prior existence of any above or below ground storage tank. (d) Compliance. Seller has no knowledge of any aspect or condition of the Property which violates applicable laws, rules, regulations, codes or covenants,conditions or restrictions,or of improvements or alterations made to the Property without a permit where one was required, or of any unfulfilled order or directive of any applicable governmental agency or casualty insurance company requiring any investigation, remediation,repair,maintenance or improvement be performed on the Property. (e) Changes in Agreements. Prior to the Closing,Seller will not violate or modify any Existing Lease or Other Agreement, or create any new leases or other agreements affecting the Property,without Buyer's written approval,which approval will not be unreasonably withheld. (f) Possessory Rights. Seller has no knowledge that anyone will, at the Closing, have any right to possession of the Property,except as disclosed by this Agreement or otherwise in writing to Buyer. (g) Mechanics'Liens. There are no unsatisfied mechanics'or materialmens' lien rights concerning the Property. (h) Actions, Suits or Proceedings. Seller has no knowledge of any actions, suits or proceedings pending or threatened before any commission,board,bureau,agency,arbitrator,court or tribunal that would affect the Property or the right to occupy or utilize same. (i) Notice of Changes. Seller will promptly notify Buyer and Brokers in writing of any Material Change(see paragraph 9.1(o)) affecting the Property that becomes known to Seller prior to the Closing. (j) No Tenant Bankruptcy Proceedings. Seller has no notice or knowledge that any tenant of the Property is the subject of a bankruptcy or insolvency proceeding. (k) No Seller Bankruptcy Proceedings. Seller is not the subject of a bankruptcy, insolvency or probate proceeding. (I) Personal Property. Seller has no knowledge that anyone will, at the Closing, have any right to possession of any personal property included in the Purchase Price nor knowledge of any liens or encumbrances affecting such personal property,except as disclosed by this Agreement or otherwise in writing to Buyer. 12.2 Buyer hereby acknowledges that,except as otherwise stated in this Agreement,Buyer is purchasing the Property in its existing condition and will, by the time called for herein, make or have waived all inspections of the Property Buyer believes are necessary to protect its own interest in, and its contemplated use of, the Property. The Parties acknowledge that, except as otherwise stated in this Agreement, no representations, inducements,promises, agreements,assurances,oral or written,concerning the Property,or any aspect of the occupational safety and health laws, Hazardous Substance laws,or any other act,ordinance or law,have been made by either Party or Brokers,or relied upon by either Party hereto. 12.3 In the event that Buyer learns that a Seller representation or warranty might be untrue prior to the Closing,and Buyer elects to purchase the Property anyway then, and in that event, Buyer waives any right that it may have to bring an action or proceeding against Seller or Brokers regarding said representation or warranty. 12.4 Any environmental reports, soils reports, surveys, and other similar documents which were prepared by third party consultants and provided to Buyer by Seller or Seller's representatives, have been delivered as an accommodation to Buyer and without any representation or warranty as to the sufficiency,accuracy,completeness,and/or validity of said documents,all of which Buyer relies on at its own risk. Seller believes said documents to be accurate, but Buyer is advised to retain appropriate consultants to review said documents and investigate the Property. 13. Possession. Possession of the Property shall be given to Buyer at the Closing subject to the rights of tenants under Existing Leases. 14. Buyer's Entry. At any time during the Escrow period, Buyer,and its agents and representatives,shall have the right at reasonable times and subject to rights of tenants, to enter upon the Property for the purpose of making inspections and tests specified in this Agreement. No destructive testing shall be conducted, however,without Seller's prior approval which shall not be unreasonably withheld. Following any such entry or work,unless otherwise directed in writing by Seller, Buyer shall return the Property to the condition it was in prior to such entry or work,including the re-compaction or removal of any disrupted soil or material as Seller may reasonably direct. All such inspections and tests and any other work conducted or materials furnished with respect to the Property by or for Buyer shall be paid for by Buyer as and when due and Buyer shall indemnify, defend, protect and hold harmless Seller and the Property of and from any and all claims, liabilities, losses,expenses (including reasonable attorneys' fees),damages, including those for injury to person or property,arising out of or relating to any such work or materials or the acts or omissions of Buyer, its agents or employees in connection therewith. 15. Further Documents and Assurances. The Parties 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. The Parties agree to provide all further information, and to execute and deliver all further documents, reasonably required by Escrow Holder or the Title Company. 16. Attorneys'Fees. If any Party or Broker brings an action or proceeding(including arbitration)involving the Property whether founded in tort,contract or equity,or to declare rights hereunder, the Prevailing Party (as hereafter defined) in any such proceeding, action, or appeal thereon, shall be entitled to reasonable attorneys'fees and costs. Such fees may be awarded in the same suit or recovered in a separate suit,whether or not such action or proceeding is pursued to decision or judgment. The term"Prevailing Party" shall include, without limitation, a Party or Broker who substantially obtains or defeats the relief sought,as the case may be,whether by compromise,settlement,judgment,or the abandonment by the other Party or Broker of its claim or defense. The attorneys' fees award shall not be computed in accordance with any court fee schedule, but shall be such as to fully reimburse all attorneys'fees reasonably incurred. 17. Prior Agreements/Amendments. 17.1 This Agreement supersedes any and all prior agreements between Seller and Buyer regarding the Property. 17.2 Amendments to this Agreement are effective only if made in writing and executed by Buyer and Seller. 18. Broker's Rights. 18.1 If this sale is not consummated due to the default of either the Buyer or Seller, the defaulting Party shall be liable to and shall pay to Brokers the Brokerage Fee that Brokers would have received had the sale been consummated. If Buyer is the defaulting party, payment of said Brokerage Fee is in addition to any obligation with respect to liquidated or other damages. 18.2 Upon the Closing, Brokers are authorized to publicize the facts of this transaction. 19. Notices. 19.1 Whenever any Party, Escrow Holder or Brokers herein shall desire to give or serve any notice, demand, request,approval, disapproval or other communication,each such communication shall be in writing and shall be delivered personally, by messenger,or by mail, postage prepaid,to the address set forth in this agreement or by facsimile transmission,electronic signature,digital signature,or email. 19.2 Service of any such communication shall be deemed made on the date of actual receipt if personally delivered,or transmitted by facsimile transmission,electronic signature,digital signature,or email. Any such communication sent by regular mail shall be deemed given 48 hours after the same is mailed. Communications sent by United States Express Mail or overnight courier that guarantee next day delivery shall be deemed delivered 24 hours after delivery of the same to the Postal Service or courier. If such communication is received on a Saturday, Sunday or legal INITIALS INITIALS ©2019 AIR CRE. All Rights Reserved. Last Edited:4/18/2019 1:16 PM OFA-20.11, Revised 01-14-2019 C T Page 6 of 9 holiday,it shall be deemed received on the next business day. 19.3 Any Party or Broker hereto may from time to time, by notice in writing,designate a different address to which,or a different person or additional persons to whom,all communications are thereafter to be made. 20. Duration of Offer. 20.1 If this offer is not accepted by Seller on or before 5:00 P.M. according to the time standard applicable to the city of Huntington Beach on the date of April 23, 2019 ,it shall be deemed automatically revoked. 20.2 The acceptance of this offer,or of any subsequent counteroffer hereto,that creates an agreement between the Parties as described in paragraph 1.2,shall be deemed made upon delivery to the other Party or either Broker herein of a duly executed writing unconditionally accepting the last outstanding offer or counteroffer. 21. LIQUIDATED DAMAGES. (This Liquidated Damages paragraph is applicable only if initialed by both Parties). THE PARTIES AGREE THAT IT WOULD BE IMPRACTICABLE OR EXTREMELY DIFFICULT TO FIX, PRIOR TO SIGNING THIS AGREEMENT,THE ACTUAL DAMAGES WHICH WOULD BE SUFFERED BY SELLER IF BUYER FAILS TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT. THEREFORE, IF, AFTER THE SATISFACTION OR WAIVER OF ALL CONTINGENCIES PROVIDED FOR THE BUYER'S BENEFIT,BUYER BREACHES THIS AGREEMENT,SELLER SHALL BE ENTITLED TO LIQUIDATED DAMAGES IN THE AMOUNT OF $100,000.00 _ . UPON PAYMENT OF SAID SUM TO SELLER, BUYER SHALL BE RELEASED FROM ANY FURTHER LIABILITY TO SELLER,AND ANY ESCROW CANCELLATION FEES AND TITLE COMPANY CHARGES SHALL BE PAID BY SELLER. f�- Buyer's Initials Seller's Initials 22. ARBITRATION OF DISPUTES. (This Arbitration of Disputes paragraph is applicable only if initialed by both Parties.) 22.1 ANY CONTROVERSY AS TO WHETHER SELLER IS ENTITLED TO THE LIQUIDATED DAMAGES AND/OR BUYER IS ENTITLED TO THE RETURN OF DEPOSIT MONEY, SHALL BE DETERMINED BY BINDING ARBITRATION BY, AND UNDER THE COMMERCIAL RULES OF THE AMERICAN ARBITRATION ASSOCIATION ("COMMERCIAL RULES"). ARBITRATION HEARINGS SHALL BE HELD IN THE COUNTY WHERE THE PROPERTY IS LOCATED. THE NUMBER OF ARBITRATORS SHALL BE AS PROVIDED IN THE COMMERCIAL RULES AND EACH SUCH ARBITRATOR SHALL BEAN IMPARTIAL REAL ESTATE BROKER WITH AT LEAST 5 YEARS OF FULL TIME EXPERIENCE IN BOTH THE AREA WHERE THE PROPERTY IS LOCATED AND THE TYPE OF REAL ESTATE THAT IS THE SUBJECT OF THIS AGREEMENT. THE ARBITRATOR OR ARBITRATORS SHALL BE APPOINTED UNDER THE COMMERCIAL RULES.AND SHALL HEAR AND DETERMINE SAID CONTROVERSY IN ACCORDANCE WITH APPLICABLE LAW, THE INTENTION OF THE PARTIES AS EXPRESSED IN THIS AGREEMENT AND ANY AMENDMENTS THERETO, AND UPON THE EVIDENCE PRODUCED AT AN ARBITRATION HEARING. PRE-ARBITRATION DISCOVERY SHALL BE PERMITTED IN ACCORDANCE WITH THE COMMERCIAL RULES OR STATE LAW APPLICABLE TO ARBITRATION PROCEEDINGS. THE AWARD SHALL BE EXECUTED BY AT LEAST 2 OF THE 3 ARBITRATORS,BE RENDERED WITHIN 30 DAYS AFTER THE CONCLUSION OF THE HEARING, AND MAY INCLUDE ATTORNEYS' FEES AND COSTS TO THE PREVAILING PARTY PER PARAGRAPH 16 HEREOF. JUDGMENT MAY BE ENTERED ON THE AWARD IN ANY COURT OF COMPETENT JURISDICTION NOTWITHSTANDING THE FAILURE OF A PARTY DULY NOTIFIED OF THE ARBITRATION HEARING TO APPEAR THEREAT. 22.2 BUYER'S RESORT TO OR PARTICIPATION IN SUCH ARBITRATION PROCEEDINGS SHALL NOT BAR SUIT IN A COURT OF COMPETENT JURISDICTION BY THE BUYER FOR DAMAGES AND/OR SPECIFIC PERFORMANCE UNLESS AND UNTIL THE ARBITRATION RESULTS IN AN AWARD TO THE SELLER OF LIQUIDATED DAMAGES, IN WHICH EVENT SUCH AWARD SHALL ACT AS A BAR AGAINST ANY ACTION BY BUYER FOR DAMAGES AND/OR SPECIFIC PERFORMANCE. 22.3 NOTICE:BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INCLUDED IN THE "ARBITRATION OF DISPUTES" PROVISION DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. BY INITIALING IN THE SPACE BELOW YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL, UNLESS SUCH RIGHTS ARE SPECIFICALLY INCLUDED IN THE "ARBITRATION OF DISPUTES" PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION, YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THE "ARBITRATION OF DISPUTES"PROVISION TO NEUTRAL ARBITRATION. Buyer's Initials Seller's Initials 23. Miscellaneous. 23.1 Binding Effect. This Agreement shall be binding on the Parties without regard to whether or not paragraphs 21 and 22 are initialed by both of the Parties. Paragraphs 21 and 22 are each incorporated into this Agreement only if initialed by both Parties at the time that the Agreement is executed. 23.2 Applicable Law. This Agreement shall be governed by, and paragraph 22.3 is amended to refer to,the laws of the state in which the Property is located. Any litigation or arbitration between the Parties hereto concerning this Agreement shall be initiated in the county in which the Property is located. 23.3 Time of Essence. Time is of the essence of this Agreement. 23.4 Counterparts. This Agreement may be executed by Buyer and Seller in counterparts,each of which shall be deemed an original,and all of which together shall constitute one and the same instrument. Escrow Holder, after verifying that the counterparts are identical except for the signatures, is authorized and instructed to combine the signed signature pages on one of the counterparts, which shall then constitute the Agreement. 23.5 Waiver of Jury Trial. THE PARTIES HEREBY WAIVE THEIR RESPECTIVE RIGHTS TO TRIAL BY JURY IN ANY ACTION OR PROCEEDING INVOLVING THE PROPERTY OR ARISING OUT OF THIS AGREEMENT. 23.6 Conflict. Any conflict between the printed provisions of this Agreement and the typewritten or handwritten provisions shall be controlled by the typewritten or handwritten provisions. Seller and Buyer must initial any and all handwritten provisions. 23.7 1031 Exchange. Both Seller and Buyer agree to cooperate with each other in the event that either or both wish to participate in a 1031 exchange. Any party initiating an exchange shall bear all costs of such exchange. The cooperating Party shall not have any liability (special or otherwise) for damages to the exchanging Party in the event that the sale is delayed and/or that the sale otherwise fails to qualify as a 1031 exchange. 23.8 Days. Unless otherwise specifically indicated to the contrary,the word"days"as used in this Agreement shall mean and refer to calendar days. 24. Disclosures Regarding The Nature of a Real Estate Agency Relationship. 24.1 The Parties and Brokers agree that their relationship(s) shall be governed by the principles set forth in the applicable sections of the California Civil Code,as summarized in paragraph 24.2. 24.2 When entering into a discussion with a real estate agent regarding a real estate transaction, a Buyer or Seller should from the outset INITIALS INITIALS ©2019 AIR CRE. All Rights Reserved. Last Edited:4/18/2019 1:16 PM OFA-20.11, Revised 01-14-2019 rZN Page 7 of 9 understand what type of agency relationship or representation it has with the agent or agents in the transaction. Buyer and Seller acknowledge being advised by the Brokers in this transaction,as follows: (a) Seller's Agent. A Seller's agent under a listing agreement with the Seller acts as the agent for the Seller only. A Seller's agent or subagent has the following affirmative obligations: (1) To the Seller:A fiduciary duty of utmost care,integrity, honesty,and loyalty in dealings with the Seller. (2) To the Buyer and the Seller: a. Diligent exercise of reasonable skills and care in performance of the agent's duties. b.A duty of honest and fair dealing and good faith. c.A duty to disclose all facts known to the agent materially affecting the value or desirability of the property that are not known to,or within the diligent attention and observation of,the Parties. An agent is not obligated to reveal to either Party any confidential information obtained from the other Party which does not involve the affirmative duties set forth above. (b) Buyer's Agent. A selling agent can,with a Buyer's consent,agree to act as agent for the Buyer only. In these situations,the agent is not the Seller's agent, even if by agreement the agent may receive compensation for services rendered,either in full or in part from the Seller. An agent acting only for a Buyer has the following affirmative obligations. (1) To the Buyer: A fiduciary duty of utmost care, integrity, honesty, and loyalty in dealings with the Buyer. (2) To the Buyer and the Seller: a. Diligent exercise of reasonable skills and care in performance of the agent's duties. b. A duty of honest and fair dealing and good faith. c. A duty to disclose all facts known to the agent materially affecting the value or desirability of the property that are not known to, or within the diligent attention and observation of, the Parties. An agent is not obligated to reveal to either Party any confidential information obtained from the other Party which does not involve the affirmative duties set forth above. (c) Agent Representing Both Seller and Buyer. A real estate agent,either acting directly or through one or more associate licenses,can legally be the agent of both the Seller and the Buyer in a transaction,but only with the knowledge and consent of both the Seller and the Buyer. (1) In a dual agency situation,the agent has the following affirmative obligations to both the Seller and the Buyer: a.A fiduciary duty of utmost care, integrity, honesty and loyalty in the dealings with either Seller or the Buyer. b. Other duties to the Seller and the Buyer as stated above in their respective sections(a)or(b)of this paragraph 24.2. (2) In representing both Seller and Buyer,the agent may not,without the express permission of the respective Party, disclose to the other Party confidential information, including, but not limited to, facts relating to either Buyer's or Seller's financial position, motivations, bargaining position, or other personal information that may impact price, including Seller's willingness to accept a price less than the listing price or Buyer's willingness to pay a price greater than the price offered. (3)The above duties of the agent in a real estate transaction do not relieve a Seller or Buyer from the responsibility to protect their own interests. Buyer and Seller should carefully read all agreements to assure that they adequately express their understanding of the transaction. A real estate agent is a person qualified to advise about real estate. If legal or tax advice is desired, consult a competent professional. Buyer has the duty to exercise reasonable care to protect Buyer, including as to those facts about the Property which are known to Buyer or within Buyer's diligent attention and observation. Both Seller and Buyer should strongly consider obtaining tax advice from a competent professional because the federal and state tax consequences of a transaction can be complex and subject to change. (d) Further Disclosures. Throughout this transaction Buyer and Seller may receive more than one disclosure, depending upon the number of agents assisting in the transaction. Buyer and Seller should each read its contents each time it is presented,considering the relationship between them and the real estate agent in this transaction and that disclosure. Buyer and Seller each acknowledge receipt of a disclosure of the possibility of multiple representation by the Broker representing that principal. This disclosure may be part of a listing agreement, buyer representation agreement or separate document. Buyer understands that Broker representing Buyer may also represent other potential buyers, who may consider, make offers on or ultimately acquire the Property. Seller understands that Broker representing Seller may also represent other sellers with competing properties that may be of interest to this Buyer. Brokers have no responsibility with respect to any default or breach hereof by either Party. The Parties agree that no lawsuit or other legal proceeding involving any breach of duty, error or omission relating to this transaction may be brought against Broker more than one year after the Date of Agreement and that the liability (including court costs and attorneys'fees),of any Broker with respect to any breach of duty,error or omission relating to this Agreement shall not exceed the fee received by such Broker pursuant to this Agreement;provided, however, that the foregoing limitation on each Broker's liability shall not be applicable to any gross negligence or willful misconduct of such Broker. 24.3 Confidential Information. Buyer and Seller agree to identify to Brokers as "Confidential"any communication or information given Brokers that is considered by such Party to be confidential. 25. Construction of Agreement. In construing this Agreement,all headings and titles are for the convenience of the Parties only and shall not be considered a part of this Agreement. Whenever required by the context,the singular shall include the plural and vice versa. This Agreement shall not be construed as if prepared by one of the Parties, but rather according to its fair meaning as a whole,as if both Parties had prepared it. 26. Additional Provisions. Additional provisions of this offer, if any, are as follows or are attached hereto by an addendum or addenda consisting of paragraphs 26.1 through --- . (If there are no additional provisions write"NONE".) Indemnification by Buyer: Notwithstanding anything to the contrary in this Agreement, from and after the execution of this Agreement, Buyer shall protect, defend (with counsel acceptable to Seller) , indemnify and hold Seller, Weaver Family Investments, LLC, Brokers, Lee & Associates—Newport Beach, Principals of the Broker, Brad Schneider and Bob Goodmanson, and their managers, directors, officers, members, shareholders, partners, employees, spouses, attorneys, consultants, agents, heirs and assigns, and affiliates ("Indemnified Entities") , harmless from and against any and all liabilities, losses, liens, claims, damages, costs, expenses, demands, threatened or actual causes of action, suits, or judgements paid or incurred by the Indemnified Entities and all expenses related thereto, including, without limitation, court costs, attorneys' fees, consultants' fees, and any other fees expended by any of the Indemnified Entities, arising out of or in any way related to the acquisition and/or operation of the Property by Buyer, or in any way related to the activities or planned activities of Buyer on the Property, whether as a navigation center for the housing of homeless individuals or any other activity, business, operation of Buyer on the Property, that occurs after the execution of this Agreement. ATTENTION: NO REPRESENTATION OR RECOMMENDATION IS MADE BY AIR CRE OR BY ANY BROKER AS TO THE LEGAL SUFFICIENCY, LEGAL EFFECT,OR TAX CONSEQUENCES OF THIS AGREEMENT OR THE TRANSACTION TO WHICH IT RELATES. THE PARTIES ARE URGED TO: 1. SEEK ADVICE OF COUNSEL AS TO THE LEGAL AND TAX CONSEQUENCES OF THIS AGREEMENT. 2. RETAIN APPROPRIATE CONSULTANTS TO REVIEW AND INVESTIGATE THE CONDITION OF THE PROPERTY.SAID INVESTIGATION SHOULD INCLUDE BUT NOT BE LIMITED TO:THE POSSIBLE PRESENCE OF HAZARDOUS SUBSTANCES,THE ZONING OF THE PROPERTY,THE INTEGRITY AND CONDITION OF ANY STRUCTURES AND OPERATING SYSTEMS,AND THE SUITABILITY OF THE PROPERTY FOR BUYER'S INTENDED USE. WARNING:IF THE PROPERTY IS LOCATED IN A STATE OTHER THAN CALIFORNIA,CERTAIN PROVISIONS OF THIS AGREEMENT MAY NEED TO BE REVISED TO COMPLY WITH THE LAWS OF THE STATE IN WHICH THE PROPERTY IS LOCATED. NOTE: INITIALS INITIALS ©2019 AIR CRE. All Rights Reserved. Last Edited:4/18/2019 1:16 PM OFA-20.11, Revised 01-14-2019 Page 8 of 9 1. THIS FORM IS NOT FOR USE IN CONNECTION WITH THE SALE OF RESIDENTIAL PROPERTY. 2. IF EITHER PARTY IS A CORPORATION,IT IS RECOMMENDED THAT THIS AGREEMENT BE SIGNED BYTWO CORPORATE OFFICERS. The undersigned Buyer offers and agrees to buy the Property on the terms and conditions stated and acknowledges receipt of a copy hereof. Date: BROKER BUYER Lee & Associates-Newport Beach The City of Huntington Beach Attn: Brad Schneider / Bob Goodmanson - Title: SVP's/Principal's Namted: Erik Peterson Title: Mayor of Huntington Beach Address: 100 Bayview Circle, Suite 600 Newport Beach, CA 92660 Phone: Phone: (949) 724-4708 / (949) 724-4704 Fax: Email: Fax: (949) 623-6308 / (949) 724-6304 Email: bschneider@lee-associates.com / bgoodmandson@ lee-associates.corn — By. Federal ID No.: Name Printed: Broker/AGENT DRE License#: 01887613 / 00595341 Title: Phone: Fax: APPROVED AS T F RM Email: 3... Address: 2000 Main Street, P.O. Box 190 MI HAEL E. CAT Huntington Beach, CA 92648 CITY ATTORNEY Federal ID No.: .ITN'OF huiCINGTON i3EACH 27. Acceptance. 27.1 Seller accepts the foregoing offer to purchase the Property and hereby agrees to sell the Property to Buyer on the terms and conditions therein specified. 27.2 In consideration of real estate brokerage service rendered by Brokers,Seller agrees to pay Brokers a real estate Brokerage Fee in a sum equal to per Listing Agreement %of the Purchase Price to be divided between the Brokers as follows:Seller's Broker --- % and Buyer's Broker --- %. This Agreement shall serve as an irrevocable instruction to Escrow Holder to pay such Brokerage Fee to Brokers out of the proceeds accruing to the account of Seller at the Closing. 27.3 Seller acknowledges receipt of a copy hereof and authorizes Brokers to delivera signed copy to Buyer. NOTE:A PROPERTY INFORMATION SHEET IS REQUIRED TO BE DELIVERED TO BUYER BY SELLER UNDER THIS AGREEMENT. Date: BROKER SELLER Lee & Associates-Newport Beach Weaver Family Investments, LLC Attn: Brad Schneider / Bob Goodmanson Title: SVP's/Principal's By: Name Printed: Micheal Weaver Address: 100 Bayview Circle, Suite 600 Title: Newport Beach, CA 92660 Phone: Phone: (949) 724-4708 / (949) 724-4704 Fax: (949) 623-6308 / (949) 724-6304 Fax: Email: Email: bschneider@lee-associates.com / bgoodmandson@ lee-as sociates.corn Federal ID No.: By. Name Printed: Broker/AGENT DRE License#: 01887613 / 00595341 Title: Phone: Fax: Email: Address: 6675 Pageant Drive Huntington Beach, CA 92648 Federal ID No.: AIR CRE.500 North Brand Blvd,Suite 900,Glendale,CA 91203,Tel 213-687-8777,Email contracts@aircre.com NOTICE: No part of these works maybe reproduced in any form without permission in writing. Schneider/The City of Huntington Beach-15 3 11-15 3 2 3 Pipeline-Purchase Agreement INITIALS INITIALS ©2019 AIR CRE. All Rights Reserved. Last Edited:4/18/2019 1:16 PM OFA-20.11, Revised 01-14-2019 Page 9 of 9 AIRCR 11114111.4 STANDARD OFFER, AGREEMENT AND ESCROW INSTRUCTIONS FOR PURCHASE OF REAL ESTATE (Non-Residential) Dated: April 4, 2019 1. Buyer. 1.1 The City of Huntington Beach , ("Buyer")hereby offers to purchase the real property, hereinafter described,from the owner thereof("Seller")(collectively,the"Parties"or individually,a'Party'),through an escrow("Escrow")to close 5 days after the waiver or expiration of the Buyer's Contingencies, ("Expected Closing Date")to be held by Commonwealth Ladd Title Insurance Company (Grace Kim) ("Escrow Holder")whose address is 4100 Newport Place, Suite 120, Newport Beach, C.A. 92660 ,Phone No. 949-724-3141 ,Facsimile No. upon the terms and conditions set forth in this agreement("Agreement'). Buyer shall have the right to assign Buyer's rights hereunder,but any such assignment shall not relieve Buyer of Buyer's obligations herein unless Seller expressly releases Buyer. 1.2 The term"Date of Agreement"as used herein shall be the date when by execution and delivery(as defined in paragraph 20.2)of this document or a subsequent counteroffer thereto,Buyer and Seller have reached agreement in writing whereby Seller agrees to sell,and Buyer agrees to purchase,the Property upon terms accepted by both Parties. 2. Property. 2.1 The real property("Property")that is the subject of this offer consists of(insert a brief physical description) rcJximatelv 11 j 20C; square foot industrial building is located in the County of Orange ,is commonly known as(street address,city,state,zip) 15311-15323 Pipeline, Eurieentreon Beach, CA 92644 and is legally described as: To.be provided by Title (APN: 1.45-537-06 2.2 If the legal description of the Property is not complete or is inaccurate,this Agreement shall not be invalid and the legal description shall be completed or correctedto meettherequirements of Conorionwee h Land Ti Is Insurance Company (grace Kim) ("Title Company"),which shall issue the title policy hereinafter described. 2.3 The Property includes,at no additional cost to Buyer,the permanent improvements thereon,including those items which pursuant to applicable law are a part of the property,as well as the following items,if any,owned by Seller and at present located on the Property:electrical distribution systems(power panel,bus ducting,conduits,disconnects,lighting fixtures);telephone distribution systems(lines,jacks and connections only);space heaters;heating,ventilating,air conditioning equipment("FIVACI);air lines;fire sprinkler systems;security and fire detection systems; carpets;window coverings;wall coverings;and spray booth (collectively,the"Improvements"). 2.4 The fire sprinkler monitor: ... is owned by Seller and included in the Purchase Price, - is leased by Seller,and Buyer will need to I-) negotiate a new lease with the fire monitoring company, ownership will be determined during Escrow,or there is no fire sprinkler monitor. 3. Purchase Price, 3.1 The purchase price("Purchase Price")to be paid by Buyer to Seller for the Property shall be $2,744.000.00 ,payable as fellows: (Strike any not applicable) (a) Cash down payment,including the Deposit as defined in paragraph 4.3(or if an all cash transaction,the Purchase Price): $2„744,C00.00 r4-44:444, -4444,444-444 , , - caws - Total Purchase Price: _12,7.44 000 CD 3.2 If Buyer is taking title to the Property subject to,or assuming,an Existing Deed of Trust and such deed of trust permits the beneficiary to demand payment of fees including,but not limited to,points,processing fees,and appraisal fees as a condition to the transfer of the Property, Buyer agrees to pay such fees up to a maximum of 1.5%of the unpaid principal balance of the applicable Existing Note. 4. Deposits. 4.1 --- Buyer has delivered to Broker a check in the sum of ,payable to Escrow Holder,to be delivered by Broker to Escrow Holder within 2 or business days after both Parties have executed this Agreement and the executed Agreement has been delivered to Escrow Holder or st within 2 N.- business days after both Parties have executed this Agreement and the executed Agreement has been delivered to Escrow Holder Buyer shall deliver to Escrow Holder a check in the sum of A100 000.00 . If said check is not received by Escrow Holder within said time period then Seller may elect to unilaterally terminate this transaction by giving written notice of such election to Escrow Holder whereupon neither Party shall have any further liability to the other under this Agreement. Should Buyer and Seller not enter into an agreement for purchase and sale,Buyer's check or funds shall,upon request by Buyer,be promptly returned to Buyer. 4.2 Additional deposits: (a) Within 5 business days after the Date of Agreement,Buyer shall deposit with Escrow Holder the additional sum of to be INITIALS INITIALS 2019 AIR CRE. All Rights Reserved. Last Edited:4/5/2019 2:21 PM OFA-20.11,Revised 01-14-2019 Page 1 of 9 10 applied to the Purchase Price at the Closing. (b) Within 5 business days after the contingencies discussed in paragraph 9.1(a)through(m)are approved or waived,Buyer shall deposit with Escrow Holder the additional sum of N/A to be applied to the Purchase Price at the Closing, (c) if en Additional Deposit is not received by Escrow Holder within the time period provided then Seller may notify Buyer,Escrow Holder,and Brokers,in writing that,unless the Additional Deposit is received by Escrow Holder within 2 business days following said notice,the Escrow shall be deemed terminated without further notice or instructions. 4,3 Escrow Holder shall deposit the funds deposited with it by Buyer pursuant to paragraphs 4.1 and 4.2(collectively the'Deposit"),in a State or Federally chartered bank in an interest bearing account whose terrn is appropriate and consistent with the timing requirements of this transaction The interest therefrom shall accrue to the benefit of Buyer,who hereby acknowledges that there may be penalties or interest forfeitures ifthe applicable instrument is redeemed priorto its specified maturity.Buyers Federal Tax identification Number is NOTE:Such interest bearing account cannot be opened until Buyer's Federal Tax identification Number is provided. 4.4 Notwithstanding the foregoing,within 5 days after Escrow HOl der receives the monies described in paragraph 4.1 above,Escrow Holder shall release$130 of said monies to Seller as and for independent consideration for Seller's'execution of this Agreement and the granting of the contingency period to Buyer as herein provided. Such independent consideration is non-refundable to Buyer but shall be credited to the Purchase Price in the event that the purchase of the Property is completed. 4.5 Upon waiver of all of Buyers contingencies the Deposit shall become non-refundable but applicable to the Purchase Price except in the event of a Seller breach,or in the event that the Escrow is terminated pursuant to the provisions of Paragraph 9.1(n)(Destruction,Damage or Loss) or 9.1(o)(Material Change). laddiettetlentiikieeiriee - ideadiet 4,(943,59„. d ,re-Fderri- %Pet- ko, ci4e, 6 4 WARNING:CALIFORNIA LAW DOES NOT ALLOW DEFICIENCY JUDGEMENTS ON SELLER FINANCING, IF BUYER ULTIMATELY DEFAULTS ON THE LOAN,SELLER'S SOLE REMEDY ISTO FORECLOSE ON THE PROPERTY. 6.5 Seller's obligation to provide financing is contingent upon Seller's reasonable approval of Buyer's financial condition. Buyer to provide a current financial statement and copies of its Federal tax returns for the last 3 years to Seller within 17 days following the Date of Agreement. Seller has 10 days following receipt of such documentation to satisfy itself with regard to Buyer's financial condition and to notify Escrow Holder as to whether or not Buyer's financial condition is acceptable. If Seller fails to notify Escrow Holder,in writing,of the disapproy 7. Real Estate Brokers. 7.1 Each Party acknowledges receiving a Disclosure Regarding Real Estate Agency Relationship,confirms and consents to the following agency relationships in this transaction with the following real estate brokers)"Broker(s)")and/or their agents MAgerals)7): Seller's Brokerage Firm Lea A, e.ssodcates aNesdhorts, Beach License No. 71197 4 33 Is the broker of(check one). the Seller;or -both the Buyer and seer(dual agent). Seller's Agent Brad Schneider Bob Goodemarisori License No C1857613 / 73595341 Is(check one):_( the Seller's Agent(salesperson or broker associate);or'MI both the Seller's Agent and the Buyer's Agent(dual agent). Buyer's Brokerage Firm Lee 4, Risco—date - nct-Nemo Beach.A License No. 77 7 97(4 37,I is the broker of(check ore): --'the Buyer;or'`1 both the Buyer and Seller(dual agent). Buyer's Agent Brad Schneider 1 Bea Goodcand on License No. c1s87eLa 075 9534 7 Is(check one): the Buyer's Agent(salesperson or broker associate);or both the Buyer's Agent and the Seller's Agent(dual agent). The Parties acknowledge that other than the Brokers and Agents listed above,there are no other brokers or agents representing the Parties or due any fees and/or commissions under this Agreement. See paragraph 24 regarding the nature of a real estate agency relationship. Buyer shall use the INITIALS INITIALS t‘2119 AIR CRE. All Rights Reserved Last Edited.4/5/201.9 22/PM 0 FA-20.11,Revised 01-14-2019 Page 2 of 9 11 services of Buyer's Broker exclusively in connection with any and all negotiations and offers with respect to the Property for a period of 1 year from the date inserted for reference purposes at the top of page 1. 7.2 Buyer and Seller each represent and warrant to the other that he/she/it has had no dealings with any person,firm,broker,agent or finder in connection with the negotiation of this Agreement and/or the consummation of the purchase and sale contemplated herein,other than the Brokers and Agents named in paragraph 7.1,and no broker,agent or other person,firm or entity,other than said Brokers and Agents is/are entitled to any commission or finder's fee in connection with this transaction as the result of any dealings or acts of such Party. Buyer and Seller do each hereby agree to indemnify, defend, protect and hold the other harmless from and against any costs,expenses or liability for compensation, commission or charges which may be claimed by any broker,agent,finder or other similar party,other than said named Brokers and Agents by reason of any dealings or act of the indemnifying Party. 8. Escrow and Closing. 8.1 Upon acceptance hereof by Seller,this Agreement,including any counteroffers incorporated herein by the Parties,shall constitute not only the agreement of purchase and sale between Buyer and Seller,but also instructions to Escrow Holder for the consummation of the Agreement through the Escrow. Escrow Holder shall not prepare any further escrow instructions restating or amending the Agreement unless specifically so instructed by the Parties or a Broker herein. Subject to the reasonable approval of the Parties,Escrow Holder may,however,include its standard general escrow provisions. In the event that there is any conflict between the provisions of the Agreement and the provisions of any additional escrow instructions the provisions of the Agreement shall prevail as to the Parties and the Escrow Holder. 8.2 As soon as practical after the receipt of this Agreement and any relevant counteroffers, Escrow Holder shall ascertain the Date of Agreement as defined in paragraphs 1.2 and 20.2 and advise the Parties and Brokers,in writing,of the date ascertained. 8.3 Escrow Holder is hereby authorized and instructed to conduct the Escrow in accordance with this Agreement,applicable law and custom and practice of the community in which Escrow Holder is located,including any reporting requirements of the Internal Revenue Code. In the event of a conflict between the law of the state where the Property is located and the law of the state where the Escrow Holder is located,the law of the state where the Property is located shall prevail. 8.4 Subject to satisfaction of the contingencies herein described,Escrow Holder shall close this escrow(the"Closing")by recording a general warranty deed(a grant deed in California)and the other documents required to be recorded, and by disbursing the funds and documents in accordance with this Agreement. 8.5 Buyer and Seller shall each pay one-half of the Escrow Holder's charges and Seller shall pay the usual recording fees and any required documentary transfer taxes. Seller shall pay the premium for a standard coverage owner's or joint protection policy of title insurance. (See also paragraph 11.) 8.6 Escrow Holder shall verify that all of Buyer's contingencies have been satisfied or waived prior to Closing. The matters contained in paragraphs 9.1 subparagraphs{5),(c),(d),(e),(g), (n),and(o),9.4,12,13,14,16,18,20,21,22,and 24 are,however,matters of agreement between the Parties only and are not instructions to Escrow Holder. 8.7 If this transaction is terminated for non-satisfaction and non-waiver of a Buyer's Contingency,as defined in Paragraph 9.2 or disapproval of any other matter subject to Buyer's approval,then neither of the Parties shall thereafter have any liability to the other under this Agreement, except to the extent of a breach of any affirmative covenant or warranty in this Agreement. In the event of such termination,Buyer shall,subject to the provisions of paragraph 8.10, be promptly refunded all funds deposited by Buyer with Escrow Holder, less only the$100 provided for in paragraph 4.4 and the Title Company and Escrow Holder cancellation fees and costs,all of which shall be Buyer's obligation. If this transaction is terminated as a result of Seller's breach of this Agreement then Seller shall pay the Title Company and Escrow Holder cancellation fees and costs. 8.8 The Closing shall occur on the Expected Closing Date,or as soon thereafter as the Escrow is in condition for Closing;provided,however, that if the Closing does not occur by the Expected Closing Date and said Date is not extended by mutual instructions of the Parties,a Party not then in default under this Agreement may notify the other Party,Escrow Holder,and Brokers,in writing that,unless the Closing occurs within 5 business days following said notice,the Escrow shall be deemed terminated without further notice or instructions. 8.9 Except as otherwise provided herein,the termination of Escrow shall not relieve or release either Party from any obligation to pay Escrow Holder's fees and costs or constitutes waiver,release or discharge of any breach or default that has occurred in the performance of the obligations„ agreements,covenants or warranties contained therein. 8.10 If this sale of the Property is not consummated for any reason other than Seller's breach or default,then at Seller's request,and as a condition to any obligation to return Buyer's deposit(see paragraph 21),Buyer shall within 5 days after written request deliver to Seller, at no charge,copies of all surveys,engineering studies,soil reports,maps,master plans,feasibility studies and other similar items prepared by or for Buyer that pertain to the Property. Provided,however,that Buyer shall not be required to deliver any such report if the written contract which Buyer entered into with the consultant who prepared such report specifically forbids the dissemination of the report to others. 9. Contingencies to Closing. 9.1 The Closing of this transaction is contingent upon the satisfaction or waiver of the following contingencies. IF BUYER FAILS TO NOTIFY ESCROW HOLDER,IN WRITING,OF THE DISAPPROVAL OF ANY OF SAID CONTINGENCIES WITHIN THE TIME SPECIFIED THEREIN,IT SHALL BE CONCLUSIVELY PRESUMED THAT BUYER HAS APPROVED SUCH ITEM, MATTER OR DOCUMENT. Buyer's conditional approval shall constitute disapproval, unless provision is made by the Seller within the time specified therefore by the Buyer in such conditional approval or by this Agreement,whichever is later,for the satisfaction of the condition imposed by the Buyer. Escrow Holder shall promptly provide all Parties with copies of any written disapproval or conditional approval which it receives. With regard to subparagraphs(a)through(r)the pre-printed time periods shall control unless a different number of days is inserted in the spaces provided. (a) Disclosure. Seller shall make to Buyer,through Escrow,all of the applicable disclosures required bylaw{See AIR CRE("AM")standard form entitled"Seller's Mandatory Disclosure Statement")and provide Buyer with a completed Property Information Sheet("Property Information Sheet")concerning the Property,duly executed by or on behalf of Seller in the current form or equivalent to that published by the AIR within 4.0-uxi 3 days following the Date of Agreement. Buyer has j days from the receipt of said disclosures to approve or disapprove the matters disclosed. (b) Physical Inspection. Buyer has 10 days following the receipt of the Property information Sheet or the Date of Agreement,whichever is later,to satisfy itself with regard to the physical aspects and size of the Property. zfir .4-er- -9,-,- (e) Governmental Approvals. Buyer has ji-{e-; 10 days following the Date of Agreement to satisfy itself with regard to approvals arid permits from governmental agencies or departments which have or may have jurisdiction over the Property and which Buyer deems necessary or desirable in connection with its intended use of the Property,including, but not limited to, permits and approvals required with INiTIALS INITIALS Ti 2019 AIR CRE. All Rights Reserved. Last Edited:4/5/2019 2:21 PM OFA-20.11,Revised 01-14-2019 Page 3 of 9 12 respect to zoning,planning,building and safety,fire,police, handicapped and Americans with Disabilities Act requirements,transportation and environmental matters. (f) Conditions of Title. Escrow Holder shall cause a current commitment for title insurance ("Title Commitment') concerning the Property issued by the Title Company,as well as legible copies of all documents referred to in the Title Commitment("Underlying Documents"), and a scaled and dimensioned plot showing the location of any easements to be delivered to Buyer within 10.--- days following the Date of Agreement. Buyer has 10 days from the receipt of the Title Commitment,the Underlying Documents and the plot plan to satisfy itself with regard to the condition of title. The disapproval by Buyer of any monetary encumbrance,which by the terms of this Agreement is not to remain against the Property after the Closing,shall not be considered a failure of this contingency,as Seller shall have the obligation,at Seller's expense,to satisfy and remove such disapproved monetary encumbrance at or before the Closing. )g) Survey. Buyer has e'er 10 days following the receipt of the Title Commitment and Underlying Documents to satisfy itself with regard to any ALTA title supplement based upon a survey prepared to American Land Title Association("ALTA")standards for an owner's policy by a licensed surveyor,showing the legal description and boundary lines of the Property,any easements of record,and any improvements,poles, structures and things located within 10 feet of either side of the Property boundary lines. Any such survey shall be prepared at Buyer's direction and expense. If Buyer has obtained a survey and approved the ALTA title supplement,Buyer may elect within the period allowed for Buyer's approval of a survey to have an ALTA extended coverage owner's form of title policy, in which event Buyer shall pay any additional premium attributable thereto. (h) Existing Leases and Tenancy Statements. Seller shall within lti,er 3 days following the Date of Agreement provide both Buyer and Escrow Holder with legible copies of all leases,subleases or rental arrangements(collectively,"Existing Leases")affecting the Property, and with a tenancy statement("Estoppel Certificate")in the latest form or equivalent to that published by the AIR,executed by Seller and/or each tenant and subtenant of the Property. Seller shall use its best efforts to have each tenant complete and execute an Estoppel Certificate. if any tenant fails or refuses to provide an Estoppel Certificate then Seller shall complete and execute an Estoppel Certificate for that tenancy. Buyer has '0 days from the receipt of said Existing Leases and Estoppel Certificates to satisfy itself with regard to the Existing Leases and any other tenancy issues. ` z ys it —ewej b • (j) Other Agreements. Seller shall within Al,= 3 days following the Date of Agreement provide Buyer with legible copies of all other agreements("Other Agreements")known to Seller that will affect the Property after Closing. Buyer has AO"`days from the receipt of said Other Agreements to satisfy itself with regard to such Agreements. �' --`•"_"`'v"`'° —,.+�:' d{.g �,-,E..ro .:�„ •-- i� '".- -- .�, -,�a, a.,.-ram.- .-a, ara''.b+6"fir trkk� � .4 ' -r� a� ter' .c .. r nrRtrrdn , (m) Personal Property. In the event that any personal property is included in the Purchase Price,Buyer has 10 r- days following the Date of Agreement to satisfy itself with regard to the title condition of such personal property. Seller recommends that Buyer obtain a UCC-1 report. Any such report shall be paid for by Buyer. Seller shall provide Buyer copies of any liens or encumbrances affecting such personal 1 property that it is aware of within 10 or days following the Date of Agreement. (n) Destruction,Damage or Loss. Subsequent to the Date of Agreement and prior to Closing there shall not have occurred a destruction of,or damage or loss to,the Property or any portion thereof,from any cause whatsoever,which would cost more than$10,000.00 to repair or cure, If the cost of repair or cure is$10,000.00 or less,Seller shall repair or cure the loss prior to the Closing. Buyer shall have the option,within 10 days after receipt of written notice of a loss costing more than$10,000.00 to repair or cure,to either terminate this Agreement or to purchase the Property notwithstanding such loss, but without deduction or offset against the Purchase Price. If the cost to repair or cure is more than $10,000.00,and Buyer does not elect to terminate this Agreement,Buyer shall be entitled to any insurance proceeds applicable to such loss. Unless otherwise notified in writing,Escrow Holder shall assume no such destruction,damage or loss has occurred prior to Closing. (a) Material Change. Buyer shall have 10 days following receipt of written notice of a Material Change within which to satisfy itself with regard to such change. "Material Change"shall mean a substantial adverse change in the use,occupancy,tenants,title,or condition of the Property that occurs after the date of this offer and prior to the Closing. Unless otherwise notified in writing,Escrow Holder shall assume that no Material Change has occurred prior to the Closing. (p) Seller Performance. The delivery of all documents and the due performance by Seller of each and every undertaking and agreement to be performed by Seller under this Agreement. (q) Brokerage Fee. Payment at the Closing of such brokerage fee as is specified in this Agreement or later written instructions to Escrow Holder executed by Seller and Brokers("Brokerage Fee"). It is agreed by the Parties and Escrow Holder that Brokers are a third party beneficiary of this Agreement insofar as the Brokerage Fee is concerned,and that no change shall be made with respect to the payment of the Brokerage Fee specified in this Agreement,without the written consent of Brokers. 9.2 All of the contingencies specified in subparagraphs(a)through(m)of paragraph 9.1 are for the benefit of,and may be waived by,Buyer, and may be elsewhere herein referred to as"Buyer's Contingencies." 9.3 If any of Buyer's Contingencies or any other matter subject to Buyer's approval is disapproved as provided for herein in a timely manner ("Disapproved Item"),Seller shall have the right within 10 days following the receipt of notice of Buyer's disapproval to elect to cure such Disapproved Item prior to the Expected Closing Date("Seller's Election"). Seller's failure to give to Buyer within such period,written notice of Seller's commitment to cure such Disapproved Item on or before the Expected Closing Date shall be conclusively presumed to be Seller's Election not to cure such Disapproved Item. If Seller elects,either by written notice or failure to give written notice,not to cure a Disapproved Item,Buyer shall have the right,within 10 days after Seller's Election to either accept title to the Property subject to such Disapproved Item,or to terminate this Agreement. Buyer's failure to notify Seller in writing of Buyer's election to accept title to the Property subject to the Disapproved Item without deduction or offset shall constitute Buyer's election to terminate this Agreement. The above time periods only apply once for each Disapproved Item. Unless expressly provided otherwise herein,Seller's right to cure shall not apply to the remediation of Hazardous Substance Conditions or to the Financing Contingency. Unless the Parties mutually instruct otherwise,if the time periods for the satisfaction of contingencies or for Seller's and Buyer's elections would expire on a date after the Expected Closing Date,the Expected Closing Date shall be deemed extended for 3 business days following the expiration of:(a)the applicable contingency period(s),(b)the period within which the Seller may elect to cure the Disapproved Item,or(c)if Seller elects not to cure,the period within which Buyer may elect to proceed with this transaction,whichever is later. INITIALS INITIALS C 2019 AIR CRE. All Rights Reserved. Last Edited:4/5/2019 2:21 PM OFA-20.11,Revised 01-14-2019 Page 4 of 9 13 9.4 The Parties acknowledge that extensive local,state and Federal legislation establish broad liability upon owners and/or users of real property for the investigation and remediation of Hazardous Substances. The determination of the existence of a Hazardous Substance Condition and the evaluation of the impact of such a condition are highly technical and beyond the expertise of Brokers. The Parties acknowledge that they have been advised by Brokers to consult their own technical and legal experts with respect to the possible presence of Hazardous Substances on the Property or adjoining properties,and Buyer and Seller are not relying upon any investigation by or statement of Brokers with respect thereto. The Parties hereby assume all responsibility for the impact of such Hazardous Substances upon their respective interests herein.. 10. Documents Required at or Before Closing. 10.1 Five days prior to the Closing date Escrow Holder shall obtain an updated Title Commitment concerning the Property from the Title Company and provide copies thereof to each of the Parties. 10.2 Seller shall deliver to Escrow Holder in time for delivery to Buyer at the Closing: (a) Grant or general warranty deed,duly executed and in recordable form,conveying fee title to the Property to Buyer. (b) If applicable,the Beneficiary Statements concerning Existing Note(s). (c) If applicable,the Existing Leases and Other Agreements together with duly executed assignments thereof by Seller and Buyer. The assignment of Existing Leases shall be on the most recent Assignment and Assumption of Lessor's Interest in Lease form published by the AIR or its equivalent. (d) If applicable,Estoppel Certificates executed by Seller and/or the tenant(s)of the Property. (e) An affidavit executed by Seller to the effect that Seller is not a"foreign person'within the meaning of Internal Revenue Code Section 1445 or successor statutes. If Seller does not provide such affidavit in form reasonably satisfactory to Buyer at least 3 business days prior to the Closing, Escrow Holder shall at the Closing deduct from Seller's proceeds and remit to the Internal Revenue Service such sum as is required by applicable Federal law with respect to purchases from foreign sellers. (f) If the Property is located in California, an affidavit executed by Seller to the effect that Seller is not a`nonresident"within the meaning of California Revenue and Tax Code Section 18662 or successor statutes. If Seller does not provide such affidavit in form reasonably satisfactory to Buyer at least 3 business days prior to the Closing,Escrow Holder shall at the Closing deduct from Seller's proceeds and remit to the Franchise Tax Board such sum as is required by such statute. (g) If applicable,a bill of sale,duly executed,conveying title to any included personal property to Buyer. (h) If the Seller is a corporation,a duly executed corporate resolution authorizing the execution of this Agreement and the sale of the Property. 10.3 Buyer shall deliver to Seller through Escrow: (a) The cash portion of the Purchase Price and such additional sums as are required of Buyer under this Agreement shall be deposited by Buyer with Escrow Holder,by federal funds wire transfer,or any other method acceptable to Escrow Holder in immediately collectable funds,no later than 2:00 P.M.on the business day prior to the Expected Closing Date provided,however,that Buyer shall not be required to deposit such monies into Escrow if at the time set for the deposit of such monies Seller is in default or has indicated that it will not perform any of its obligations hereunder. Instead,in such circumstances in order to reserve its rights to proceed Buyer need only provide Escrow with evidence establishing that the required monies were available. (b) If a Purchase Money Note and Purchase Money Deed of Trust are called for by this Agreement,the duly executed originals of those documents,the Purchase Money Deed of Trust being in recordable form, together with evidence of fire insurance on the improvements in the amount of the full replacement cost naming Seller as a mortgage loss payee,and a real estate tax service contract(at Buyer's expense),assuring Seller of notice of the status of payment of real property taxes during the life of the Purchase Money Note. (c) The Assignment and Assumption of Lessor's Interest in Lease form specified in paragraph 10.2(c)above,duly executed by Buyer. (d) Assumptions duly executed by Buyer of the obligations of Seller that accrue after Closing under any Other Agreements. (e) If applicable,a written assumption duly executed by Buyer of the loan documents with respect to Existing Notes. (f) If the Buyer is a corporation,a duly executed corporate resolution authorizing the execution of this Agreement and the purchase of the Property. 10.4 At Closing,Escrow Holder shall cause to be issued to Buyer a standard coverage(or ALTA extended,if elected pursuant to 9.1(g))owner's form policy of title insurance effective as of the Closing,issued by the Title Company in the full amount of the Purchase Price,insuring title to the Property vested in Buyer, subject only to the exceptions approved by Buyer. In the event there is a Purchase Money Deed of Trust in this transaction,the policy of title insurance shall be ajoint protection policy insuring both Buyer and Seller. IMPORTANT:IN A PURCHASE OR EXCHANGE OF REAL PROPERTY,IT MAY BE ADVISABLE TO OBTAIN TITLE INSURANCE IN CONNECTION WITH THE CLOSE OF ESCROW SINCE THERE MAY BE PRIOR RECORDED LIENS AND ENCUMBRANCES WHICH AFFECT YOUR INTEREST IN THE PROPERTY BEING ACQUIRED. A NEW POLICY OF TITLE INSURANCE SHOULD BE OBTAINED IN ORDER TO ENSURE YOUR INTEREST IN THE PROPERTY THAT YOU ARE ACQUIRING. 11. Prorations and Adjustments. 11.1 Taxes. Applicable real property taxes and special assessment bonds shall be prorated through Escrow as of the date of the Closing,based upon the latest tax bill available. The Parties agree to prorate as of the Closing any taxes assessed against the Property by supplemental bill levied by reason of events occurring prior to the Closing. Payment of the prorated amount shall be made promptly in cash upon receipt of a copy of any supplemental bill. 11.2 Insurance. WARNING:Any insurance which Seller may have maintained will terminate on the Closing. Buyer is advised to obtain appropriate insurance to cover the Property. 11.3 Rentals,Interest and Expenses. Scheduled rentals,interest on Existing Notes,utilities,and operating expenses shall be prorated as of the date of Closing. The Parties agree to promptly adjust between themselves outside of Escrow any rents received after the Closing. 11.4 Security Deposit. Security Deposits held by Seller shall be given to Buyer as a credit to the cash required of Buyer at the Closing. 11.5 Post Closing Matters. Any item to be prorated that is not determined or determinable at the Closing shall be promptly adjusted by the Parties by appropriate cash payment outside of the Escrow when the amount due is determined. 11.6 Variations in Existing Note Balances. In the event that Buyer is purchasing the Property subject to an Existing Deed of Trust(s),and in the event that a Beneficiary Statement as to the applicable Existing Note(s)discloses that the unpaid principal balance of such Existing Note(s)at the closing will be more or less than the amount set forth in paragraph 3.1(c)hereof("Existing Note Variation"),then the Purchase Money Note(s)shall be reduced or increased by an amount equal to such Existing Note Variation. If there is to be nc Purchase Money Note,the cash required at the Closing per paragraph 3.1(a)shall be reduced or increased by the amount of such Existing Note Variation. 11.7 Variations in New Loan Balance. In the event Buyer is obtaining a New Loan and the amount ultimately obtained exceeds the amount set forth in paragraph 5.1,then the amount of the Purchase Money Note,if any,shall be reduced by the amount of such excess. 11.8 Owner's Association Fees. Escrow Holder shall: (i) bring Seller's account with the association current and pay any delinquencies or transfer fees from Seller's proceeds,and(ii)pay any up front fees required by the association from Buyer's funds. 12. Representations and Warranties of Seller and Disclaimers. 12.1 Seller's warranties and representations shall survive the Closing and delivery of the deed for a period of 3 years,and any lawsuit or action based upon them must be commenced within such time period.Seller's warranties and representations are true,material and relied upon by Buyer and Brokers in all respects. Seller hereby makes the following warranties and representations to Buyer and Brokers: (a) Authority of Seller. Seller is the owner of the Property and/or has the full right,power and authority to sell,convey and transfer the Property to Buyer as provided herein,and to perform Seller's obligations hereunder. INITIALS INITIALS C 2019 AIR CRE, All Rights Reserved. Last Edited:4/5/2019 2:21 PM OFA-20.11,Revised 01-14-2019 Page 5 of 9 14 (b) Maintenance During Escrow and Equipment Condition At Closing. Except as otherwise provided in paragraph 9.1(n)hereof,Seller shall maintain the Property until the Closing in its present condition,ordinary wear and tear excepted. (c) Hazardous Substances/Storage Tanks. Seller has no knowledge,except as otherwise disclosed tc Buyer in writing,of the existence Cr prior existence on the Property of any Hazardous Substance,nor of the existence or prior existence of any above or below ground storagetank. (d) Compliance. Seller has no knowledge of any aspect or condition of the Property which violates applicable laws,rules,regulations, codes or covenants,conditions or restrictions,or of improvements or alterations made to the Property without a permit where one was required, or of any unfulfilled order or directive of any applicable governmental agency or casualty insurance company requiring any investigation, remediation,repair,maintenance or improvement be performed on the Property. (e) Changes in Agreements. Prior to the Closing,Seller will not violate or modify any Existing Lease or Other Agreement,or create any new leases or other agreements affecting the Property,without Buyer's written approval,which approval will not be unreasonably withheld. (f) Possessory Rights. Seller has no knowledge that anyone will,at the Closing,have any right to possession of the Property,except as disclosed by this Agreement or otherwise in writing to Buyer. (g) Mechanics'Liens. There are no unsatisfied mechanics'or materialmens'lien rights concerning the Property. (h) Actions,Suits or Proceedings. Seller has no knowledge of any actions,suits or proceedings pending or threatened before any commission,board,bureau,agency,arbitrator,court or tribunal that would affect the Property or the right to occupy or utilize same. (i) Notice of Changes. Seller will promptly notify Buyer and Brokers in writing of any Material Change(see paragraph 9.1(o))affecting the Property that becomes known to Seller prior to the Closing. (j) No Tenant Bankruptcy Proceedings. Seller has no notice or knowledge that any tenant of the Property is the subject of a bankruptcy or insolvency proceeding. (k) No Seller Bankruptcy Proceedings. Seller is not the subject of a bankruptcy,insolvency or probate proceeding. (I) Personal Property. Seller has no knowledge that anyone will,at the Closing,have any right to possession of any personal property included in the Purchase Price nor knowledge of any liens or encumbrances affecting such personal property,except as disclosed by this Agreement or otherwise in writing to Buyer. 12.2 Buyer hereby acknowledges that,except as otherwise stated in this Agreement,Buyer is purchasing the Property in its existing condition and will,by the time called for herein,make or have waived all inspections of the Property Buyer believes are necessary to protect its own interest in,and its contemplated use of,the Property. The Parties acknowledge that,except as otherwise stated in this Agreement,no representations, inducements,promises,agreements,assurances,oral or written,concerningthe Property,or any aspect of the occupational safety and health laws, Hazardous Substance laws,or any other act,ordinance or law,have been made by either Party or Brokers,or relied upon by either Party hereto. 12.3 In the event that Buyer learns that a Seller representation or warranty might be untrue prior to the Closing,and Buyer elects to purchase the Property anyway then,and in that event,Buyer waives any right that it may have to bring an action or proceeding against Seiler or Brokers regarding said representation or warranty. 12.4 Any environmental reports,soils reports,surveys, and other similar documents which were prepared by third party consultants and provided to Buyer by Seller or Seller's representatives, have been delivered as an accommodation to Buyer and without any representation or warranty as to the sufficiency,accuracy,completeness,and/or validity of said documents,all of which Buyer relies on at its own risk. Seller believes said documents to be accurate,but Buyer is advised to retain appropriate consultants to review said documents and investigate the Property. 13. Possession, Possession of the Property shall be given to Buyer at the Closing subject to the rights of tenants under Existing Leases. 14. Buyer's Entry. At any time during the Escrow period, Buyer,and its agents and representatives,shall have the right at reasonable times and subject to rights of tenants,to enter upon the Property for the purpose of making inspections and tests specified in this Agreement. No destructive testing shall be conducted,however,without Seller's prior approval which shall not be unreasonably withheld. Following any such entry or work,unless otherwise directed in writing by Seller,Buyer shall return the Property to the condition it was in prior to such entry or work,including the re-compaction or removal of any disrupted soil or material as Seller may reasonably direct. All such inspections and tests and any other work conducted or materials furnished with respect to the Property by or for Buyer shall be paid for by Buyer as and when due and Buyer shall indemnify, defend,protect and hold harmless Seller and the Property of and from any and all claims,liabilities,losses,expenses(including reasonable attorneys'fees),damages, including those for injury to person or property,arising out of or relating to any such work or materials Cr the acts or omissions of Buyer,its agents or employees in connection therewith. 15. Further Documents and Assurances. The Parties 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. The Parties agree to provide all further information, and to execute and deliver all further documents,reasonably required by Escrow Holder or the Title Company. 16. Attorneys'Fees. If any Party or Broker brings an action or proceeding(including arbitration)involving the Property whether founded in tort,contract or equity,or to declare rights hereunder,the Prevailing Party (as hereafter defined) in any such proceeding, action, or appeal thereon, shall be entitled to reasonable attorneys'fees and costs. Such fees may be awarded in the same suit or recovered in a separate suit,whether or not such action or proceeding is pursued to decision or judgment. The term"Prevailing Party"shall include,without limitation,a Party or Broker who substantially obtains or defeats the relief sought,as the case may be,whether by compromise,settlement,judgment,or the abandonment by the other Party or Broker of its claim or defense. The attorneys'fees award shall not be computed in accordance with any court fee schedule,but shall be such as to fully reimburse all attorneys'fees reasonably incurred. 17. Prior Agreements/Amendments. 17.1 This Agreement supersedes any and all prior agreements between Seller and Buyer regarding the Property. 17.2 Amendments to this Agreement are effective only if made in writing and executed by Buyer and Seller, 18. Broker's Rights. 18.1 If this sale is not consummated due to the default of either the Buyer or Seller,the defaulting Party shall be liable to and shall pay to Brokers the Brokerage Fee that Brokers would have received had the sale been consummated. If Buyer is the defaulting party,payment of said Brokerage Fee is in addition to any obligation with respect to liquidated or other damages. 18.2 Upon the Closing,Brokers are authorized to publicize the facts of this transaction. 19. Notices. 19.1 Whenever any Party,Escrow Holder or Brokers herein shall desire to give or serve any notice,demand,request,approval,disapproval or other communication,each such communication shall be in writing and shall be delivered personally,by messenger,or by mail,postage prepaid,to the address set forth in this agreement or by facsimile transmission,electronic signature,digital signature,or email. 19.2 Service of any such communication shall be deemed made on the date of actual receipt if personally delivered,or transmitted by facsimile transmission,electronic signature,digital signature,or email. Any such communication sent by regular mail shall be deemed given 48 hours after the same is mailed. Communications sent by United States Express Mail or overnight courier that guarantee next day delivery shall be deemed delivered 24 hours after delivery of the same to the Postal Service or courier. If such communication is received on a Saturday,Sunday or legal INITIALS INITIALS ©2019 AIR CRE. All Rights Reserved. Last Edited:4/5/2019 2:21 PM OFA-20.11,Revised 01-14-2019 Page 6 of 9 15 holiday,it shall be deemed received on the next business day 19.3 Any Party or Broker hereto may from time to time,by notice in writing,designate a different address to which,or a different person or additional persons to whom,all communications are thereafter to be made. 20. Duration of Offer. 20.1 If this offer is not accepted by Seller on or before 5:00 P.M.according to the time standard applicable to the city of EtInt.utcttcn Beach on the date of April 16, 2019 ,it shall be deemed automatically revoked. 20.2 The acceptance of this offer,or of any subsequent counteroffer hereto,that creates an agreement between the Parties as described in paragraph 1.2,shall be deemed made upon delivery to the other Party or either Broker herein of a duly executed writing unconditionally accepting the last outstanding offer or counteroffer. 21. LIQUIDATED DAMAGES. (This Liquidated Damages paragraph is applicable only if initialed by both Parties). THE PARTIES AGREE THAT IT WOULD BE IMPRACTICABLE OR EXTREMELY DIFFICULT TO FIX,PRIOR TO SIGNING THIS AGREEMENT,THE ACTUAL DAMAGES WHICH WOULD BE SUFFERED BY SELLER IF BUYER FAILS TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT. THEREFORE,IF, AFTER THE SATISFACTION OR WAIVER OF ALL CONTINGENCIES PROVIDED FOR THE BUYER'S BENEFIT,BUYER BREACHES THIS AGREEMENT,SELLER SHALL BE ENTITLED TO LIQUIDATED DAMAGES IN THE AMOUNT OF $100,0,00.00 . UPON PAYMENT OF SAID SUM TO SELLER,BUYER SHALL BE REI FARED FROM ANY FURTHER LIABILITY TO SELLER,AND ANY ESCROW CANCELLATION FEES AND TITLE COMPANY CHARGES SHALL BE PAID BY SELLER. Buyer's Initials Seller's Initials 22. ARBITRATION OF DISPUTES. (Tnis Arbitration of Disputes paragraph is applicable only if initialed by both Parties.) 22.1 ANY CONTROVERSY AS TO WHETHER SELLER IS ENTITLED TO THE LIQUIDATED DAMAGES AND/OR BUYER IS ENTITLED TO THE RETURN OF DEPOSIT MONEY,SHALL BE DETERMINED BY BINDING ARBITRATION BY,AND UNDER THE COMMERCIAL RULES OF THE AMERICAN ARBITRATION ASSOCIATION ("COMMERCIAL RULES"). ARBITRATION HEARINGS SHALL BE HELD IN THE COUNTY WHERE THE PROPERTY IS LOCATED. THE NUMBER OF ARBITRATORS SHALL BE AS PROVIDED IN THE COMMERCIAL RULES AND EACH SUCH ARBITRATOR SHALL BEAN IMPARTIAL REAL ESTATE BROKER WITH AT LEAST 5 YEARS OF FULL TIME EXPERIENCE IN BOTH THE AREA WHERE THE PROPERTY IS LOCATED AND THE TYPE OF REAL ESTATE THAT IS THE SUBJECT OF THIS AGREEMENT. THE ARBITRATOR OR ARBITRATORS SHALL BE APPOINTED UNDER THE COMMERCIAL RULES.AND SHALL HEAR AND DETERMINE SAID CONTROVERSY IN ACCORDANCE WITH APPLICABLE LAW, THE INTENTION OF THE PARTIES AS EXPRESSED IN THIS AGREEMENT AND ANY AMENDMENTS THERETO, AND UPON THE EVIDENCE PRODUCED AT AN ARBITRATION HEARING. PRE-ARBITRATION DISCOVERY SHALL BE PERMITTED IN ACCORDANCE WITH THE COMMERCIAL RULES OR STATE LAW APPLICABLE TO ARBITRATION PROCEEDINGS. THE AWARD SHALL BE EXECUTED BY AT LEAST 2 OF THE 3 ARBITRATORS,BE RENDERED WITHIN 30 DAYS AFTER THE CONCLUSION OF THE HEARING, AND MAY INCLUDE ATTORNEYS'FEES AND COSTS TO THE PREVAILING PARTY PER PARAGRAPH 16 HEREOF. JUDGMENT MAY BE ENTERED ON THE AWARD IN ANY COURT OF COMPETENT JURISDICTION NOTWITHSTANDING THE FAILURE OF A PARTY DULY NOTIFIED OF THE ARBITRATION HEARING TO APPEAR THEREAT. 22.2 BUYER'S RESORT TO OR PARTICIPATION IN SUCH ARBITRATION PROCEEDINGS SHALL NOT BAR SUIT IN A COURT OF COMPETENT JURISDICTION BY THE BUYER FOR DAMAGES AND/OR SPECIFIC PERFORMANCE UNLESS AND UNTIL THE ARBITRATION RESULTS IN AN AWARD TO THE SELLER OF LIQUIDATED DAMAGES,IN WHICH EVENT SUCH AWARD SHALL ACT AS A BAR AGAINST ANY ACTION BY BUYER FOR DAMAGES AND/OR SPECIFIC PERFORMANCE. 22.3 NOTICE:BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INCLUDED IN THE "ARBITRATION OF DISPUTES"PROVISION DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. BY INITIALING IN THE SPACE BELOW YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL,UNLESS SUCH RIGHTS ARE SPECIFICALLY INCLUDED IN THE"ARBITRATION OF DISPUTES" PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION,YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE.YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THE "ARBITRATION OF DISPUTES"PROVISION TO NEUTRALARBITRAT1ON, Buyer's Initials Seller's Initials 23. Miscellaneous. 23.1 Binding Effect. This Agreement shall be binding on the Parties without regard to whether or not paragraphs 21 and 22 are initialed by both of the Parties. Paragraphs 21 and 22 are each incorporated into this Agreement only if initialed by both Parties at the time that the Agreement is executed. 23.2 Applicable Law. This Agreement shall be governed by,and paragraph 22.3 is amended to refer to,the laws of the state in which the Property is located. Any litigation or arbitration between the Parties hereto concerning this Agreement shall be initiated in the county in which the Property is located. 23.3 Time of Essence. Time is of the essence of this Agreement. 23.4 Counterparts.This Agreement may be executed by Buyer and Seller in counterparts,each of which shall be deemed an original,and all of which together shall constitute one and the same instrument. Escrow Holder,after verifying that the counterparts are identical except for the signatures, is authorized and instructed to combine the signed signature pages on one of the counterparts, which shall then constitute the Agreement. 23.5 Waiver of Jury Trial. THE PARTIES HEREBY WAIVE THEIR RESPECTIVE RIGHTS TO TRIAL BY JURY IN ANY ACTION OR PROCEEDING INVOLVING THE PROPERTY OR ARISING OUT OF THIS AGREEMENT, 23.6 Conflict. Any conflict between the printed provisions of this Agreement and the typewritten or handwritten provisions shall be controlled by the typewritten or handwritten provisions. Sprier and Buyer must initial any and all handwritten provisions 23.7 1031 Exchange. Both Seller and Buyer agree to cooperate with each other in the event that either or both wish to participate in a 1031 exchange. Any party initiating an exchange shall bear all costs of such exchange. The cooperating Party shall not have any liability(special or otherwise)for damages to the exchanging Party in the event that the sale is delayed and/or that the sale otherwise fails to qualify as a 1031 exchange. 23.8 Days. Unless otherwise specifically indicated to the contrary,the word"days"as used in this Agreement shall mean and refer to calendar days. 24. Disclosures Regarding The Nature of a Real Estate Agency Relationship. 24.1 The Parties and Brokers agree that their relationship(s)shall be governed by the principles set forth in the applicable sections of the California Civil Code,as summarized in paragraph 24.2. 24.2 When entering into a discussion with a real estate agent regarding a real estate transaction, a Buyer or Seller should from the outset INITIALS INITIALS Zri 2019 AIR CRE. All Rights Reserved. Last Edited:4/5/2019 2:21 PM OFA-20.11,Revised 01-14-2019 Page 7 of 9 16 understand what type of agency relationship or representation it has with the agent or agents in the transaction. Buyer and Seller acknowledge being advised by the Brokers in this transaction,as follows: (a) Seller's Agent. A Seller's agent under a listing agreement with the Seller acts as the agent for the Seller only. A Seller's agent or subagent has the following affirmative obligations: (1)To the Seller:A fiduciary duty of utmost care,integrity,honesty,and loyalty in dealings with the Seller. (2)To the Buyer and the Seller:a.Diligent exercise of reasonable skills and care in performance of the agent's duties. b.A duty of honest and fair dealing and good faith. c.A duty to disclose all facts known to the agent materially affecting the value or desirability of the property that are not known to,or within the diligent attention and observation of,the Parties. An agent is not obligated to reveal to either Party any confidential information obtained from the other Party which does not involve the affirmative duties set forth above. (b) Buyer's Agent. A selling agent can,with a Buyer's consent,agree to act as agent for the Buyer only. In these situations,the agent is not the Seller's agent,even if by agreement the agent may receive compensation for services rendered,either in full or in part from the Seller. An agent acting only for a Buyer has the following affirmative obligations. (1)To the Buyer:A fiduciary duty of utmost care,integrity,honesty,and loyalty in dealings with the Buyer. (2)To the Buyer and the Seller: a.Diligent exercise of reasonable skills and care in performance of the agent's duties. b.A duty of honest and fair dealing and good faith. c.A duty to disclose all facts known to the agent materially affecting the value or desirability of the property that are not known to,or within the diligent attention and observation of,the Parties. An agent is not obligated to reveal to either Party any confidential information obtained from the other Party which does not involve the affirmative duties set forth above. (c) Agent Representing Both Seller and Buyer. A real estate agent,either acting directly or through one or more associate licenses,can legally be the agent of both the Seller and the Buyer in a transaction,but only with the knowledge and consent of both the Seller and the Buyer. (1) In a dual agency situation,the agent has the following affirmative obligations to both the Seller and the Buyer:a.A fiduciary duty of utmost care, integrity,honesty and loyalty in the dealings with either Seiler or the Buyer.b.Other duties to the Seller and the Buyer as stated above in theft respective sections(a)or(b)of this paragraph 24.2. (2)In representing both Seller and Buyer,the agent may not,without the express permission of the respective Party,disclose to the other Party confidential information,including,but not limited to,facts relating to either Buyer's or Seller's financial position,motivations,bargaining position,or other personal information that may impact price,including Seller's willingness to accept a price less than the listing price or Buyer's willingness to pay a price greater than the price offered. (3)The above duties of the agent in a real estate transaction do not relieve a Seller or Buyer from the responsibility to protect their own interests. Buyer and Seller should carefully read all agreements to assure that they adequately express their understanding of the transaction. A real estate agent is a person qualified to advise about real estate. If legal or tax advice is desired,consult a competent professional. Buyer has the duty to exercise reasonable care to protect Buyer, including as to those facts about the Property which are known to Buyer or within Buyer's diligent attention and observation. Both Seller and Buyer should strongly consider obtaining tax advice from a competent professional because the federal and state tax consequences of a transaction can be complex and subject to change. (d) Further Disclosures. Throughout this transaction Buyer and Seller may receive more than one disclosure,depending upon the number of agents assisting in the transaction. Buyer and Seller should each read its contents each time it is presented,considering the relationship between them and the real estate agent in this transaction and that disclosure. Buyer and Seller each acknowledge receipt of a disclosure of the possibility of multiple representation by the Broker representing that principal. This disclosure may be part of a listing agreement, buyer representation agreement or separate document. Buyer understands that Broker representing Buyer may also represent other potential buyers, who may consider,make offers on or ultimately acquire the Property. Seller understands that Broker representing Seller may also represent other sellers with competing properties that may be of interest to this Buyer. Brokers have no responsibility with respect to any default or breach hereof by either Party. The Parties agree that no lawsuit or other legal proceeding involving any breach of duty, error or omission relating to this transaction may be brought against Broker more than one year after the Date of Agreement and that the liability(including court costs and attorneys'fees),of any Broker with respect to any breach of duty,error or omission relating to this Agreement shall not exceed the fee received by such Broker pursuant to this Agreement;provided,however,that the foregoing limitation on each Broker's liability shall not be applicable to any gross negligence or willful misconduct of such Broker. 24.3 Conidencol Information. Buyer and Seller agree to identify to Brokers as"Confidential"any communication or information given Brokers that is considered by such Party to be confidential. 25. Construction of Agreement. In construing this Agreement,all headings and titles are for the convenience of the Parties only and shall not be considered a part of this Agreement. Whenever required by the context,the singular shall include the plural and vice versa. This Agreement shall not be construed as if prepared by one of the Parties,but rather according to its fair meaning as a whole,as if both Parties had prepared it. 26. Additional Provisions. Additional provisions of this offer,if any,are as follows or are attached hereto by an addendum or addenda consisting of paragraphs through . (If there are no additional provisions write"NONE".) ATTENTION:NO REPRESENTATION OR RECOMMENDATION IS MADE BY AIR CRE OR BY ANY BROKER AS TO THE LEGAL SUFFICIENCY, LEGAL EFFECT,OR TAX CONSEQUENCES OF THIS AGREEMENT OR THE TRANSACTION TO WHICH IT RELATES. THE PARTIES ARE URGED TO: 1. SEEK ADVICE OF COUNSEL AS TO THE LEGAL AND TAX CONSEQUENCES OF THIS AGREEMENT. 2. RETAIN APPROPRIATE CONSULTANTS TO REVIEW AND INVESTIGATE THE CONDITION OF THE PROPERTY.SAID INVESTIGATION SHOULD INCLUDE BUT NOT BE LIMITED TO:THE POSSIBLE PRESENCE OF HAZARDOUS SUBSTANCES,THE ZONING OF THE PROPERTY,THE INTEGRITY AND CONDITION OF ANY STRUCTURES AND OPERATING SYSTEMS,AND THE SUITABILITY OF THE PROPERTY FOR BUYER'S INTENDED USE. WARNING:IF THE.PROPERTY IS LOCATED IN A STATE OTHER THAN CALIFORNIA,CERTAIN PROVISIONS OF THIS AGREEMENT MAY NEED TO BE REVISED TO COMPLY WITH THE LAWS OF THE STATE IN WHICH THE PROPERTY IS LOCATED. NOTE: 1. THIS FORM IS NOT FOR USE IN CONNECTION WITH THE SALE OF RESIDENTIAL PROPERTY. 2. IF EITHER PARTY IS ACORPORATION,IT IS RECOMMENDED THAT THIS AGREEMENT BE SIGNED BY TWO CORPORATE OFFICERS. The undersigned Buyer offers and agrees to buy the Property on the terms and conditions stated and acknowledges receipt of a copy hereof. NITIALS INITIALS 0 2019 AIR CRE. All Rights Reserved. Last Edited:4/5/2019 2:21 PM OPA-20.11,Revised 01-14-2019 Page 8 of 9 '.. 17 Date: BROKERBUYER Lee S Associates-Newport Beath The City of. Bu::tinaton Beach Attn: Brad Sc:::-.eicfec L Bob Goodmansno Title: SVP'a/Pzincipal'S By. Name Printed: Erik Peterson Address:_ 100 Ba view Circle Suite Q© Title: Naar of, Huntington Beach Newport Beach, CA 92660 Phone: _ _ _ Phone: (949_) 724-4728 / (949) 724-47°C4 Fax: Fax: t949 623-£302 7 (949) 724-6304 Email: Email: cschneider€=lee-associates:corn / 6? 8 sor'` a sot ... By Federal ID No.: Name Printed: Broker/AGENTDRE License a: 01287613 r 30595341 Title' Phone: Fax= Email: Address:® 2C.CC Main J greet< &^ Lys 9Lntinctcn Beach,.,,.CA 92648 Federal ID No.: 27. Acceptance. 27.1 Seller accepts tie foregoing offer to purchase the Property and hereby agrees to sell the Property to Buyer on the terms and conditions therein specified. 27.2 In consideration of real estate brokerage service rendered by Brokers,Seller agrees to pay Brokers a real estate Brokerage Fee in a sum equal to ner List ong Agreement %of the Purchase Price to be divided between the Brokers as follows:Seller's Broker _- % and Buyer's Broker --- %. This Agreement shall serve as an irrevocable instruction to Escrow Holder to pay such Brokerage Fee to Brokers out of the proceeds accruing to the account of Seller at the Closing. 27.3 Seller acknowledges receipt of a copy hereof and authorizes Brokers to deliver a signed copy to B+oxer, NOTE:A PROPERTY INFORMATION SHEET IS REQUIRED TO BE DELIVERED TO BUYER BY SELLER UNDER THIS AGREEMENT. Date: BROKER SELLER _Lee 4 hssociates-New- o^r Beath ' to+est,-en:3: LLC Attn: Brad Schneider / Bob Good-Larson SOP's/Frir.cipa 'a By Name Printed: Micheal Weaver Address: 122 Bav'uoee Circle, Suite 52O Newl;nrt PeacY, Ch 3256 =. Title: Phone Phone: (949) 724-47 >c / (949) "724-4724 Fax: (949) 623-6326 ,/ (949) 724-6304 Fax: Emai=`: Email: bschneiaer?lea-associates.ccr — ---_ rgoocima-^_3eoMS lee-associates.cog Federal ID No.: By: Broker/AGENT DRE License a: C1887613 / DC 595341 Name Print Title: Phone: Fax: Email: Address: Federal ID P AIR CRE.500 North Brand Blvd,Suite 900,Glendale,CA91203,Tel 213-687-8777,Email contrartssalrcre.com NOTICE: No part of these works may be reproduced In any form without permission in writing. INITiAS INITIALS 2019AiR CRE AU Rights Reserved. Last Edited:4/5/2019221 PP,1 DFA•20.11,Revised 0'_14-2019 Page 9 of 9 18 ATTACHMENT #3 Attachment C FOR PUBLICATION UNITED STATES COURT OF APPEALS FOR THE NINTH CIRCUIT ROBERT MARTIN;LAWRENCE LEE No. 15-35845 SMITH;ROBERT ANDERSON; JANET F. BELL;PAMELA S. HAwKES; and D.C. No. BASIL E.HUMPHREY, I:09-cv-00540- Plaintiffs-Appellants, REB v. OPINION CITY OF BOISE, Defendant-Appellee. Appeal from the United States District Court for the District of Idaho Ronald E. Bush, Chief Magistrate Judge, Presiding Argued and Submitted July 13, 2017 Portland, Oregon Filed September 4, 2018 Before: Marsha S. Berzon, Paul J. Watford, and John B. Owens, Circuit Judges. Opinion by Judge Berzon; Partial Concurrence and Partial Dissent by Judge Owens 19 560 2 MARTIN V. CITY OF BOISE SUMMARY* Civil Rights The panel affirmed in part and reversed in part the district court's summary judgment in an action brought by six current or formerly homeless City of Boise residents who alleged that their citations under the City's Camping and Disorderly Conduct Ordinances violated the Eighth Amendment's prohibition on cruel and unusual punishment. Plaintiffs sought damages for the alleged violations under 42 U.S.C. § 1983. Two plaintiffs also sought prospective declaratory and injunctive relief precluding future enforcement of the ordinances. In 2014, after this litigation began, the ordinances were amended to prohibit their enforcement against any homeless person on public property on any night when no shelter had an available overnight space. The panel first held that two plaintiffs had standing to pursue prospective relief because they demonstrated a genuine issue of material fact as to whether they faced a credible risk of prosecution on a night when they had been denied access to the City's shelters. The panel noted that although the 2014 amendment precluded the City from enforcing the ordinances when shelters were full, individuals could still be turned away for reasons other than shelter capacity,such as for exceeding the shelter's stay limits,or for *This summary constitutes no part of the opinion of the court. It has been prepared by court staff for the convenience of the reader. 20 561 MARTIN V. CITY OF BOISE 3 failing to take part in a shelter's mandatory religious programs. The panel held that although the doctrine set forth in Heck v. Humphrey, 512 U.S.477(1994)and its progeny precluded most — but not all of the plaintiffs' requests for retrospective relief, the doctrine had no application to plaintiffs' request for an injunction enjoining prospective enforcement of the ordinances. Turning to the merits, the panel held that the Cruel and Unusual Punishments Clause of the Eighth Amendment precluded the enforcement of a statute prohibiting sleeping outside against homeless individuals with no access to alternative shelter. The panel held that, as long as there is no option of sleeping indoors,the government cannot criminalize indigent, homeless people for sleeping outdoors, on public property,on the false premise they had a choice in the matter. Concurring in part and dissenting in part, Judge Owens disagreed with the majority's opinion that Heck v. Humphrey did not bar plaintiffs' claim for declaratory and injunctive relief. Judge Owens stated that a declaration that the city ordinances are unconstitutional and an injunction against their future enforcement would necessarily demonstrate the invalidity of plaintiffs' prior convictions. Judge Owens otherwise joined the majority in full. 21 562 4 MARTIN V. CITY OF BOISE COUNSEL Michael E. Bern (argued) and Kimberly Leefatt, Latham & Watkins LLP,Washington,D.C.;Howard A.Belodoff,Idaho Legal Aid Services Inc., Boise, Idaho; Eric Tars, National Law Center on Homelessness &Poverty,Washington,D.C.; Plaintiffs-Appellants. Brady J. Hall (argued), Michael W. Moore, and Steven R. Kraft, Moore Elia Kraft& Hall LLP, Boise, Idaho; Scott B. Muir, Deputy City Attorney; Robert B. Luce, City Attorney; City Attorney's Office, Boise, Idaho; for Defendant- Appellee. OPINION BERZON, Circuit Judge: "The law,in its majestic equality, forbids rich and poor alike to sleep under bridges, to beg in the streets, and to steal their bread." —Anatole France, The Red Lily We consider whether the Eighth Amendment's prohibition on cruel and unusual punishment bars a city from prosecuting people criminally for sleeping outside on public property when those people have no home or other shelter to go to. We conclude that it does. The plaintiffs-appellants are six current or former residents of the City of Boise ("the City"),who are homeless or have recently been homeless. Each plaintiff alleges that, 22 563 MARTIN V. CITY OF BOISE 5 between 2007 and 2009, he or she was cited by Boise police for violating one or both of two city ordinances. The first, Boise City Code § 9-10-02 (the "Camping Ordinance"), makes it a misdemeanor to use"any of the streets, sidewalks, parks, or public places as a camping place at any time." The Camping Ordinance defines "camping"as "the use of public property as a temporary or permanent place of dwelling, lodging,or residence." Id. The second,Boise City Code § 6- 01-05 (the "Disorderly Conduct Ordinance"), bans "[o]ccupying, lodging, or sleeping in any building, structure, or public place, whether public or private . . . without the permission of the owner or person entitled to possession or in control thereof." All plaintiffs seek retrospective relief for their previous citations under the ordinances. Two of the plaintiffs, Robert Anderson and Robert Martin, allege that they expect to be cited under the ordinances again in the future and seek declaratory and injunctive relief against future prosecution. In Jones v. City of Zos Angeles,444 F.3d 1118, 1138 (9th Cir. 2006),vacated, 505 F.3d 1006(9th Cir.2007),a panel of this court concluded that"so long as there is a greater number of homeless individuals in Los Angeles than the number of available beds [in shelters]" for the homeless, Los Angeles could not enforce a similar ordinance against homeless individuals "for involuntarily sitting, lying, and sleeping in public." Jones is not binding on us, as there was an underlying settlement between the parties and our opinion was vacated as a result. We agree with Jones's reasoning and central conclusion, however, and so hold that an ordinance violates the Eighth Amendment insofar as it imposes criminal sanctions against homeless individuals for sleeping outdoors, on public property,when no alternative shelter is available to 23 564 6 MARTIN V. CITY OF BOISE them. Two of the plaintiffs, we further hold,may be entitled to retrospective and prospective relief for violation of that Eighth Amendment right. I. Background The district court granted summary judgment to the City on all claims. We therefore review the record in the light most favorable to the plaintiffs. Tolan v. Cotton, 134 S. Ct. 1861, 1866 (2014). Boise has a significant and increasing homeless population. According to the Point-in-Time Count ("PIT Count") conducted by the Idaho Housing and Finance Association, there were 753 homeless individuals in Ada County the county of which Boise is the seat in January 2014, 46 of whom were "unsheltered," or living in places unsuited to human habitation such as parks or sidewalks. In 2016, the last year for which data is available, there were 867 homeless individuals counted in Ada County, 125 of whom were unsheltered.' The PIT Count likely underestimates the number of homeless individuals in Ada ' The United States Department of Housing and Urban Development ("HUD")requires local homeless assistance and prevention networks to conduct an annual count of homeless individuals on one night each January, known as the PIT Count, as a condition of receiving federal funds. State, local,and federal governmental entities,as well as private service providers,rely on the PIT Count as a"critical source of data"on homelessness in the United States. The parties acknowledge that the PIT Count is not always precise. The City's Director of Community Partnerships,Diana Lachiondo,testified that the PIT Count is"not always the. . .best resource for numbers,"but also stated that"the point-in-time count is our best snapshot" for counting the number of homeless individuals in a particular region,and that she"cannot give . . . any other number with any kind of confidence." 24 565 MARTIN V. CITY OF BOISE 7 County. It is "widely recognized that a one-night point in time count will undercount the homeless population," as many homeless individuals may have access to temporary housing on a given night, and as weather conditions may affect the number of available volunteers and the number of homeless people staying at shelters or accessing services on the night of the count. There are currently three homeless shelters in the City of Boise offering emergency shelter services,all run by private, nonprofit organizations. As far as the record reveals, these three shelters are the only shelters in Ada County. One shelter "Sanctuary" — is operated by Interfaith Sanctuary Housing Services,Inc. The shelter is open to men, women, and children of all faiths, and does not impose any religious requirements on its residents. Sanctuary has 96 beds reserved for individual men and women, with several additional beds reserved for families. The shelter uses floor mats when it reaches capacity with beds. Because of its limited capacity, Sanctuary frequently has to turn away homeless people seeking shelter. In 2010, Sanctuary reached full capacity in the men's area "at least half of every month,"and the women's area reached capacity "almost every night of the week." In 2014, the shelter reported that it was full for men, women, or both on 38% of nights. Sanctuary provides beds first to people who spent the previous night at Sanctuary. At 9:00 pm each night, it allots any remaining beds to those who added their names to the shelter's waiting list. The other two shelters in Boise are both operated by the Boise Rescue Mission ("BRM"), a Christian nonprofit 25 566 8 MARTIN V. CITY OF BOISE organization. One of those shelters,the River of Life Rescue Mission ("River of Life"), is open exclusively to men; the other, the City Light Home for Women and Children ("City Light"), shelters women and children only. BRM's facilities provide two primary"programs"for the homeless,the Emergency Services Program and the New Life Discipleship Program.' The Emergency Services Program provides temporary shelter, food, and clothing to anyone in need. Christian religious services are offered to those seeking shelter through the Emergency Services Program. The shelters display messages and iconography on the walls, and the intake foul! for emergency shelter guests includes a religious message.' Homeless individuals may check in to either BRM facility between 4:00 and 5:30 pm. Those who arrive at BRM facilities between 5:30 and 8:00 pm may be denied shelter, depending on the reason for their late arrival; generally, anyone arriving after 8:00 pm is denied shelter. Except in winter, male guests in the Emergency Services Program may stay at River of Life for up to 17 consecutive nights; women and children in the Emergency Services Program may stay at City Light for up to 30 consecutive The record suggests that BRM provides some limited additional non-emergency shelter programming which, like the Discipleship Program,has overtly religious components. The intake form states in relevant part that"We are a Gospel Rescue Mission. Gospel means 'Good News,' and the Good News is that Jesus saves us from sin past,present, and future. We would like to share the Good News with you. Have you heard of Jesus? . . . Would you like to know more about him?" 26 567 MARTIN V. CITY OF BOISE 9 nights. After the time limit is reached,homeless individuals who do not join the Discipleship Program may not return to a BRM shelter for at least 30 days.' Participants in the Emergency Services Program must return to the shelter every night during the applicable 17-day or 30-day period; if a resident fails to check in to a BRM shelter each night, that resident is prohibited from staying overnight at that shelter for 30 days. BRM's rules on the length of a person's stay in the Emergency Services Program are suspended during the winter. The Discipleship Program is an "intensive, Christ-based residential recovery program" of which "[r]eligious study is the very essence." The record does not indicate any limit to how long a member of the Discipleship Program may stay at a BRM shelter. The River of Life shelter contains 148 beds for emergency use, along with 40 floor mats for overflow; 78 additional beds serve those in non-emergency shelter programs such as the Discipleship Program. The City Light shelter has 110 beds for emergency services, as well as 40 floor mats to handle overflow and 38 beds for women in non-emergency shelter programs. All told, Boise's three homeless shelters contain 354 beds and 92 overflow mats for homeless individuals. A. The Plaintiffs Plaintiffs Robert Martin,Robert Anderson,Lawrence Lee Smith, Basil E. Humphrey, Pamela S. Hawkes, and Janet F. The parties dispute the extent to which BRM actually enforces the 17-and 30-day limits. 27 568 10 MARTIN V. CITY OF BOISE Bell are all homeless individuals who have lived in or around Boise since at least 2007. Between 2007 and 2009, each plaintiff was convicted at least once of violating the Camping Ordinance,the Disorderly Conduct Ordinance,or both. With one exception,all plaintiffs were sentenced to time served for all convictions; on two occasions, Hawkes was sentenced to one additional day in jail. During the same period, Hawkes was cited, but not convicted, under the Camping Ordinance, and Martin was cited,but not convicted,under the Disorderly Conduct Ordinance. Plaintiff Robert Anderson currently lives in Boise; he is homeless and has often relied on Boise's shelters for housing. In the summer of 2007, Anderson stayed at River of Life as part of the Emergency Services Program until he reached the shelter's 17-day limit for male guests. Anderson testified that during his 2007 stay at River of Life, he was required to attend chapel services before he was permitted to eat dinner. At the conclusion of his 17-day stay, Anderson declined to enter the Discipleship Program because of his religious beliefs. As Anderson was barred by the shelter's policies from returning to River of Life for 30 days, he slept outside for the next several weeks. On September 1,2007,Anderson was cited under the Camping Ordinance. He pled guilty to violating the Camping Ordinance and paid a$25 fine;he did not appeal his conviction. Plaintiff Robert Martin is a former resident of Boise who currently lives in Post Falls,Idaho. Martin returns frequently to Boise to visit his minor son. In March of 2009,Martin was cited under the Camping Ordinance for sleeping outside; he was cited again in 2012 under the same ordinance. 28 569 MARTIN V. CITY OF BOISE 11 B. Procedural History The plaintiffs filed this action in the United States District Court for the District of Idaho in October of 2009. All plaintiffs alleged that their previous citations under the Camping Ordinance and the Disorderly Conduct Ordinance violated the Cruel and Unusual Punishments Clause of the Eighth Amendment, and sought damages for those alleged violations under 42 U.S.C. § 1983. Cf Jones, 444 F.3d at 1138. Anderson and Martin also sought prospective declaratory and injunctive relief precluding future enforcement of the ordinances under the same statute and the Declaratory Judgment Act, 28 U.S.C. §§ 2201-2202. After this litigation began, the Boise Police Department promulgated a new "Special Order," effective as of January 1, 2010, that prohibited enforcement of either the Camping Ordinance or the Disorderly Conduct Ordinance against any homeless person on public property on any night when no shelter had "an available overnight space." City police implemented the Special Order through a two-step procedure known as the "Shelter Protocol." Under the Shelter Protocol,if any shelter in Boise reaches capacity on a given night,that shelter will so notify the police at roughly 11:00 pm. Each shelter has discretion to determine whether it is full, and Boise police have no other mechanism or criteria for gauging whether a shelter is full. Since the Shelter Protocol was adopted, Sanctuary has reported that it was full on almost 40% of nights. Although BRM agreed to the Shelter Protocol, its internal policy is never to turn any person away because of a lack of space, and neither BRM shelter has ever reported that it was full. 29 570 12 MARTIN V. CITY OF BOISE If all shelters are full on the same night, police are to refrain from enforcing either ordinance. Presumably because the BRM shelters have not reported full, Boise police continue to issue citations regularly under both ordinances. In July 2011,the district court granted summary judgment to the City. It held that the plaintiffs' claims for retrospective relief were barred under the Rooker-Feldman doctrine and that their claims for prospective relief were mooted by the Special Order and the Shelter Protocol. Bell v. City of Boise, 834 F. Supp. 2d 1103 (D. Idaho 2011). On appeal, we reversed and remanded. Bell v. City of Boise, 709 F.3d 890, 901 (9th Cir. 2013). We held that the district court erred in dismissing the plaintiffs' claims under the Rooker-Feldman doctrine. Id. at 897. In so holding, we expressly declined to consider whether the favorable-termination requirement from Heck v. Humphrey, 512 U.S. 477 (1994), applied to the plaintiffs' claims for retrospective relief. Instead,we left the issue for the district court on remand. Bell, 709 F.3d at 897 n.11. Bell further held that the plaintiffs' claims for prospective relief were not moot. The City had not met its "heavy burden" of demonstrating that the challenged conduct enforcement of the two ordinances against homeless individuals with no access to shelter "could not reasonably be expected to recur." Id. at 898,901 (quoting Friends of the Earth, Inc. v. Laidlaw Envtl. Set-vs. (TOC), Inc., 528 U.S. 167, 189(2000)). We emphasized that the Special Order was a statement of administrative policy and so could be amended or reversed at any time by the Boise Chief of Police. Id. at 899-900. 30 571 MARTIN V. CITY OF BOISE 13 Finally, Bell rejected the City's argument that the plaintiffs lacked standing to seek prospective relief because they were no longer homeless. Id. at 901 & n.12. We noted that, on summary judgment,the plaintiffs"need not establish that they in fact have standing,but only that there is a genuine issue of material fact as to the standing elements." Id. (citation omitted). On remand, the district court again granted summary judgment to the City on the plaintiffs' § 1983 claims. The court observed that Heck requires a § 1983 plaintiff seeking damages for "harm caused by actions whose unlawfulness would render a conviction or sentence invalid"to demonstrate that "the conviction or sentence has been reversed on direct appeal, expunged by executive order, declared invalid by a state tribunal . . . or called into question by a federal court's issuance of a writ of habeas corpus." 512 U.S. at 486-87. According to the district court, "a judgment finding the Ordinances unconstitutional . . . necessarily would imply the invalidity of Plaintiffs' [previous] convictions under those ordinances," and the plaintiffs therefore were required to demonstrate that their convictions or sentences had already been invalidated. As none of the plaintiffs had raised an Eighth Amendment challenge as a defense to criminal prosecution,nor had any plaintiff successfully appealed their conviction, the district court held that all of the plaintiffs' claims for retrospective relief were barred by Heck. The district court also rejected as barred by Heck the plaintiffs' claim for prospective injunctive relief under § 1983, reasoning that "a ruling in favor of Plaintiffs on even a prospective§ 1983 claim would demonstrate the invalidity of any confinement stemming from those convictions." 31 572 14 MARTIN V. CITY OF BOISE Finally,the district court determined that, although Heck did not bar relief under the Declaratory Judgment Act,Martin and Anderson now lack standing to pursue such relief. The linchpin of this holding was that the Camping Ordinance and the Disorderly Conduct Ordinance were both amended in 2014 to codify the Special Order's mandate that "[1]aw enforcement officers shall not enforce [the ordinances]when the individual is on public property and there is no available overnight shelter." Boise City Code §§ 6-01-05, 9-10-02. Because the ordinances, as amended, permitted camping or sleeping in a public place when no shelter space was available,the court held that there was no"credible threat"of future prosecution. "If the Ordinances are not to be enforced when the shelters are full, those Ordinances do not inflict a constitutional injury upon these particular plaintiffs . . . ." The court emphasized that the record "suggests there is no known citation of a homeless individual under the Ordinances for camping or sleeping on public property on any night or morning when he or she was unable to secure shelter due to a lack of shelter capacity" and that "there has not been a single night when all three shelters in Boise called in to report they were simultaneously full for men, women or families." This appeal followed. 32 573 MARTIN V. CITY OF BOISE 15 II. Discussion A. Standing We first consider whether any of the plaintiffs has standing to pursue prospective reliefs We conclude that there are sufficient opposing facts in the record to create a genuine issue of material fact as to whether Martin and Anderson face a credible threat of prosecution under one or both ordinances in the future at a time when they are unable to stay at any Boise homeless shelter.' "To establish Article III standing, an injury must be concrete, particularized, and actual or imminent; fairly traceable to the challenged action; and redressable by a favorable ruling." Clapper v. Amnesty Int'l USA, 133 S. Ct. 1138, 1147 (2013)(citation omitted). "Although imminence is concededly a somewhat elastic concept, it cannot be stretched beyond its purpose, which is to ensure that the alleged injury is not too speculative for Article III purposes that the injury is certainly impending." Id. (citation omitted). A plaintiff need not, however, await an arrest or prosecution to have standing to challenge the constitutionality of a criminal statute. "When the plaintiff has alleged an s Standing to pursue retrospective relief is not in doubt. The only threshold question affecting the availability of a claim for retrospective relief—a question we address in the next section—is whether such relief is barred by the doctrine established in Heck. 6 Although the SAC is somewhat ambiguous regarding which of the plaintiffs seeks prospective relief,counsel for the plaintiffs made clear at oral argument that only two of the plaintiffs,Martin and Anderson, seek such relief, and the district court considered the standing question with respect to Martin and Anderson only. 33 574 16 MARTIN V. CITY OF BOISE intention to engage in a course of conduct arguably affected with a constitutional interest,but proscribed by a statute, and there exists a credible threat of prosecution thereunder, he should not be required to await and undergo a criminal prosecution as the sole means of seeking relief." Babbitt v. United Farm Workers Nat'l Union,442 U.S.289,298(1979) (citation and internal quotation marks omitted). To defeat a motion for summary judgment premised on an alleged lack of standing,plaintiffs "need not establish that they in fact have standing,but only that there is a genuine question of material fact as to the standing elements." Cent. Delta Water Agency v. United States, 306 F.3d 938, 947 (9th Cir. 2002). In dismissing Martin and Anderson's claims for declaratory relief for lack of standing, the, district court emphasized that Boise's ordinances, as amended in 2014, preclude the City from issuing a citation when there is no available space at a shelter, and there is consequently no risk that either Martin or Anderson will be cited under such circumstances in the future. Viewing the record in the light most favorable to the plaintiffs, we cannot agree. Although the 2014 amendments preclude the City from enforcing the ordinances when there is no room available at any shelter, the record demonstrates that the City is wholly reliant on the shelters to self-report when they are full. It is undisputed that Sanctuary is full as to men on a substantial percentage of nights, perhaps as high as 50%. The City nevertheless emphasizes that since the adoption of the Shelter Protocol in 2010, the BRM facilities, River of Life and City Light, have never reported that they are full, and BRM states that it will never turn people away due to lack space. 34 575 MARTIN V. CITY OF BOISE 17 The plaintiffs have pointed to substantial evidence in the record, however, indicating that whether or not the BRM facilities are ever full or turn homeless individuals away for lack of space,they do refuse to shelter homeless people who exhaust the number of days allotted by the facilities. Specifically, the plaintiffs allege, and the City does not dispute, that it is BRM's policy to limit men to 17 consecutive days in the Emergency Services Program, after which they cannot return to River of Life for 30 days; City Light has a similar 30-day limit for women and children. Anderson testified that BRM has enforced this policy against him in the past, forcing him to sleep outdoors. The plaintiffs have adduced further evidence indicating that River of Life pei iiiits individuals to remain at the shelter after 17 days in the Emergency Services Program only on the condition that they become part of the New Life Discipleship program, which has a mandatory religious focus. For example, there is evidence that participants in the New Life Program are not allowed to spend days at Corpus Christi, a local Catholic program, "because it's . . . a different sect." There are also facts in dispute concerning whether the Emergency Services Program itself has a religious component. Although the City argues strenuously that the Emergency Services Program is secular, Anderson testified to the contrary; he stated that he was once required to attend chapel before being permitted to eat dinner at the River of Life shelter. Both Martin and Anderson have objected to the overall religious atmosphere of the River of Life shelter, including the Christian messaging on the shelter's intake form and the Christian iconography on the shelter walls. A city cannot,via the threat of prosecution,coerce an individual to attend religion-based treatment programs consistently with the Establishment Clause of the First Amendment. Inouye v. 35 576 18 MARTIN V. CITY OF BOISE Kemna, 504 F.3d 705, 712-13 (9th Cir. 2007). Yet at the conclusion of a 17-day stay at River of Life, or a 30-day stay at City Light, an individual may be forced to choose between sleeping outside on nights when Sanctuary is full(and risking arrest under the ordinances), or enrolling in BRM programming that is antithetical to his or her religious beliefs. The 17-day and 30-day limits are not the only BRM policies which functionally limit access to BRM facilities even when space is nominally available. River of Life also turns individuals away if they voluntarily leave the shelter before the 17-day limit and then attempt to return within 30 days. An individual who voluntarily leaves a BRM facility for any reason perhaps because temporary shelter is available at Sanctuary, or with friends or family, or in a hotel cannot immediately return to the shelter if circumstances change. Moreover,BRM's facilities may deny shelter to any individual who arrives after 5:30 pm, and generally will deny shelter to anyone arriving after 8:00 pm. Sanctuary, however, does not assign beds to persons on its waiting list until 9:00 pm. Thus, by the time a homeless individual on the Sanctuary waiting list discovers that the shelter has no room available, it may be too late to seek shelter at either BRM facility. So, even if we credit the City's evidence that BRM's facilities have never been "full," and that the City has never cited any person under the ordinances who could not obtain shelter "due to a lack of shelter capacity," there remains a genuine issue of material fact as to whether homeless individuals in Boise run a credible risk of being issued a citation on a night when Sanctuary is full and they have been. denied entry to a BRM facility for reasons other than shelter capacity. If so, then as a practical matter, no shelter is 36 577 MARTIN V. CITY OF BOISE 19 available. We note that despite the Shelter Protocol and the amendments to both ordinances,the City continues regularly to issue citations for violating both ordinances; during the first three months of 2015, the Boise Police Department issued over 175 such citations. The City argues that Martin faces little risk of prosecution under either ordinance because he has not lived in Boise since 2013. Martin states, however, that he is still homeless and still visits Boise several times a year to visit his minor son, and that he has continued to seek shelter at Sanctuary and River of Life. Although Martin may no longer spend enough time in Boise to risk running afoul of BRM's 17-day limit,he testified that he has unsuccessfully sought shelter at River of Life after being placed on Sanctuary's waiting list, only to discover later in the evening that Sanctuary had no available beds. Should Martin return to Boise to visit his son, there is a reasonable possibility that he might again seek shelter at Sanctuary, only to discover (after BRM has closed for the night)that Sanctuary has no space for him. Anderson, for his part, continues to live in Boise and states that he remains homeless. We conclude that both Martin and Anderson have demonstrated a genuine issue of material fact regarding whether they face a credible risk of prosecution under the ordinances in the future on a night when they have been denied access to Boise's homeless shelters; both plaintiffs therefore have standing to seek prospective relief. B. Heck v. Humphrey We turn next to the impact of Heck v. Humphrey and its progeny on this case. With regard to retrospective relief, the 37 578 20 MARTIN V. CITY OF BOISE plaintiffs maintain that Heck should not bar their claims because, with one exception, all of the plaintiffs were sentenced to time served.' It would therefore have been impossible for the plaintiffs to obtain federal habeas relief,as any petition for a writ of habeas corpus must be filed while the petitioner is "in custody pursuant to the judgment of a State court." See 28 U.S.C. § 2254(a); Spencer v. Kemna, 523 U.S. 1, 7, 17-18 (1998). With regard to prospective relief, the plaintiffs emphasize that they seek only equitable protection against future enforcement of an allegedly unconstitutional statute, and not to invalidate any prior conviction under the same statute. We hold that although the Heck line of cases precludes most — but not all — of the plaintiffs' requests for retrospective relief, that doctrine has no application to the plaintiffs' request for an injunction enjoining prospective enforcement of the ordinances. 1. The Heck Doctrine A long line of Supreme Court case law, beginning with Preiser v. Rodriguez, 411 U.S. 475 (1973), holds that a prisoner in state custody cannot use a § 1983 action to challenge the fact or duration of his or her confinement, but must instead seek federal habeas corpus relief or analogous state relief. Id. at 477, 500. Preiser considered whether a prison inmate could bring a § 1983 action seeking an injunction to remedy an unconstitutional deprivation of good- time conduct credits. Observing that habeas corpus is the traditional instrument to obtain release from unlawful 'Plaintiff Pamela Hawkes was convicted of violating the Camping Ordinance or Disorderly Conduct Ordinance on twelve occasions; although she was usually sentenced to time served, she was twice sentenced to one additional day in jail. 38 579 MARTIN V. CITY OF BOISE 21 confinement, Preiser recognized an implicit exception from § 1983's broad scope for actions that lie "within the core of habeas corpus" specifically, challenges to the "fact or duration" of confinement. Id. at 487, 500. The Supreme Court subsequently held, however, that although Preiser barred inmates from obtaining an injunction to restore good- time credits via a § 1983 action,Preiser did not"preclude a litigant with standing from obtaining by way of ancillary relief an otherwise proper injunction enjoining the prospective enforcement of invalid prison regulations." Wolff v. McDonnell, 418 U.S. 539, 555 (1974) (emphasis added). Heck addressed a § 1983 action brought by an inmate seeking compensatory and punitive damages. The inmate alleged that state and county officials had engaged in unlawful investigations and knowing destruction of exculpatory evidence. Heck, 512 U.S. at 479. The Court in Heck analogized a § 1983 action of this type, which called into question the validity of an underlying conviction, to a cause of action for malicious prosecution, id. at 483-84, and went on to hold that, as with a malicious prosecution claim, a plaintiff in such an action must demonstrate a favorable termination of the criminal proceedings before seeking tort relief, id. at 486-87. "[T]o recover damages for allegedly unconstitutional conviction or imprisonment, or for other harm caused by actions whose unlawfulness would render a conviction or sentence invalid, a§ 1983 plaintiff must prove that the conviction or sentence has been reversed on direct appeal, expunged by executive order, declared invalid by a state tribunal authorized to make such determination, or called into question by a federal court's issuance of a writ of habeas corpus." Id. 39 580 22 MARTIN V. CITY OF BOISE Edwards v.Balisok,520 U.S.641 (1997)extended Heck's holding to claims for declaratory relief. Id. at 648. The plaintiff in Edwards alleged that he had been deprived of earned good-time credits without due process of law,because the decisionmaker in disciplinary proceedings had concealed exculpatory evidence. Because the plaintiff's claim for declaratory relief was"based on allegations of deceit and bias on the part of the decisionmaker that necessarily imply the invalidity of the punishment imposed,"Edwards held, it was "not cognizable under§ 1983." Id. Edwards went on to hold, however,that a requested injunction requiring prison officials to date-stamp witness statements was not Heck-barred, reasoning that a "prayer for such prospective relief will not `necessarily imply' the invalidity of a previous loss of good- time credits, and so may properly be brought under § 1983." Id. (emphasis added). Most recently, Wilkinson v. Dotson, 544 U.S. 74 (2005), stated that Heck bars § 1983 suits even when the relief sought is prospective injunctive or declaratory relief, "if success in that action would necessarily demonstrate the invalidity of confinement or its duration." Id. at 81-82 (emphasis omitted). But Wilkinson held that the plaintiffs in that case could seek a prospective injunction compelling the state to comply with constitutional requirements in parole proceedings in the future. The Court observed that the prisoners' claims for future relief, "if successful, will not necessarily imply the invalidity of confinement or shorten its duration." Id. at 82. The Supreme Court did not, in these cases or any other, conclusively determine whether Heck's favorable-termination requirement applies to convicts who have no practical opportunity to challenge their conviction or sentence via a 40 581 MARTIN V. CITY OF BOISE 23 petition for habeas corpus. See Muhammad v. Close, 540 U.S. 749,752&n.2(2004). But in Spencer,five Justices suggested that Heck may not apply in such circumstances. Spencer, 523 U.S. at 3. The petitioner in Spencer had filed a federal habeas petition seeking to invalidate an order revoking his parole. While the habeas petition was pending, the petitioner's term of imprisonment expired, and his habeas petition was consequently dismissed as moot. Justice Souter wrote a concurring opinion in which three other Justices joined, addressing the petitioner's argument that if his habeas petition were mooted by his release,any§ 1983 action would be barred under Heck,yet he would no longer have access to a federal habeas forum to challenge the validity of his parole revocation. Id. at 18-19 (Souter, J., concurring). Justice Souter stated that in his view "Heck has no such effect," and that "a former prisoner, no longer 'in custody,' may bring a § 1983 action establishing the unconstitutionality of a conviction or confinement without being bound to satisfy a favorable-tei iiination requirement that it would be impossible as a matter of law for him to satisfy." Id. at 21. Justice Stevens,dissenting,stated that he would have held the habeas petition in Spencer not moot,but agreed that"[g]iven the Court's holding that petitioner does not have a remedy under the habeas statute, it is perfectly clear . . . that he may bring an action under 42 U.S.C. § 1983." Id. at 25 n.8 (Stevens, J., dissenting). Relying on the concurring and dissenting opinions in Spencer,we have held that the"unavailability of a remedy in habeas corpus because of mootness" permitted a plaintiff released from custody to maintain a § 1983 action for damages,"even though success in that action would imply the 41 582 24 MARTIN V. CITY OF BOISE invalidity of the disciplinary proceeding that caused revocation of his good-time credits." Nonnette v. Small, 316 F.3d 872, 876 (9th Cir. 2002). But we have limited Nonnette in recent years. Most notably, we held in Lyall v. City of Los Angeles, 807 F.3d 1178 (9th Cir. 2015),that even where a plaintiff had no practical opportunity to pursue federal habeas relief while detained because of the short duration of his confinement, Heck bars a § 1983 action that would imply the invalidity of a prior conviction if the plaintiff could have sought invalidation of the underlying conviction via direct appeal or state post-conviction relief,but did not do so. Id. at 1192 &n12. 2. Retrospective Relief Here, the majority of the plaintiffs' claims for retrospective relief are governed squarely by Lyall. It is undisputed that all the plaintiffs not only failed to challenge their convictions on direct appeal but expressly waived the right to do so as a condition of their guilty pleas. The plaintiffs have made no showing that any of their convictions were invalidated via state post-conviction relief. We therefore hold that all but two of the plaintiffs' claims for damages are foreclosed under Lyall. Two of the plaintiffs,however,Robert Martin and Pamela Hawkes, also received citations under the ordinances that were dismissed before the state obtained a conviction. Hawkes was cited for violating the Camping Ordinance on July 8, 2007; that violation was dismissed on August 28, 2007. Martin was cited for violating the Disorderly Conduct Ordinance on April 24, 2009; those charges were dismissed on September 9, 2009. With respect to these two incidents, the district court erred in finding that the plaintiffs' Eighth 42 583 MARTIN V. CITY OF BOISE 25 Amendment challenge was barred by Heck. Where there is no "conviction or sentence" that may be undermined by a grant of relief to the plaintiffs, the Heck doctrine has no application. 512 U.S. at 486-87; see also Wallace v. Kato, 549 U.S. 384, 393 (2007). Relying on Ingraham v. Wright, 430 U.S. 651, 664 (1977), the City argues that the Eighth Amendment, and the Cruel and Unusual Punishments Clause in particular,have no application where there has been no conviction. The City's reliance on Ingraham is misplaced. As the Supreme Court observed in Ingraham, the Cruel and Unusual Punishments Clause not only limits the types of punishment that may be imposed and prohibits the imposition of punishment grossly disproportionate to the severity of the crime, but also "imposes substantive limits on what can be made criminal and punished as such." Id. at 667. "This [latter] protection governs the criminal law process as a whole, not only the imposition of punishment postconviction." Jones, 444 F.3d at 1128. Ingraham concerned only whether "impositions outside the criminal process" in that case, the paddling of schoolchildren "constituted cruel and unusual punishment." 430 U.S. at 667. Ingraham did not hold that a plaintiff challenging the state's power to criminalize a particular status or conduct in the first instance, as the plaintiffs in this case do, must first be convicted. If conviction were a prerequisite for such a challenge,"the state could in effect punish individuals in the preconviction stages of the criminal law enforcement process for being or doing things that under the [Cruel and Unusual Punishments Clause] cannot be subject to the criminal process." Jones, 444 F.3d at 1129. For those rare Eighth Amendment 43 584 26 MARTIN V. CITY OF BOISE challenges concerning the state's very power to criminalize particular behavior or status, then, a plaintiff need demonstrate only the initiation of the criminal process against him, not a conviction. 3. Prospective Relief The district court also erred in concluding that the plaintiffs' requests for prospective injunctive relief were barred by Heck. The district court relied entirely on language in Wilkinson stating that "a state prisoner's § 1983 action is barred (absent prior invalidation) . . . no matter the relief sought (damages or equitable relief) . . . if success in that action would necessarily demonstrate the invalidity of confinement or its duration." Wilkinson, 544 U.S. at 81-82. The district court concluded from this language in Wilkinson that a person convicted under an allegedly unconstitutional statute may never challenge the validity or application of that statute after the initial criminal proceeding is complete, even when the relief sought is prospective only and independent of the prior conviction. The logical extension of the district court's interpretation is that an individual who does not successfully invalidate a first conviction under an unconstitutional statute will have no opportunity to challenge that statute prospectively so as to avoid arrest and conviction for violating that same statute in the future. Neither Wilkinson nor any other case in the Heck line supports such a result. Rather, Wolff, Edwards, and Wilkinson compel the opposite conclusion. Wolff held that although Preiser barred a § 1983 action seeking restoration of good-time credits absent a successful challenge in federal habeas proceedings, Preiser did not 44 585 MARTIN V. CITY OF BOISE 27 "preclude a litigant with standing from obtaining by way of ancillary relief an otherwise proper injunction enjoining the prospective enforcement of invalid . . . regulations." Wolff, 418 U.S. at 555. Although Wolff was decided before Heck, the Court subsequently made clear that Heck effected no change in the law in this regard, observing in Edwards that "[o]rdinarily, a prayer for . . . prospective [injunctive] relief will not `necessarily imply' the invalidity of a previous loss of good-time credits, and so may properly be brought under § 1983." Edwards, 520 U.S. at 648 (emphasis added). Importantly, the Court held in Edwards that although the plaintiff could not,consistently with Heck,seek a declaratory judgment stating that the procedures employed by state officials that deprived him of good-time credits were unconstitutional, he could seek an injunction barring such allegedly unconstitutional procedures in the future. Id. Finally, the Court noted in Wilkinson that the Heck line of cases "has focused on the need to ensure that state prisoners use only habeas corpus (or similar state)remedies when they seek to invalidate the duration of their confinement," Wilkinson, 544 U.S. at 81 (emphasis added), alluding to an existing confinement, not one yet to come. The Heck doctrine, in other words, serves to ensure the finality and validity of previous convictions, not to insulate future prosecutions from challenge. In context,it is clear that Wilkinson's holding that the Heck doctrine bars a § 1983 action "no matter the relief sought (damages or equitable relief) . . . if success in that action would necessarily demonstrate the invalidity of confinement or its duration" applies to equitable relief concerning an existing confinement, not to suits seeking to preclude an unconstitutional confinement in the future, arising from incidents occurring after any prior conviction and stemming 45 586 28 MARTIN V. CITY OF BOISE from a possible later prosecution and conviction. Id.at 81-82 (emphasis added). As Wilkinson held, "claims for future relief (which, if successful, will not necessarily imply the invalidity of confinement or shorten its duration)"are distant from the"core"of habeas corpus with which the Heck line of cases is concerned, and are not precluded by the Heck doctrine. Id. at 82. In sum,we hold that the majority of the plaintiffs' claims for retrospective relief are barred by Heck, but both Martin and Hawkes stated claims for damages to which Heck has no application. We further hold that Heck has no application to the plaintiffs' requests for prospective injunctive relief. C. The Eighth Amendment At last, we turn to the merits does the Cruel and Unusual Punishments Clause of the Eighth Amendment preclude the enforcement of a statute prohibiting sleeping outside against homeless individuals with no access to alternative shelter? We hold that it does, for essentially the same reasons articulated in the now-vacated Jones opinion. The Eighth Amendment states: "Excessive bail shall not be required, nor excessive fines imposed, nor cruel and unusual punishments inflicted." U.S. Const., amend. VIII. The Cruel and Unusual Punishments Clause "circumscribes the criminal process in three ways." Ingraham, 430 U.S. at 667. First, it limits the type of punishment the government may impose; second, it proscribes punishment "grossly disproportionate" to the severity of the crime; and third, it places substantive limits on what the government may criminalize. Id. It is the third limitation that is pertinent here. 46 587 MARTIN V. CITY OF BOISE 29 "Even one day in prison would be a cruel and unusual punishment for the `crime' of having a common cold." Robinson v. California, 370 U.S. 660, 667 (1962). Cases construing substantive limits as to what the government may criminalize are rare, however, and for good reason the Cruel and Unusual Punishments Clause's third limitation is "one to be applied sparingly." Ingraham, 430 U.S. at 667. Robinson, the seminal case in this branch of Eighth Amendment jurisprudence, held a California statute that "ma[de] the `status' of narcotic addiction a criminal offense" invalid under the Cruel and Unusual Punishments Clause. 370 U.S. at 666. The California law at issue in Robinson was "not one which punishe[d] a person for the use of narcotics, for their purchase, sale or possession, or for antisocial or disorderly behavior resulting from their administration"; it punished addiction itself. Id. Recognizing narcotics addiction as an illness or disease "apparently an illness which may be contracted innocently or involuntarily" and observing that a"law which made a criminal offense of. . . a disease would doubtless be universally thought to be an infliction of cruel and unusual punishment," Robinson held the challenged statute a violation of the Eighth Amendment. Id. at 666-67. As Jones observed,Robinson did not explain at length the principles underpinning its holding. See Jones, 444 F.3d at 1133. In Powell v. Texas, 392 U.S. 514(1968),however,the Court elaborated on the principle first articulated in Robinson. Powell concerned the constitutionality of a Texas law making public drunkenness a criminal offense. Justice Marshall, writing for a plurality of the Court, distinguished the Texas statute from the law at issue in Robinson on the 47 588 30 MARTIN V. CITY OF BOISE ground that the Texas statute made criminal not alcoholism but conduct — appearing in public while intoxicated. "[A]ppellant was convicted,not for being a chronic alcoholic, but for being in public while drunk on a particular occasion. The State of Texas thus has not sought to punish a mere status, as California did in Robinson; nor has it attempted to regulate appellant's behavior in the privacy of his own home." Id. at 532 (plurality opinion). The Powell plurality opinion went on to interpret Robinson as precluding only the criminalization of"status," not of "involuntary" conduct. "The entire thrust of Robinson's interpretation of the Cruel and Unusual Punishment Clause is that criminal penalties may be inflicted only if the accused has committed some act, has engaged in some behavior,which society has an interest in preventing,or perhaps in historical common law terms,has committed some actus reus. It thus does not deal with the question of whether certain conduct cannot constitutionally be punished because it is, in some sense, `involuntary' . . . ." Id. at 533. Four Justices dissented from the Court's holding in Powell; Justice White concurred in the result alone. Notably, Justice White noted that many chronic alcoholics are also homeless, and that for those individuals, public drunkenness may be unavoidable as a practical matter. "For all practical purposes the public streets may be home for these unfortunates, not because their disease compels them to be there,but because,drunk or sober, they have no place else to go and no place else to be when they are drinking. . . . For some of these alcoholics I would think a showing could be made that resisting drunkenness is impossible and that avoiding public places when intoxicated is also impossible. As applied to them this statute is in effect a law which bans 48 589 MARTIN V. CITY OF BOISE 31 a single act for which they may not be convicted under the Eighth Amendment the act of getting drunk." Id, at 551 (White, J., concurring in the judgment). The four dissenting Justices adopted a position consistent with that taken by Justice White: that under Robinson, "criminal penalties may not be inflicted upon a person for being in a condition he is powerless to change," and that the defendant, "once intoxicated, . . . could not prevent himself from appearing in public places." Id. at 567 (Fortas, J., dissenting). Thus, five Justices gleaned from Robinson the principle that"that the Eighth Amendment prohibits the state from punishing an involuntary act or condition if it is the unavoidable consequence of one's status or being." Jones, 444 F.3d at 1135; see also United States v. Roberston, 875 F.3d 1281, 1291 (9th Cir. 2017). This principle compels the conclusion that the Eighth Amendment prohibits the imposition of criminal penalties for sitting, sleeping, or lying outside on public property for homeless individuals who cannot obtain shelter. As Jones reasoned, "[w]hether sitting, lying, and sleeping are defined as acts or conditions, they are universal and unavoidable consequences of being human." Jones, 444 F.3d at 1136. Moreover, any "conduct at issue here is involuntary and inseparable from status they are one and the same, given that human beings are biologically compelled to rest,whether by sitting,lying,or sleeping." Id. As a result,just as the state may not criminalize the state of being "homeless in public places," the state may not "criminalize conduct that is an unavoidable consequence of being homeless — namely sitting, lying, or sleeping on the streets." Id, at 1137. 49 590 32 MARTIN V. CITY OF BOISE Our holding is a narrow one. Like the Jones panel, "we in no way dictate to the City that it must provide sufficient shelter for the homeless, or allow anyone who wishes to sit, lie, or sleep on the streets . . . at any time and at any place." Id. at 1138. We hold only that"so long as there is a greater number of homeless individuals in [a jurisdiction] than the number of available beds [in shelters]," the jurisdiction cannot prosecute homeless individuals for "involuntarily sitting, lying, and sleeping in public." Id. That is, as long as there is no option of sleeping indoors,the government cannot criminalize indigent, homeless people for sleeping outdoors, on public property, on the false premise they had a choice in the matter.' We are not alone in reaching this conclusion. As one court has observed,"resisting the need to eat, sleep or engage in other life-sustaining activities is impossible. Avoiding public places when engaging in this otherwise innocent conduct is also impossible. . . . As long as the homeless plaintiffs do not have a single place where they can lawfully be,the challenged ordinances,as applied to them, effectively $ Naturally, our holding does not cover individuals who do have access to adequate temporary shelter, whether because they have the means to pay for it or because it is realistically available to them for free, but who choose not to use it. Nor do we suggest that a jurisdiction with insufficient shelter can never criminalize the act of sleeping outside. Even where shelter is unavailable, an ordinance prohibiting sitting, lying, or sleeping outside at particular times or in particular locations might well be constitutionally permissible. See Jones,444 F.3d at 1123. So,too,might an ordinance barring the obstruction of public rights of way or the erection of certain structures. Whether some other ordinance is consistent with the Eighth Amendment will depend,as here,on whether it punishes a person for lacking the means to live out the "universal and unavoidable consequences of being human"in the way the ordinance prescribes. Id. at 1136. 50 591 MARTIN V. CITY OF BOISE 33 punish them for something for which they may not be convicted under the [E]ighth [A]mendment sleeping, eating and other innocent conduct." Pottinger v. City of Miami, 810 F. Supp. 1551, 1565 (S.D. Fla. 1992); see also Johnson v. City of Dallas, 860 F. Supp. 344, 350 (N.D. Tex. 1994)(holding that a"sleeping in public ordinance as applied against the homeless is unconstitutional"), rev'd on other grounds, 61 F.3d 442 (5th Cir. 1995).9 Here, the two ordinances criminalize the simple act of sleeping outside on public property, whether bare or with a blanket or other basic bedding. The Disorderly Conduct Ordinance,on its face,criminalizes"[o]ccupying,lodging,or sleeping in any building,structure or place,whether public or private" without permission. Boise City Code § 6-01-05. Its scope is just as sweeping as the Los Angeles ordinance at issue in Jones,which mandated that"[n]o person shall sit, lie or sleep in or upon any street, sidewalk or other public way." 444 F.3d at 1123. The Camping Ordinance criminalizes using "any of the streets, sidewalks, parks or public places as a camping place 9 In Joel v. City of Orlando,232 F.3d 1353, 1362 (11th Cir. 2000), the Eleventh Circuit upheld an anti-camping ordinance similar to Boise's against an Eighth Amendment challenge. In Joel,however,the defendants presented unrefuted evidence that the homeless shelters in the City of Orlando had never reached capacity and that the plaintiffs had always enjoyed access to shelter space. Id. Those unrefuted facts were critical to the court's holding. Id. As discussed below,the plaintiffs here have demonstrated a genuine issue of material fact concerning whether they have been denied access to shelter in the past or expect to be so denied in the future. Joel therefore does not provide persuasive guidance for this case. 51 592 34 MARTIN V. CITY OF BOISE at any time." Boise City Code § 9-10-02, The ordinance defines "camping"broadly: The term"camp"or"camping"shall mean the use of public property as a temporary or pei manent place of dwelling, lodging, or residence, or as a living accommodation at anytime between sunset and sunrise, or as a sojourn. Indicia of camping may include, but are not limited to, storage of personal belongings, using tents or other temporary structures for sleeping or storage of personal belongings, carrying on cooking activities or making any fire in an unauthorized area, or any of these activities in combination with one another or in combination with either sleeping or making preparations to sleep (including the laying down of bedding for the purpose of sleeping). Id. It appears from the record that the Camping Ordinance is frequently enforced against homeless individuals with some elementary bedding, whether or not any of the other listed indicia of"camping" the erection of temporary structures, the activity of cooking or making fire, or the storage of personal property—are present. For example,a Boise police officer testified that he cited plaintiff Pamela Hawkes under the Camping Ordinance for sleeping outside "wrapped in a blanket with her sandals off and next to her," for sleeping in a public restroom "with blankets,"and for sleeping in a park "on a blanket, wrapped in blankets on the ground." The Camping Ordinance therefore can be, and allegedly is, enforced against homeless individuals who take even the most rudimentary precautions to protect themselves from the 52 593 MARTIN V. CITY OF BOISE 35 elements. We conclude that a municipality cannot criminalize such behavior consistently with the Eighth Amendment when no sleeping space is practically available in any shelter. III. Conclusion For the foregoing reasons, we AFFIRM the judgment of the district court as to the plaintiffs'requests for retrospective relief, except as such claims relate to Hawkes's July 2007 citation under the Camping Ordinance and Martin's April 2009 citation under the Disorderly Conduct Ordinance. We REVERSE and REMAND with respect to the plaintiffs' requests for prospective relief, both declaratory and injunctive,and to the plaintiffs'claims for retrospective relief insofar as they relate to Hawkes' July 2007 citation or Martin's April 2009 citation.10 10 Costs shall be awarded to the plaintiffs. 53 594 36 MARTIN V. CITY OF BOISE OWENS, Circuit Judge, concurring in part and dissenting in part: I agree with the majority that the doctrine of Heck v. Humphrey, 512 U.S. 477 (1994), bars the plaintiffs' 42 U.S.C. § 1983 claims for damages that are based on convictions that have not been challenged on direct appeal or invalidated in state post-conviction relief. See Lyall v. City of Los Angeles, 807 F.3d 1178, 1192 n.12 (9th Cir. 2015). I also agree that Heck and its progeny have no application where there is no "conviction or sentence" that would be undermined by granting a plaintiff's request for relief under § 1983. Heck, 512 U.S. at 486-87;see also Wallace v. Kato, 549 U.S. 384, 393 (2007). I therefore concur in the majority's conclusion that Heck does not bar plaintiffs Robert Martin and Pamela Hawkes from seeking retrospective relief for the two instances in which they received citations,but not convictions. I also concur in the majority's Eighth Amendment analysis as to those two claims for retrospective relief. Where I part ways with the majority is in my understanding of Heck's application to the plaintiffs' claims for declaratory and injunctive relief. In Wilkinson v. Dotson, 544 U.S. 74 (2005), the Supreme Court explained where the Heck doctrine stands today: [A] state prisoner's § 1983 action is barred (absent prior invalidation)—no matter the relief sought(damages or equitable relief),no matter the target of the prisoner's suit (state conduct leading to conviction or internal prison proceedings)—if success in that action 54 595 MARTIN V. CITY OF BOISE 37 would necessarily demonstrate the invalidity of confinement or its duration. Id. at 81-82. Here,the majority acknowledges this language in Wilkinson, but concludes that Heck's bar on any type of relief that "would necessarily demonstrate the invalidity of confinement" does not preclude the prospective claims at issue. The majority reasons that the purpose of Heck is "to ensure the finality and validity of previous convictions,not to insulate future prosecutions from challenge," and so concludes that the plaintiffs'prospective claims may proceed. I respectfully disagree. A declaration that the city ordinances are unconstitutional and an injunction against their future enforcement necessarily demonstrate the invalidity of the plaintiffs'prior convictions. Indeed, any time an individual challenges the constitutionality of a substantive criminal statute under which he has been convicted, he asks for a judgment that would necessarily demonstrate the invalidity of his conviction. And though neither the Supreme Court nor this court has squarely addressed Heck's application to § 1983 claims challenging the constitutionality of a substantive criminal statute, I believe Edwards v.Balisok,520 U.S.641 (1997),makes clear that Heck prohibits such challenges. In Edwards, the Supreme Court explained that although our court had recognized that Heck barred § 1983 claims challenging the validity of a prisoner's confinement"as a substantive matter," it improperly distinguished as not Heck-barred all claims alleging only procedural violations. 520 U.S. at 645. In holding that Heck also barred those procedural claims that would necessarily imply the invalidity of a conviction, the Court did not question our conclusion that claims challenging a conviction "as a substantive matter" are barred by Heck. 55 596 38 MARTIN V. CITY OF BOISE Id.; see also Wilkinson, 544 U.S. at 82 (holding that the plaintiffs' claims could proceed because the relief requested would only "render invalid the state procedures" and "a favorable judgment [would] not `necessarily imply the invalidity of[their] conviction[s] or sentence[s]"' (emphasis added) (quoting Heck, 512 U.S. at 487)). Edwards thus leads me to conclude that an individual who was convicted under a criminal statute, but who did not challenge the constitutionality of the statute at the time of his conviction through direct appeal or post-conviction relief, cannot do so in the first instance by seeking declaratory or injunctive relief under § 1983. See Abusaid v. Hillsborough Cty. Bd. of Cty. Comm'rs,405 F.3d 1298, 1316 n.9 (11th Cir. 2005) (assuming that a §1983 claim challenging "the constitutionality of the ordinance under which[the petitioner was convicted]" would be Heck-barred). I therefore would hold that Heck bars the plaintiffs' claims for declaratory and injunctive relief. We are not the first court to struggle applying Heck to "real life examples," nor will we be the last. See, e.g., Spencer v. Kemna, 523 U.S. 1, 21 (1998) (Ginsburg, J., concurring)(alterations and internal quotation marks omitted) (explaining that her thoughts on Heck had changed since she joined the majority opinion in that case). If the slate were blank, I would agree that the majority's holding as to prospective relief makes good sense. But because I read Heck and its progeny differently, I dissent as to that section of the majority's opinion. I otherwise join the majority in full. 56 597 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 9:10 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Homeless Shelter Meetings AGENDA COMMENT From: Donna Stark<donna@sparkleanlaundry.com> Sent: Wednesday, April 17, 2019 9:06 AM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Homeless Shelter Meetings Good Morning: I am wondering if it is possible to schedule the meetings for the Proposed Homeless Shelter with perhaps a little more notice and more convenient times for those of us that work. The Meeting that was scheduled on Monday 4/15 was a 3:30pm start. Just heard that there is another meeting scheduled for tomorrow 4/18 at 4pm. Is it possible to schedule a meeting with more notice and a 6 or 7:00pm start time by any chance. That will allow residents more notice than 1 day and a start time that more residents can perhaps attend. I was interested to hear about the suggestion of building offices for City Hall Staff in the proposed building that the City of HB is planning to buy and having the shelter at City Hall. Sounds like all the resources that will be needed on Pipeline which is across town won't be needed if the shelter is in City Hall. Thank you so much. Hope everyone has a great day. It is beautiful outside. bonna Stark Sparklean Laundry donnaT sparkleanictundry.com www.sparkieanlaundry.com 800-960-1627 Fax 562-286-5228 https://sparkleanlaundry.com/laundry-home-delivery-service/ https://youtu.be/idd-xFIF2Kq A 1) 14 Y "A thousand words will not leave so deep an impression as one deed." - Henrik Ibsen 1 57 This e-mail message and any documents accompanying this transmission may contain confidential information and are intended solely for the addressee (s) named above. If you are not the intended addressee/recipient, any use of, disclosure, copying, distribution, or reliance on the contents of this e-mail information is strictly prohibited. Please reply to the sender advising of the error in transmission and immediately delete/destroy the message and any accompanying documents. 2 58 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 8:56 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Homeless Shelter off of Pipeline- Huntington Beach Importance: High AGENDA COMMENT From: Callie Payetta <clynnp20@gmail.com> Sent: Wednesday, April 17, 2019 8:34 AM To: CITY COUNCIL<city.council@surfcity-hb.org> Cc: Carla Seals<manager@industrialformulatorsinc.com> Subject: Homeless Shelter off of Pipeline - Huntington Beach Importance: High Good morning all, I am emailing today as a concerned home owner of Huntington Beach. My office recently received word that there is discussion of putting a homeless shelter, 75-90 beds, down the street from where we work. There are three of us young females that are alone in our office building seven days a week. Unfortunately, we have already encountered problems with homeless in this area without there being a shelter near by. And therefore we would like to protest this location/idea. If you could please send me information on the meeting tomorrow at 4:00 pm. Where this meeting is taking place, will we be able to express our feelings on the matter and anything else we need to know prior to arriving. Thank you. Regards, Callie Payetta Sports Management Graduate 2017 California State University, Long Beach clynnp20gmail.com 714.390.6344 59 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 8:02 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Homeless Shelter-VOTE NO AGENDA COMMENT From:Taylor Haug<taylorhaug@gmail.com> Sent:Wednesday,April 17, 2019 8:00 AM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Homeless Shelter-VOTE NO As a resident of the Island Track,homeowner, and taxpayer of Huntington Beach, I urge the city council to vote NO on the proposed Homeless Shelter at Pipeline Drive. To push up the vote,just three days after the last meeting, at 4PM on Thursday, during Spring Break, does not give enough notice to your jurisdiction's people to voice their opinion, in opposition for or against. Several questions have yet to be answered in FULL; 1. What is the success rate of Mercy House and the "clients" that are accepted? 2. Do Navigation Centers reduce homelessness in surrounding areas? 3. Does crime in the local surrounding neighborhoods reduced do to Navigation Centers? 4. What is the funding source? 5. Will this Navigation Center go on in perpetuity? 6. The surrounding neighborhoods, property owners, business owners, whose property values and ability to make money whom will be adversely affected get any subsidies? 7. How will tenant improvements be paid? 8. What are the payment parameters to the operator? 9. How will ongoing maintenance and capital improvements continually be funded, when other sources of the City functions are being cut? See future liabilities, increasing deficits, hiring freezes. 10. Will the funds be taken out of the City Charter-required "15%" infrastructure fund? If yes, what about our already broken roads (see Edinger from Saybrook to Graham as a great example)? 11. Why the sudden increase in potential bed count(75-105) and allocated stay time (180 days)? 12. What is the cost per head? 13. Will there be any tax increases to our city to help fund the Navigation center? There are many, many more that your cities tax-paying citizens have a right to know, prior to shoving this Navigation Center through at the cost of your constituents. Taylor Haug 1 60 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 7:54 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Latest Navigation center proposal on Pipeline AGENDA COMMENT From: Rich Johnson <rjohnson@johnsonmfginc.com> Sent:Tuesday, April 16, 2019 5:54 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Latest Navigation center proposal on Pipeline To all Council members: I'm asking for your"NO"vote on the proposal this Thursday. We are reacting too fast to the lawsuit threat, more due diligence is needed. Thank you for your service to our city. Rich Johnson A.R.Johnson Facilities Manager 714 903 0393 X 103 Fax 714 903 0394 Johnson Manufacturing 15201 Connector Lane • Huntington Beach, CA 92649 www.johnsonmfginc.com "PLEASE NOTE:The preceding information may be confidential or privileged. It only should be used or disseminated for the purpose of conducting business with Johnson Manufacturing Inc. If you are not an intended recipient, please notify the sender by replying to this message and then delete the information from your system.Thank you for your cooperation." ITAR NOTICE:This email may contain technical data which may be controlled by the US International Traffic and Arms Regulation(ITAR)22 CFR part 120-130 or Export Administration Regulations(EAR)15 CFR part 730-744.If this data is determined to be ITAR controlled,such data may not be transmitted,shared,or provided to any foreign party or entity either verbally or visually without proper licenses from State Department.It is your responsibility to assure this item can be legally shared with another party. 1 61 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 7:52 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Homeless Shelter on Pipeline AGENDA COMMENT Original Message From: RichardSara Mathis<rsmathis@msn.com> Sent:Tuesday,April 16, 2019 7:34 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Homeless Shelter on Pipeline I am AGAINST the proposed homeless shelter on Pipeline. We have been the victim of petty theft and it's been due to the random homeless young adults and addicts roaming our neighborhoods. Why should we be subjected to more of this?A state solution is needed not shelters in every city,to shift it to a local problem. Do the right thing here and do NOT approve this homeless shelter. Sara Mathis Sims Lane Sent from my 'Phone 1 62 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 7:52 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Navigational Center Vote AGENDA COMMENT Original Message From: Shannon Young<brad2shannon@yahoo.com> Sent:Tuesday,April 16, 2019 9:20 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Navigational Center Vote So you guys are changing the time to vote for April 18. This does not give residents enough time to get down to the meeting and vote. What happened to the vote meeting scheduled for May 6, 2019?Why do you keep changing it? Our school districts are on Spring Break in FIB. Some teachers& staff that live &work in the hIB area May not have the chance to vote. BTW, I vote NO for the navigational center on pipeline Lane.Thank you, Shannon Young Sent from my iPhone 1 63 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 7:52 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Homeless shelter. *NAVIGATION CENTER* AGENDA COMMENT From: Dance West<dancewestinfo@gmail.com> Sent:Tuesday, April 16, 2019 9:20 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Homeless shelter. *NAVIGATION CENTER* To whom this may concern, I am a resident here in Huntington beach for over 30 years and have worked very hard to buy our home here which we did 19 years ago. I have listened to both sides and am really concerned about having this shelter even be a possibility this close to my home. This city has changed so much over the years. I use to be so proud to say I live here. Now with all the high density building and now this proposal of a shelter within 2 miles of my home I'm so embarrassed, scared and very angry. We voted you all in to make this a better city and yet it's gone to sh@t!!! I'm am constantly harassed by homeless people in local parking lots when I shop and I have had an incident where they have come into my back yard and banged on my door. I dont feel safe anymore. Having a shelter this close to schools and homes cant be a good idea. I'm sure none of you live anywhere near the proposed site. I am so disgusted with what this beautiful city has become. I definitely will keep who is in office if this passes the next time I vote. Monique Melton 64 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 7:51 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Navigation Center AGENDA COMMENT From: dad2st@aol.com <dad2st@aol.com> Sent: Wednesday,April 17, 2019 1:56 AM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Navigation Center To all council members, My wife and I have voiced our concerns many times since we first learned on 3-29-2019 of a proposed homeless shelter in the newspaper. I have read all available information. I have family that works in the "social services field" for many years. I realize a viable solution must be reached. But to vote on such an important issue in this manner, as soon as 4-18-2019 during spring break at 4 pm?. Unbelievable. I URGE you all to vote NO. Thank you, Chuck Burns and family Hunt Beach 714 369-7384 1 65 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 11:25 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: HOMELESS SHELTER PROPOSAL AGENDA COMMENT From: OBRIEN, Lisa <Iisa.obrien@airgas.com> Sent: Wednesday, April 17, 2019 11:18 AM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: HOMELESS SHELTER PROPOSAL Ladies and Gentlemen You have your positions due to Huntington Beach residents who voted for you and this is how you choose to represent us and our children. Calling a meeting, hoping we will not have a voice. Homeless shelters do not belong near children. I hope to see you tonight. Lisa O'Brien I Operations Accounts Receivable Specialist I West Division I Airgas an Air Liquide company 3737 Worsham Ave., Long Beach, CA 90808 I Office: (562) 627-3022 I lisaobrien a(�airgas.com Find it with us, anytime, anywhere at Airgas.com 1 66 • Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 11:40"AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: No on homeless shelter in Huntington Beach AGENDA COMMENT Original Message From: Rose<rcerda68@gmail.com> Sent: Wednesday,April 17, 2019 11:39 AM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: No on homeless shelter in Huntington Beach We have 3 kids 7,8 and 9 at Circle view with an "open campus" concept.We bought our home in 2105 close to this particular school.This would be very dangerous to our children and schools. Please move it somewhere away from our children. I can be reached directly at number below if you need any clarification. Your help stopping this would be greatly appreciated. Thank you,. Rose Cerda 323 974-3418 1 67 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 1:28 PM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Vote no AGENDA COMMENT Original Message From: Donna Davis<dzdeal@icloud.com> Sent:Wednesday, April 17, 2019 12:24 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject:Vote no We do not need the expensive of a homeless shelter. We are providing services now. Please vote no. Donna Davis Derby Circle Sent from my 'Phone 1 68 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 1:29 PM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Navigation Center AGENDA COMMENT Original Message From: Virginia Bean<ginnybean1969@icloud.com> Sent: Wednesday,April 17, 2019 11:33 AM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Navigation Center Dear City Council, Please I implore you not to build this center within the close distance of the schools, Children's areas and daycares. What makes this location any different from the other one?This is not the right place. We need to look at alternative areas for this center. We also need to figure out how this is going to be paid for.Your rushing this, it needs more background work. Based on information that's being circulated this will not be for the homeless that are in our city. I live near these locations and our area had been neglected for some time. We deal with the Bella Terra high rise apartments and the extra traffic that it brings.Why is it that everything is being done in north Huntington Beach? Sincerely, Ginny Bean Sent from my iPhone 1 69 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 1:47 PM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Proposed Homeless Shelter AGENDA COMMENT From: Bonnie McKee<bonmckee48@gmail.com> Sent: Wednesday, April 17, 2019 1:39 PM To:CITY COUNCIL<city.council@surfcity-hb.org> Subject: Proposed Homeless Shelter Dear City Councilmen, I am unable to attend the meeting tomorrow at 4:00 since I work but I wanted to make sure I loudly voiced my opinion regarding the proposed homeless shelter. I am deeply disturbed regarding the proximity to our children, our homes, our lives. This is NOT fair!!!! I grew up behind Grace Lutheran and live near Marina Park now. I am a single mother and I am not sleeping at night in fear of my safety and for the fear of my child! This can NOT happen! Sincerely, Bonnie McKee 714-902-8438 1 70 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 9:10 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Homeless Shelter Meetings AGENDA COMMENT From: Donna Stark<donna@sparkleanlaundry.com> Sent:Wednesday, April 17, 2019 9:06 AM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Homeless Shelter Meetings Good Morning: I am wondering if it is possible to schedule the meetings for the Proposed Homeless Shelter with perhaps a little more notice and more convenient times for those of us that work. The Meeting that was scheduled on Monday 4/15 was a 3:30pm start. Just heard that there is another meeting scheduled for tomorrow 4/18 at 4pm. Is it possible to schedule a meeting with more notice and a 6 or 7:00pm start time by any chance. That will allow residents more notice than 1 day and a start time that more residents can perhaps attend. I was interested to hear about the suggestion of building offices for City Hall Staff in the proposed building that the City of HB is planning to buy and having the shelter at City Hall. Sounds like all the resources that will be needed on Pipeline which is across town won't be needed if the shelter is in City Hall. Thank you so much. Hope everyone has a great day. It is beautiful outside. Donna Stark Sparklean Laundry donna@sparkleanlaundry.com www.sparkleanlaundry.com 800-960-1627 Fax 562-286-5228 https://sparkleanlaundry.com/laundry-home-delivery-service/ https://youtu.be/idd-xFIF2Kg f A 44 H t) li Y "A thousand words will not leave so deep an impression as one deed." - Henrik Ibsen i This e-mail message and any documents accompanying this transmission may contain confidential information and are intended solely for the addressee (s) named above. If you are not the intended addressee/recipient, any use of, disclosure, copying, distribution, or reliance on the contents of this e-mail information is strictly prohibited. Please reply to the sender advising of the error in transmission and immediately delete/destroy the message and any accompanying documents. 2 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 8:56 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Homeless Shelter off of Pipeline- Huntington Beach Importance: High AGENDA COMMENT From:Callie Payetta <clynnp20@gmail.com> Sent:Wednesday, April 17, 2019 8:34 AM To: CITY COUNCIL<city.council@surfcity-hb.org> Cc:Carla Seals<manager@industrialformulatorsinc.com> Subject: Homeless Shelter off of Pipeline- Huntington Beach Importance: High Good morning all, I am emailing today as a concerned home owner of Huntington Beach. My office recently received word that there is discussion of putting a homeless shelter, 75-90 beds, down the street from where we work. There are three of us young females that are alone in our office building seven days a week. Unfortunately, we have already encountered problems with homeless in this area without there being a shelter near by. And therefore we would like to protest this location/idea. If you could please send me information on the meeting tomorrow at 4:00 pm. Where this meeting is taking place, will we be able to express our feelings on the matter and anything else we need to know prior to arriving. Thank you. Regards, Callie Payetta Sports Management Graduate 2017 California State University, Long Beach clynnp20@gmail.com 714.390.6344 i Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 8:02 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Homeless Shelter-VOTE NO AGENDA COMMENT From:Taylor Haug<taylorhaug@gmail.com> Sent: Wednesday,April 17, 2019 8:00 AM To:CITY COUNCIL<city.council@surfcity-hb.org> Subject: Homeless Shelter-VOTE NO As a resident of the Island Track, homeowner, and taxpayer of Huntington Beach, I urge the city council to vote NO on the proposed Homeless Shelter at Pipeline Drive. To push up the vote,just three days after the last meeting, at 4PM on Thursday, during Spring Break, does not give enough notice to your jurisdiction's people to voice their opinion, in opposition for or against. Several questions have yet to be answered in FULL; 1. What is the success rate of Mercy House and the "clients" that are accepted? 2. Do Navigation Centers reduce homelessness in surrounding areas? 3. Does crime in the local surrounding neighborhoods reduced do to Navigation Centers? 4. What is the funding source? 5. Will this Navigation Center go on in perpetuity? 6. The surrounding neighborhoods, property owners, business owners, whose property values and ability to make money whom will be adversely affected get any subsidies? 7. How will tenant improvements be paid? 8. What are the payment parameters to the operator? 9. How will ongoing maintenance and capital improvements continually be funded, when other sources of the City functions are being cut? See future liabilities, increasing deficits, hiring freezes. 10. Will the funds be taken out of the City Charter-required "15%" infrastructure fund? If yes, what about our already broken roads (see Edinger from Saybrook to Graham as a great example)? 11. Why the sudden increase in potential bed count(75-105) and allocated stay time (180 days)? 12. What is the cost per head? 13. Will there be any tax increases to our city to help fund the Navigation center? There are many, many more that your cities tax-paying citizens have a right to know, prior to shoving this Navigation Center through at the cost of your constituents. Taylor Haug i Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 7:54 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Latest Navigation center proposal on Pipeline AGENDA COMMENT From: Rich Johnson <rjohnson@johnsonmfginc.com> Sent:Tuesday, April 16, 2019 5:54 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Latest Navigation center proposal on Pipeline To all Council members: I'm asking for your"NO"vote on the proposal this Thursday. We are reacting too fast to the lawsuit threat, more due diligence is needed. Thank you for your service to our city. Rich Johnson A.R.Johnson Facilities Manager 714 903 0393 X 103 Fax 714 903 0394 Johnson Manufacturing 15201 Connector Lane Huntington Beach, CA 92649 www.johnsonmfginc.com "PLEASE NOTE:The preceding information may be confidential or privileged. It only should be used or disseminated for the purpose of conducting business with Johnson Manufacturing Inc. If you are not an intended recipient,please notify the sender by replying to this message and then delete the information from your system.Thank you for your cooperation." ITAR NOTICE:This email may contain technical data which may be controlled by the US International Traffic and Arms Regulation(ITAR)22 CFR part 120-130 or Export Administration Regulations(EAR)15 CFR part 730-744.If this data is determined to be ITAR controlled,such data may not be transmitted,shared,or provided to any foreign party or entity either verbally or visually without proper licenses from State Department.It is your responsibility to assure this item can be legally shared with another party. 1 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 7:52 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Homeless Shelter on Pipeline AGENDA COMMENT Original Message From: RichardSara Mathis<rsmathis@msn.com> Sent: Tuesday,April 16, 2019 7:34 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Homeless Shelter on Pipeline I am AGAINST the proposed homeless shelter on Pipeline. We have been the victim of petty theft and it's been due to the random homeless young adults and addicts roaming our neighborhoods. Why should we be subjected to more of this?A state solution is needed not shelters in every city, to shift it to a local problem. Do the right thing here and do NOT approve this homeless shelter. Sara Mathis Sims Lane Sent from my iPhone 1 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 7:52 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Navigational Center Vote AGENDA COMMENT Original Message From: Shannon Young<brad2shannon@yahoo.com> Sent: Tuesday,April 16, 2019 9:20 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Navigational Center Vote So you guys are changing the time to vote for April 18.This does not give residents enough time to get down to the meeting and vote. What happened to the vote meeting scheduled for May 6, 2019?Why do you keep changing it? Our school districts are on Spring Break in HB. Some teachers&staff that live &work in the HB area May not have the chance to vote. BTW, I vote NO for the navigational center on pipeline Lane.Thank you, Shannon Young Sent from my iPhone 1 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 7:52 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Homeless shelter. *NAVIGATION CENTER* AGENDA COMMENT From: Dance West<dancewestinfo@gmail.com> Sent:Tuesday,April 16, 2019 9:20 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Homeless shelter. *NAVIGATION CENTER* To whom this may concern, I am a resident here in Huntington beach for over 30 years and have worked very hard to buy our home here which we did 19 years ago. I have listened to both sides and am really concerned about having this shelter even be a possibility this close to my home. This city has changed so much over the years. I use to be so proud to say I live here. Now with all the high density building and now this proposal of a shelter within 2 miles of my home I'm so embarrassed, scared and very angry. We voted you all in to make this a better city and yet it's gone to sh@t!!! I'm am constantly harassed by homeless people in local parking lots when I shop and I have had an incident where they have come into my back yard and banged on my door. I dont feel safe anymore. Having a shelter this close to schools and homes cant be a good idea. I'm sure none of you live anywhere near the proposed site. I am so disgusted with what this beautiful city has become. I definitely will keep who is in office if this passes the next time I vote. Monique Melton i Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 7:51 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Navigation Center AGENDA COMMENT From: dad2st@aol.com <dad2st@aol.com> Sent: Wednesday,April 17, 2019 1:56 AM To:CITY COUNCIL<city.council@surfcity-hb.org> Subject: Navigation Center To all council members, My wife and I have voiced our concerns many times since we first learned on 3-29-2019 of a proposed homeless shelter in the newspaper. I have read all available information. I have family that works in the "social services field" for many years. I realize a viable solution must be reached. But to vote on such an important issue in this manner, as soon as 4-18-2019 during spring break at 4 pm?. Unbelievable. I URGE you all to vote NO. Thank you, Chuck Burns and family Hunt Beach 714 369-7384 1 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 11:25 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: HOMELESS SHELTER PROPOSAL AGENDA COMMENT From: OBRIEN, Lisa <lisa.obrien@airgas.com> Sent: Wednesday,April 17, 2019 11:18 AM To:CITY COUNCIL<city.council@surfcity-hb.org> Subject: HOMELESS SHELTER PROPOSAL Ladies and Gentlemen You have your positions due to Huntington Beach residents who voted for you and this is how you choose to represent us and our children. Calling a meeting, hoping we will not have a voice. Homeless shelters do not belong near children. I hope to see you tonight. Lisa O'Brien I Operations Accounts Receivable Specialist I West Division I Airgas an Air Liquide company 3737 Worsham Ave., Long Beach, CA 90808 I Office: (562) 627-3022 I lisaobrienaairgas.com Find it with us, anytime, anywhere at Airgas.com 1 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 11:40 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: No on homeless shelter in Huntington Beach AGENDA COMMENT Original Message From: Rose<rcerda68@gmail.com> Sent: Wednesday, April 17, 2019 11:39 AM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: No on homeless shelter in Huntington Beach We have 3 kids 7,8 and 9 at Circle view with an "open campus" concept.We bought our home in 2105 close to this particular school.This would be very dangerous to our children and schools. Please move it somewhere away from our children. I can be reached directly at number below if you need any clarification. Your help stopping this would be greatly appreciated. Thank you,, Rose Cerda 323 974-3418 1 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 1:28 PM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Vote no AGENDA COMMENT Original Message From: Donna Davis<dzdeal@icloud.com> Sent: Wednesday, April 17, 2019 12:24 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Vote no We do not need the expensive of a homeless shelter.We are providing services now. Please vote no. Donna Davis Derby Circle Sent from my iPhone 1 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 1:29 PM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Navigation Center AGENDA COMMENT Original Message From:Virginia Bean <ginnybean1969@icloud.com> Sent: Wednesday, April 17, 2019 11:33 AM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Navigation Center Dear City Council, Please I implore you not to build this center within the close distance of the schools, Children's areas and daycares. What makes this location any different from the other one?This is not the right place. We need to look at alternative areas for this center. We also need to figure out how this is going to be paid for.Your rushing this, it needs more background work. Based on information that's being circulated this will not be for the homeless that are in our city. I live near these locations and our area had been neglected for some time. We deal with the Bella Terra high rise apartments and the extra traffic that it brings. Why is it that everything is being done in north Huntington Beach? Sincerely, Ginny Bean Sent from my iPhone 1 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 1:47 PM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Proposed Homeless Shelter AGENDA COMMENT From: Bonnie McKee<bonmckee48@gmail.com> Sent:Wednesday, April 17, 2019 1:39 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Proposed Homeless Shelter Dear City Councilmen, I am unable to attend the meeting tomorrow at 4:00 since I work but I wanted to make sure I loudly voiced my opinion regarding the proposed homeless shelter. I am deeply disturbed regarding the proximity to our children, our homes, our lives. This is NOT fair!!!! I grew up behind Grace Lutheran and live near Marina Park now. I am a single mother and I am not sleeping at night in fear of my safety and for the fear of my child! This can NOT happen! Sincerely, Bonnie McKee 714-902-8438 • Switzer, Donna From: Dombo, Johanna Sent: Monday, April 22, 2019 9:09 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Thanks for your compassionate votes last night. Attachments: IMG_5914.JPG AGENDA COMMENT From: larry mcneely<Imwater@yahoo.com> Sent: Friday,April 19, 2019 12:16 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject:Thanks for your compassionate votes last night. Here is a photo of what the Homeless left at the entry of my business this morning. A pair of Burglary Gloves a Crack/meth Pipe some candy and half eaten fruit a Medical Marijuana container(empty) a Tobacco Chew container and a bunch of pills and my door lock jimmied. Hey Mr Homeless you forgot your Burglary Gloves you will need them. So lets build a shelter and keep them here. My surveillance system is little help when they are wearing Hoodies and the crime is less than $950 so keep them around until they rack up a big crime Rape Injure Kill someone. Thanks for your compassion and votes to approve keeping them safe and secure. This photo was taken this morning after your votes. 1 • i . dr + a t.: • ,... t.• , , . . . 1 l 'ya1 `� II , v to '`. •- .411. S - til\.,,, .. , r ¢ <-.F .a. a Fi` l _ - jam' : . a :',.:','.. 'Fr,7 /"‘ ' ---'l' r 11141111.=;,', -l'' ' '-'..-'\., '4 . -.:, / ‘ R • . J C W "t ••:4.....4 " , —4 — r„.. . : 4 + w ' m .� . 4 >. `r 4/4- -S v" Switzer, Donna From: Dombo, Johanna Sent: Monday, April 22, 2019 9:20 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Navigation Center AGENDA COMMENT From: OBRIEN, Lisa <lisa.obrien@airgas.com> Sent: Friday, April 19, 2019 9:16 AM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Navigation Center I wish to address the provision vetting individuals entering the shelter regarding their status in regards to open warrants and or their status as a sexual offender. Really - honestly tell me do you think they are going to have a Drivers License or any of the other ID you mentioned. If they don't have a picture ID than the other ID are useless since you have no idea who you are dealing with. This borders on being patronizing. Please remove it from your documents Thank you Lisa O'Brien I Operations Accounts Receivable Specialist I West Division I Airgas an Air Liquide company 3737 Worsham Ave., Long Beach, CA 90808 I Office: (562)627-3022 I lisaobrien(a airgas.com Find it with us, anytime, anywhere at Airgas.com 1 Switzer, Donna From: Dombo, Johanna Sent: Monday, April 22, 2019 9:39 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Homeless shelter AGENDA COMMENT From: larry mcneely<Imwater@yahoo.com> Sent:Thursday,April 18, 2019 8:34 PM To:CITY COUNCIL<city.council@surfcity-hb.org> Subject: Homeless shelter Very Disappointing Vote. You placed our money on a bad bet and we loose. The homeless population is going to thoroughly disappoint you as they return back on our streets after a short stay. Only one realized the lack of good information and did his research that was ignored. After not one business owner supported this Dianne Thompson from the HB Chamber of(developers and special interest) Commerce got up and said they support this,What. The SB2 money gives the Chamber Three and the RHINA requirements will give them cause to support SHOPOFF another vote against the community to support the Developers and not the community. You should have listened to the business owner who told the story about his 43 year old son on the streets. And when the ACLU sues us for enforcing the arrests even after complying with Judge Carters ruling. I will not take pleasure in Telling you I Told You So, But I will be yelling It at the top of My Lungs. The comments count 14 were in favor 31 were against this as proposed. The legacy you leave will be reflected in your votes. 1 Switzer, Donna From: Dombo, Johanna Sent: Monday, April 22, 2019 10:17 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Homeless Center- Pipeline AGENDA COMMENT Johanna.dombo@surfcity-hb.org From:Sheryl Rayburn <coastlinecookie@dslextreme.com> Sent:Thursday,April 18, 2019 8:24 PM To:CITY COUNCIL<city.council@surfcity-hb.org> Subject: Homeless Center- Pipeline City Council Members From Someone Who Had to Live Around Two Homes that Were Supposed to Be Just a DETOX and the Other a SOBER LIVING HOUSES - Which Turned Out to Be That and So Much More Than That - Which Included HUNDREDS of HOMELESS People from SEVERAL Other CITIES - That Were DUMPED into HUNTINGTON BEACH . . . EVERYDAY Was a NIGHTMARE That DIDN'T NEED to HAPPEN. You ARE MAKING a HUGE MISTAKE! This 'NAVIGATION CENTER' DOES NOT BELONG ANYWHERE in HUNTINGTON BEACH! A Proposed HOMELESS SHELTER This LARGE BELONGS SOMEWHERE OUT in the DESERT or OUT On a LARGE RANCH - Where These HOMELESS PEOPLE CAN WORK, DO CHORES, FEED ANIMALS and HAVE the APPROPRIATE OUTDOOR ACTIVITIES That WON'T BOTHER ANYONE ELSE AROUND THEM, ESPECIALLY CHAIN- SMOKING (SECOND-HAND SMOKE); and They CAN BE TREATED For ALCOHOL, DRUG ADDICTIONS and THEIR MENTAL HEALTH PROBLEMS. FORCING This MONSTROUS BOONDOGGLE in The SMALL NORTH WESTERN, INDUSTRIAL COMPLEX AREA of HUNTINGTON BEACH and It's CITIZENS, is JUST ASKING For EVEN MORE PROBLEMS at the TAX PAYER'S EXPENSE! And HB CITIZENS REALIZE That OF COURSE, It's NOT the CITY COUNCIL MEMBERS WHO WILL Be AFFECTED with ALL the NEGATIVES of This WHEN IT BECOMES a MAJOR PROBLEM . . . IT WILL BE the HB CITIZENS and BUSINESS OWNERS That WILL BE DIRECTLY IMPACTED! What's GOOD for US SHOULD ALSO Be GOOD For YOU As WELL . . . i Now I UNDERSTAND Why BARBARA DELGLEIZE, MICHAEL POSEY, PATRICK BRENDEN and KIM CARR are SELL-OUTS, Because They Are The CHAMBER of COMMERCE DARLINGS That Have Been RAMMED DOWN Our THROATS in the Last Few Elections. DON'T YOU FORGET That YOU WORK For US . . . NOT the OTHER Way Around! And WE WILL REMEMBER YOU DURING the NEXT CITY COUNCIL ELECTION and THERE WON'T BE ENOUGH SHADY 'BACK DOOR' CAMPAIGN CONTRIBUTIONS to PAD YOUR BACKSIDES Next Time! And MR. POSEY NEEDS to REMEMBER that WE, the CITIZENS Of HUNTINGTON BEACH are More Than JUST PEASANTS and PEONS For YOU to TRASH and DISCARD By the WAYSIDE in NON-ELECTION PERIODS; as YOU CLAW YOUR WAY to the TOP of the POLITICAL LADDER in HUNTINGTON BEACH and ORANGE COUNTRY or Wherever Else You Plan on Going! So WHAT'S the RUSH MR. POSEY? An EXTREMELY CONCERNED CITIZEN of HUNTINGTON BEACH SHERYL RAYBURN 2 Switzer, Donna From: Dombo, Johanna Sent: Monday, April 22, 2019 10:17 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Navigation site AGENDA COMMENT Original Message From: kara Lomon<superstars84@yahoo.com> Sent:Thursday,April 18, 2019 7:37 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Navigation site Shame on you for placing this so close to schools. Unbelievable Sent from my iPhone 1 Navigation Center 4,000%.,„, Pro osal p • April 18, 2019 Overview Background 0 Navigation Shelter Proposal O City Council Actions 0 Declaration of Shelter Crisis C Declaration of Intent to Create Navigation Center C)Purchase and Sale Agreement Appropriation of funds for Purchase Agenda Item No.; WHY ARE WE HERE? w • Protect our neighborhoods " " - • Return public spaces back to � .. "0 community F,P� p : • Enforce laws - , . . • Control our own destiny -mot, "" M r ik,)i* )1.1':' ``I t 1 . Point-in -Time Census and Survey 2017 and 2019 2017 Results - Sheltered 2019 Point-in-Time Count • PIT count was ONE night only. Numbers were not • Volunteers attempted to get a true head count of based completely on actual head count, but homeless individuals living in shelters and outdoors, as rather on statistical extrapolation well as those in vehicles • 89 individuals are in Transitional Housing or • The 2019 count occurred over TWO days and nights - Emergency Shelters January 23rd and 24th, -from 3 a.m.to 10 a.m. and 6 p.m.to midnight. The results have not been released • Due to the more accurate counting method,there will 2017 Results - Unsheltered likely be an increase in the number of homeless. The official count has not been released • 119 individuals were counted as unsheltered/homeless 4 Countywide Challenges r �•� and Federal Lawsuits '*� 1 • A massive encampment grew - Santa Ana River Bed - =, • Approximately 700 homeless individuals camping. :, .. , • Santa Ana's Civic Center had an even larger a homeless population. •, ,,„ Y • • When the County moved to clear the homeless from y , o-' ' «, ', Vg the river bed, advocates for the homeless filed �.A*flip,' , " ,• • iiii 41 rift :�` Federal lawsuits '' t • They claimed the homeless were driven there when '* iii, ` . . :''¢k. . surrounding cities started enforcing their anti- ""`,' , camping and loitering ordinances ', Federal Authorities Limitations placed on Anti-Camping Ordinance by Court °�� • The cases were consolidated and Judge Halts Clearing of Orange County Homeless Encampments assigned to Judge Carter of the 2" District Court in Santa Ana • Soon after the cases were filed, + s. Judge Carter issued a Temporary 0 U` Restraining Order prohibiting the County and named cities from clearing the encampments until alternatives could be found. •n Orange County Mo111.C.W1F 64.6...en ma.n.along ine Sm.Ana Amer nem.nr W. i S,.auann Jan 22.201M. .0.10 Io o.df.add IM.wo,on Fob. rce.nn tnn.0 g .mthe.ns unit the court noa txnrq on tM i..u.*Jed to F.1J IJMt M,e..NNFCCI Which cities or entities have been sued? The County of Orange and cities of Orange, Anaheim, Tustin and Costa Mesa were sued, Santa Ana was enjoined Cities of Irvine, Aliso Viejo, Dana Point, San Juan Capistrano, and San Clemente were enjoined in lawsuit Judge Carter has been working with all 34 Orange County cities to identify solutions to the homeless challenges Huntington Beach has not been sued at this time - but have been informed we will be sued Impact of Federal Lawsuits on Cities Anaheim, Santa Ana, Costa Mesa and Tustin have opened homeless shelters Shelter residents must have ties to those cities The above cities are now enforcing their anti-camping ordinances, which may increase the homeless population in Huntington Beach What if We Do Nothing? ■ With Santa Ana, Costa Mesa, Tustin and Anaheim enforcing their anti- camping ordinances and park closing hours, homeless can no longer camp in their parks, sidewalks and civic center. • Enforcement efforts against those who refuse to sleep in a shelter could simply serve to push homeless into cities that do not have a shelter. • If the HBPD is to enforce anti-camping, trespassing and loitering ordinances, officers must be able to offer the alternative of a Huntington Beach shelter bed. Officers currently do not have that ability. ■ Potentially costly lawsuits against the City can be avoided with a shelter. • ..... Huntington Beach Proposed Navigation Center WHAT TYPE OF SHELTER MUST HUNTINGTON BEACH CREATE? To serve our HB homeless, an emergency homeless shelter facility should have low barriers to entry, be ADA accessible, and serve men, women, and couples. Only HB homeless will be permitted in the HB shelter. As of the 2017, Point-in-Time Count the number of unsheltered was 119 homeless individuals WHAT SITES DID Huntington Beach considered 28 separate sites WE CONSIDER? - Sites located in Industrial "SB 2" Zone i - Zoning - 26 Industrial Zoned areas reviewed .�:•,ram I Fr at Mrroirogcae SOMA I•;- t. - Two City-owned sites 1 1:,..: t••'Pi7F. Ig . NI `. J Let's review a GIS map of the City - discuss site selection overview ,.-. } , tilitii — A,,, Oft" I �;' rl te atr r •• Addressing HOMELESSNESS in Huntington Beach FACT SHEET (' i,4 tY i1�II0.1II 1 11 r"Ilit I :�a;;;� HIGHLIGHTS J _ _ • .. : „ ,_ �� 75 to 90 Bed Emergency Shelter �_. 1. • �J a ,lf (�"' �' • �' f I' '!'!3"�,r ✓ Women .1 .1 S 1 1 ._ ....M,�, ,C _ V Iii#: :,� V Men ,` 1 i� 401,1,,s ✓ Couples llial r I i4 p Ili ¢ I 'I '(� • No Walk-in/Walk-out 3- �IA`� °i fl+1r-- it.- s' • By referral only Spaeth. 15311 Pipeline Lane,Huntington Beach • Clients must be pre-approved ,5n90 hedential 11 TOO 80a. fe„' • Length of stay —90 days Neernfl residential-1,3M0 h.nearest school J NI4le nastiest pine J.:fUll ll ..City In hire seedy for 24/T coverage on site.as well al a`?it hoothome to report concerns No wall.lns'or-walk MS ■ No open felony warrants Cheats meal he scleeled and go Through en approval process prior to being accepted to the Center Clients will only be driven to the sire enters away horn She See Notplenrg once neat Oa file • No registered sex offenders Site yell be fenced around the property Enhanced Ounnn glon Beach Pollee Department senece Length al stay—uo to 90 days No chants wen open lelary warrants or reglsINed offenders Serve adult men women and coWks Pets allowed 'matted Potential Partnerships -City will 1 a It Nryriesl Far Proposals era highly nailed Steller Operator Ola•latue will need to provide shuttle services and Lase management Community Orapeach .-An Olreri Maus.re scheduled for buslnesseshrnployeis rear the Sole an Treedlly Aael 91Ien a to h a re A e:ommurnry Open Howse for residents well be held Satuday April 13 from 10 a rn to noon at the Central LOW/ W W W.*JNTINGTON&ACNCA.GOV/HOMELESSNESS Who Can Use the Navigation Center? The Navigation Center will serve Huntington Beach homeless men, women, and couples with strong ties to the community, such as: 1 . Last Permanent Address in Huntington Beach; driver's license, utility bill, rental agreement, bank statements, car registration, or other documentation as such. 2. Children enrolled in Huntington Beach school (proof of enrollment), employed in Huntington Beach (proof of paystubs), graduated from a Huntington Beach high school (proof of graduation). 3. Huntington Beach Police Department verification. Shelter Examples orm 44E, Blends with other industrial buildings • • stm No processing of No signage — clients outside the identifying the Center building 1 SAFETY AND SECURITY THE SAFETY AND SECURITY OF HUNTINGTON BEACH RESIDENTS AND BUSINESSES IS OF PARAMOUNT CONCERN. All decisions by the City and shelter operator will be driven by this factor first. GOAL: To provide the most effective shelter that protects the well-being of the residents, businesses and visitors of Huntington Beach MANAGEMENT OPERATIONS PLAN The shelter operator must work with the City and Police Dept. to develop its management, operations and security plan. SAFETY AND SECURITY KEY COMPONENTS ENHANCED POLICE PRESENCE HBPD Officers will be working in the area surrounding the site to help ensure public safety 24/7 ONSITE SECURITY AND HOTLINE 24/7 on-site security will prohibit loitering around the facility and a 24 hour hotline will be provided HIGH DEFINITION DIGITAL SURVEILLANCE of the facility to provide supplemental security assistance and to identify any policy violations PERIMTER FENCING The proposed facility will be entirely enclosed within newly installed security fencing. The fence will be eight feet in height and installed around the entire perimeter of the site SAFETY AND SECURITY KEY COMPONENTS NO LOITERING Security guards will enforce a strict policy prohibiting loitering around the facility NO "WALK-UPS" Admission will be by referral only and the facility team will coordinate client transportation to and from the facility before any clients travel to or exit from the property NO "WALK-OUTS" Individuals exiting the facility must have a pre-arranged transportation plan (Those who violate that rule will be subject to loss of rights to return to the facility) GATES will be locked and access controlled SAFETY AND SECURITY KEY COMPONENTS STRICT HOURS There will be strict hours of ingress and egress during which clients may be admitted and discharged PROFESSIONAL SHELTER OPERATORS will oversee and manage daily operations with the guidelines and standards established by the City according to best practices and our specific needs EXCLUSION OF VIOLATORS Any individual who cannot abide by the rules of the Center, will be excluded from future services INTAKE SCREENING Each individual will be vetted by performing a personalized intake interview. Certain individuals - those with open felony warrants and sex registrants - are prohibited City of Huntington Beach Community Invited! ADDRESSING P� HOMELESSNESS IN HB OPEN HOUSE The City is considering opening a shelter at 15311 Pipeline Lane later this year. We invite you to come and. • Share your thoughts and provide input A. • Hear from City staff law enforcement. community � v. partners and experts in shelter operations c; - • Learn more about the City's ' t� Community Engagement approach in dealing with this complex issue Saturday. April 13, 2019 10 a.m. to Noon Central Library 7111 Talbert Ave. Rooms C & D RSVP; 714.536.5577 ww w.buntingtonbeachce goWhomelessness '°� R R. Open Houses and Community Meetings Tuesday, April 9, 2019 - Business Open House Saturday, April 13, 2019 Community Open House Monday, April 15, 2019 - City Council Study Session If Center is approved, additional community events will be scheduled as needed O More information can be found on the City's website at: • www,I luntincatonbeachcci.g()v/I in1fl CIF"Sv I��sS Stakeholder Advisory Board To assist with the oversight of the Navigation Center and to facilitate ongoing community engagement, it is recommended that a Stakeholder's Advisory Board be created The Advisory Board could be comprised of various community stakeholders including: Residents Nearby businesses School District Representatives Non-profits and faith-based organizations Other Stakeholders FINANCIAL IMPACT The City has identified restricted and one-time funds for the purchase of the Pipeline Property. Cost of 15311 Pipeline is $2,744,000, closing cost is estimated at $106,000 Redevelopment Dissolution Assignment-This set-aside was established as a contingency due to the Redevelopment wind-down (2012). The funds were intended to mitigate one-time impacts of disallowed Redevelopment costs. $1 ,080,000 Community Development Block Grant (CDBG) Revolving Loan - Monies from prior year's allocations that have not been loaned are available. $766,000 CDBG Unprogrammed Allocation - Monies from prior year's projects savings that have not been expended are available. $223,000 Residual Receipts -This fund has been used to help cover disallowed Redevelopment costs such as bonded debt for senior housing. Funding of $781 ,000 is available for housing uses. NEXT STEPS Request for Proposal to be released for a qualified shelter operator Request for Proposal for a security firm hired by the City Design services for tenant improvements Request for Bids for tenant improvements Acquisition of furniture and fixtures QUESTIONS? PALMIERI TYLER ATTORNEYS AT LAW Michael H.Leifer P.O.Box 19712 Direct Dial (949)851-7294 Irvine,CA 92623-9712 Direct Fax (949)825-5412 Refer To File No.22222-820 mleifer@ptwww.com Document I.D.2669644.2 April 18, 2019 VIA E-MAIL SUPPLEMENTAL Honorable Mayor and City Councilmembers of the City of Huntington BeachCOMMUNICATION c/o Robin Estanislau, City Clerk y. 2000 Main Street Meeting Date: / Huntington Beach, CA 92648 Re: Objection to City Council Action Relating to 15311 lf$ k'h •; ` Huntington Beach, CA Dear Honorable Mayor and City Councilmembers: On behalf of our client, End the Pipeline, an unincorporated association of residents and property/business owners in the City of Huntington Beach, we submit this objection. The City's attempt to proceed with taking action concerning the 15311 Pipeline Lane property via a special meeting just a few days after the City Council "work session" appears to be a designed attempt to avoid having a properly noticed and agendized meeting with public comment, objection and input. The City has not provided the public adequate or accurate information needed to consider the uncertain action. On or around April 6th, the City first informed the public about the potential new site for the "Navigation Center" at 15311 Pipeline Lane. On Monday, April 15th, there was what the City referred to as a City Council work session concerning that site. After the work session, the City of Huntington Beach's Public Information Office notified the public on the Facebook page that action would not be taken until "probably May 6 or May 20"--i.e., the next regularly scheduled City Council meetings. (See Attachment 2A.) There is insufficient justification for the City's rush to special meeting. The City's Staff Report recognizes that an issue has existed since at least January 2017. Lawsuits, filed in federal court, not against the City of Huntington Beach, were filed last year. Further, from the information available in the press and elsewhere,the Federal Court approved additional time for the City to search, consider and take action. This attempt to proceed via special meeting is a violation of due process relating to the public and various stakeholders and the Brown Act. At the Monday, April 15th Work Session, Mayor Peterson and other City Councilmembers asked a number of questions of Staff. They requested further information from Staff. They, and the public, sought clarification on a number of issues. Those questions have not been answered. The issues and answers are not addressed in the Staff Report. 1900 Main Street,Suite 700,Irvine,CA 92614-7328 I T 949.851.9400 I F 949.851.1554 pt PALMIERI TYLER Honorable Mayor and City Councilmembers of the City of Huntington Beach April 18,2019 Page 2 Members of the public have likewise asked for further information from the City. For example, without limitation, members of the public have asked for information and identification of the supposed 30 sites reviewed by the City. As to the detail of the "30-site" review,the Staff Report is silent. What analysis, if any, was conducted? Has there been any analysis of use of property already owned by the City of Huntington Beach or other public agency in the City's jurisdiction? The City's attempt to publicly approve this matter less than two weeks after the identification of the Pipeline site to the public demonstrates a designed and coordinated effort to prevent the public from being fully informed so that objections can be raised. Such efforts are improper. (See Woodward Park Homeowners Assn. v. City of Fresno (2007) 150 Cal.App.4th 683, 720.) An appropriate concern and objection is that this meeting is to rubberstamp a decision that was already made prior to public hearing. The facts and circumstances that are known to date demonstrate that the Special Meeting is simply to formalize the already-made and already- committed to decision. The City's discretion has been exercised before any public meeting and hearing. The public is not going to obtain a fair and impartial hearing on this decision. Again, that is a violation of due process and the Brown Act. The City's Staff Report was uploaded just a few moments before the 24-hour mark for this special meeting. The Staff Report appears incomplete and fails to provide the public with adequate notice of the actions to be taken and the documentation of such actions. If complete, it is inadequate. The only draft resolution included with the Staff Report was relating to the "Shelter Crisis" declaration. The Staff Report indicates that the other action to be taken by the City includes to "Declare the City's Intent to Proceed with Establishing a Homeless Navigation Center, Authorize Execution of a Purchase and Sale Agreement for 15311 Pipeline Lane, and Amend the FY 2018/19 Revised Budget by$2,850,000." How does the City Council propose to so act? No draft resolutions or"declarations"were provided with the Staff Report. What findings is the City Council going to make in support of such actions? Again,the lack of information and transparency is improper and violates due process and the Brown Act. With little to no discussion,the City Staff Report urges the City Council to declare a "shelter crisis pursuant to SB 850." The Staff Report does not identify for the City Council or the public what impact such a declaration may have. The Staff Report reduces its discussion of the SB 850 "declaration"to a single sentence regarding the "Financial Impact." Does the City Council even understand what such an SB 850 declaration means? What is the impact of such a declaration? Why does the City and City Council have to make such a declaration now? Specific to the "proposal"to purchase the 15311 Pipeline Lane property for the Navigation Center,the City is not being transparent and forthright with information concerning that purchase. Members of the public contacted the realtor for the property who informed that 2669644.2 PALMIERI TYLER Honorable Mayor and City Councilmembers of the City of Huntington Beach April 18, 2019 Page 3 the City had already put a "sizable" deposit down on the property and that the property was already under contract with the City. (See Attachment 2B.) The "proposed" Purchase and Sale Agreement for the property attached to the Staff Report is in the form of a Standard Offer, Agreement and Escrow Instructions for Purchase of Real Estate. The document is dated April 4th. So,two days before the City notified the public of this new site. The terms of the "Standard Offer" states that the City would provide a deposit in the amount of$100,000 within two business days after the parties execute the agreement. (See Offer,¶4.1.) The "Standard Offer" form only requires execution by the Seller to accept the agreement. Paragraph 20 of the "Standard Offer"also provides that the duration is only until April 16th: "If this offer is not accepted by Seller on or before 5:00 PM ... on the date of April 16,2019, it shall be deemed automatically revoked." The terms of the "agreement"attached to the staff report support the statement from the realtor(who, by the way is a dual agent representing the seller and the City)that the property is already under contract and the City has placed a "sizable" deposit. It appears that the City has in fact entered into the contract and placed a deposit on the property. If so, such action is not valid. If it was authorized by the City Council and/or City Staff, it is a violation of due process and the Brown Act. It is a violation of the City Charter and Municipal Code. The City's rush to "approve"the invalid action at this Special Meeting does not ratify the prior invalid action. If the action was not authorized, it is also invalid. In either situation,the City Council's special meeting is not a fair and impartial hearing on the decision but rather is an improper rubberstamping of a decision already made. If the City has not entered into the contract,then the offer has expired. The City's proposed use of the 15311 Pipeline property will violate the City's Municipal Code. The Staff Report identifies that the property is within the IL zone "which is the City's designated'SB 2 Zone." The proposed use does not comply with the "Emergency Shelter" requirements in the Municipal Code. (See HBMC § 230.52.) • According to the publicly disseminated "Fact Sheet"the Pipeline property will be a"75 to 90 bed shelter." (Attachment 1.) At the Monday City Council work session, information was provided that it could be 100 beds or more as homeless numbers increase. Section 230.52 of the Municipal Code limits emergency shelters to "50 occupants." (HBMC § 230.52, subd. (A).) • The City "Fact Sheet" states the length of stay will be "up to 90 days." (Attachment 1.) The Municipal Code provides that "Clients must vacate the facility by 8:00 a.m. each day and have no guaranteed bed for the next night." (HBMC § 230.52, subd. (B).) 2669644.2 PALMIERI TYLER Honorable Mayor and City Councilmembers of the City of Huntington Beach April 18, 2019 Page 4 • The Pipeline property will also not comply with the parking requirements established in Municipal Code Section 230.52 subdivision I. In addition to the above, the proposed use of the Pipeline property is not compatible with the surrounding land uses. The community has identified a number of concerns on the close distance of the Pipeline property to facilities used by children, schools and security and other concerns by those businesses and property owners in the area. This neighborhood is being disproportionately burdened with a City-wide problem. The City has also not been transparent about the proposed purchase of the Pipeline property and the associated cost. The Pipeline property will have to be converted to a shelter. The City is proposing to move forward with the purchase without a knowledge of what is actually needed. These issues include, but are not limited to,where is the proposed floor plan for the site? What improvements will be needed to convert an industrial building to a livable space? Where is the appraisal to justify the purchase price? As discussed,the realtor representing the City is a dual agent. To the extent the purchase price exceeds the market, it is an improper and illegal gift of public funds. In addition the above, the City's proposed action, purchase and use is in violation of CEQA. We incorporate by reference all oral and written objections submitted on this matter. We request that comments by members of the public made on the City of Huntington Beach's Facebook pages also are included in consideration of this matter. We also request that the City include in the record of this matter all oral and written objections submitted in relation to the City's consideration of the 5770 Research Drive, Huntington Beach site. The same objections to that site apply here. The City has simply moved the proposed location one street over. On behalf of our clients, this site should be rejected, factually and as a matter of law. At a minimum, the hearing and decision on this matter should be continued to properly analyze the proposal. Very trul ours, icha fifer MHL:ebn Enclosures-Attachment 1 -City's Fact Sheet; Attac ment 2 - Some Pertinent Facebook Posts 2669644.2 PALMIERI TYLER Honorable Mayor and City Councilmembers of the City of Huntington Beach April 18, 2019 Page 5 cc: Fred A. Wilson, City Manager 2669644.2 ATTACHMENT 1 0.0 Addressing HOMELESSNESS .„'� 4, ......Nlivcra o .�9� in Huntington Beach I coUNTY?‘\- FACT SHEET SIP �wan• i' IL ' II 16 i6 1 it .g "'�""`!�!1•�ana es a"•w j-" 4. . 17,,,.. ili-ZilreAlt---A4i,-Iii0EIF ]rED [� ;!'�" - � — r �^ 'earl i!'�i t ifffSIA rim l:� 1 t7 rl _ 1, . , _ IAA! i Rik��ll�BliN�liik� I I.61 7::4107 L . IL_Riiiibl IMP% 1 t �INi i giligihs: . .. ...01:1(cairn . ,_ [tzTir: ihil - -- ri ' : ' ' ! � MYr iiP 010014001,11, i ......___. _. I g ....;-::7-1 ; 7 .--- :: i. ' t .1 - IOW geiNMAINi • 6 putt.. „AL.; ,, r n• fin":-1:-: I= I - - - ,_. .. 1 [T � rim,ouietuur: I iii ililiiNil�iP M U . _ IT.4....i.L_Jiiriib - ..."0 1 -h . . luilirr. • rri....,..,,o, � 1 ."ts.triiii nit 1��6illril�__ imam.�' �I Specifics 15311 Pipeline Lane, Huntington Beach -- 75 to 90 bed shelter/11,200 sq. feet -- Nearest residential - 1,380 ft.; nearest school - 2,819 ft.; nearest park - 2,300 ft. -- City to hire security for 24/7 coverage on-site, as well as a 24-hour hotline to report concerns -- No "walk ins"or"walk outs" -- Clients must be screened and go through an approval process prior to being accepted to the Center -- Clients will only be driven to the site and/or away from the site. No loitering on or near the site -- Site will be fenced around the property -- Enhanced Huntington Beach Police Department service -- Length of stay—up to 90 days -- No clients with open felony warrants or registered offenders -- Serve adult men, women and couples -- Pets allowed - muzzled 0.11 Potential Partnerships -- City will issue a Request For Proposals for a highly qualified Shelter Operator -- Operator will need to provide shuttle services and case management Community Outreach --An Open House is scheduled for businesses/employers near the site on Tuesday, April 9 from 4 to 6 p.m. --A Community Open House for residents will be held Saturday, April 13 from 10 a.m. to noon at the Central Library WWW.HUNTINGTONBEACHCA.GOV/HOMELESSNESS ATTACHMENT 2 0.0 6:40T 1.7 ), oak City of Huntington Beach Public ,;.- Information Office Thursday at 10:05 AM • Q Navigation Center UPDATE: Thank you to those who attended Tuesday's Navigation Center Open House. We will host another Open House this weekend, Sat., 4/13 at the Huntington Beach Central Library from 10am to noon. In addition, the Navigation Center will NOT be on the 6pm Council agenda on Monday. However, it WILL be discussed on Monday, 4/15 at the Study Session. Since we anticipate a large crowd, we will begin the meeting at 3:30pm. Staff will give a presentation, and there will be an opportunity for public comment. Questions? Call 714.536.5577 =� ._ 8. K ADDRESSING HOMELESSNESS IN HR OPEN HOUSE 5�tu[tl. prlf If.YOt9 QQ , j I Write a comment... 6:41T ., •� ° City of Huntington Beach Public u' = Information Office "' Thursday at 10:05 AM • Q 5 shares Most Relevant City of Huntington Beach Public Information Office Craig Frampton...will keep you all posted on the vote. 4d Like Reply f OD Craig Frampton thank you,i always watch the meetings, 4d Like Reply VII Write a reply... Amber Raemer This is near Scats, hockey rink, Grace Lutheran preschool, Elementary school and middle school. Please find a appropriate location! 5d Like Reply a z' Roger Cowan Has the city looked into the neighboring businesses to see how this may affart thPrra nnpratinnc7 Write a comment... 0 6:41 9 ., aP ), 0 City of Huntington Beach Public Information Office "' Thursday at 10:05 AM • Chris Young Replied • 13 Replies tith Roger Cowan What are the rights of neighboring businesses in the conditional use permitting process? 5d Like Reply e) Stacy L. Massey Thanks Julie Manuel Toledo for posting. 4d Like Reply Stacy L. Massey 4d Like Reply Craig Frampton 41. When will they vote on this? 6d Like Reply City of Huntington Beach Public Information Office Probably May 6 or May 20 6d Like Reply 0 2 410 Write a reply... Write a comment... 6:409 • ). City of Huntington Beach Public Information Office "' Yesterday at 3:41 PM • 0 e ecca ein erg Why was a deposit put down on the proposed Pipeline location before an actual vote and thorough due diligence? 12h Like Reply 6- Roger Cowan Rebecca Weinberg another huge mistake!now need an architect, engineer the wall removals , soil should be tested as the old lock company next door had hazardous waste . This will be a mess 1h Like Reply Ilk Rebecca Weinberg Roger Cowan A few of us met with Mike Gates and Kim Karr today to confirm. Q: "Does the city have a deposit on the property?" - Mike Gates: "I am not aware"; Kim Carr: "No" Not only did the relator say the city put a deposit already but when asked if it was 5% he responded it was a sizable Write a comment... 6:40T .1 ^ •;1, City of Huntington Beach Public Information Office "' Yesterday at 3:41 PM • III VII % 1\fir Nly Rebecca Weinberg Roger Cowan A few of us met with Mike Gates and Kim Karr today to confirm. Q: "Does the city have a deposit on the property?" — Mike Gates: "I am not aware"; Kim Carr: "No" Not only did the relator say the city put a deposit already but when asked if it was 5% he Iresponded it was a sizable deposit. Someone's not being Iforthcoming here. 1h Like Reply 410 Write a reply... Lisa Marie Please Go To the meeting and tell them you do not want the shelter near Marina HS. It's too. Close, and a few other schools within a 10 minute walk. 20h Like Reply Alexis Longo Write a comment... Switzer, Donna From: MyHB <reply@mycivicapps.com> Sent: Thursday, April 18, 2019 11:13 AM To: Switzer, Donna Subject: ©MyHB-#153787 Housing [03854] MyHB Issue Type/Subtype Changed -#153787 Workorder#153787 Issue type changed from Housing to Records. Status Change issue type Work Order #153787 Issue Type Housing Subtype Affordable Housing Staff Member(s) Donna Switzer Notes Proposed homeless shelter-The shelter they plan to build Magnolia High School is wrong!Why there?Stop and let the people decide! View the Report Reporter Name Michael Anthony Email mikeagolf@aol.com Phone Report Submitted APR 18, 2019-10:45 AM Please do not change subject line when responding. SUPPLEMENTAL COMMUNICATION Meeting Date: Y• j Agenda Item No.; Work Order: #153417 Opened:/2019 Closed: , _ By Chuck Burns Agenda & Public Hearing Comments Email : dad2st@aol.com Phone 714-369-7384 SUB TYPE Device City Council Meeting STREET ADDRESS Media Submitted None ❑x COMMENTS&ADDITIONAL NOTES To all council members,My wife and I have voiced our concerns many times since we first learned on 3-29-2019 of a proposed homeless shelter in the newspaper.I have read all available information.I have family that works in the"social services field"for many years.I realize a viable solution must be reached.But to vote on such an important issue in this manner,as soon as 4-18-2019 during spring break at 4 pm?.Unbelievable.I URGE you all to vote NO.Thank you,Chuck Burns and family Hunt Beach 714 369-7384 Status Changed:04/18/2019 9:02 AM Johanna Dombo Work Order#153417 status has changed from new to assigned. Share with Citizen:NO Issue Type/Subtype Changed:04/18/2019 9:02 AM Johanna Dombo Workorder#153417 Issue type changed from City Council to Agenda&Public Hearing Comments and subtype City Council Meeting. SUPPLEMENTAL. /� SUPPLEMENTAL are with Citizen:NO COMMUNICATION • Meeting Date: . I' lS• 11 Agenda Item No.; Work Order: #153185 04/15/2019 Closed: This issue is assigned . -.; 0- 0- e: By Roanne Claman Agenda & Public Hearing Comments Email Roanneclaman@gmail. corn SUB TYPE Phone . City Council Meeting Device . STREET ADDRESS Media Submitted None ❑x COMMENTS&ADDITIONAL NOTES While I'm all for helping homeless and those in need,I don't believe this location is best suited for this establishment.Due to the number of children's activities so close by.I have family members and friends that use these locations and as a female I would not feel comfortable going to visit due to any potentially uncomfortable run-Ins. Status Changed:04/18/2019 9:05 AM Johanna Dombo Work Order#153185 status has changed from new to assigned. Share with Citizen:NO Issue Type/Subtype Changed:04/18/2019 9:05 AM Johanna Dombo Workorder#153185 Issue type changed from City Council to Agenda&Public Hearing Comments and subtype City Council Meeting. Share with Citizen:NO SUPPLEMENTAL COMMUNICATION Meeting Date:Date:___YLI�• I`� Agenda Item No.; Switzer, Donna From: Dombo, Johanna Sent: Thursday, April 18, 2019 8:48 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Homeless Shelter AGENDA COMMENT From: Alicia Cullen <aliciakayedesigns@hotmail.com> Sent: Thursday, April 18, 2019 8:42 AM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Homeless Shelter To Whom it Concerns, I've been a resident for over 58 years. I absolutely can't imagine that our City Council would allow this to happen to our beautiful city. Our hard working families trying to make a living, pay business licenses, and taxes to have our business's here. These 7 council people having the power to destroy our city and work places? Us citizens have no rights? He have not had the opportunity to vote as a city for this. The property is not zones for this, and who is changing this? Is our City Planning Department involved as well? Lastly, who'd even go to any business even closes to this area, I won't. The needles, crime, trash, even the Santa Ana Court House and city of Anaheim was tired of them. I guess it's time to "re-locate" my business. Stupidity at it's finest. Alicia Cullen SUPPLEMENTAL COMMUNICATION Meeting Date: 11- / • 11 Agenda Item No.; 1 Work Order: #153431 Opened:/2019 Closed: This issue is assigned By : amy demizio Agenda & Public Hearing Comments Email amydemizio@cox.net Phone . SUB TYPE Device City Council Meeting STREET ADDRESS Media Submitted None COMMENTS&ADDITIONAL NOTES voting NO on the homeless shelter proposed for Pipeline near Marina High School.Horrible location---get it out of our City---will only attract more vagrants/don't contribute to society.or the mental ones,need to be hospitalized---where is the state mental institution?this is a beach community/suburb--not downtown LA.Bus them to Beaumont or the desert not to our High School/neighborhoods. Status Changed:04/18/2019 9:01 AM Johanna Dombo Work Order#153431 status has changed from new to assigned. Share with Citizen:NO Issue Type/Subtype Changed:04/18/2019 9:01 AM Johanna Dombo Workorder#153431 Issue type changed from City Council to Agenda Si Public Hearing Comments and subtype City Council Meeting. Share with Citizen:NO SUPPLEMENTAL COMMUNICATION Meeting Date: 11- $• lq Agenda Item No.; / Work Order: #153625 Opened:/ 019 Closed: This issue is assigned Est. Resolution Date: Not Yet Set By Taylor Duc Agenda & Public Hearing Comments Email taylorduc@gmail.com Phone 714-514-4754 SUB TYPE Device City Council Meeting STREET ADDRESS Media Submitted None ❑x COMMENTS&ADDITIONAL NOTES To all council members,It comes as a shock to me that this vote has now been changed to Thursday.Only two days ago was the city council meeting where many residents raised concern regarding this"Navigation Center".If it seemed like a small gathering,it's because a 3:30pm meeting is very hard for the majority to attend.There are many questions that have yet to be answered,most importantly why only one area of the city has been targeted.An area of the city that has over 5 schools in a couple mile radius and many children oriented businesses only a few blocks away.Each and everyone one of you know that this will lower property value to all businesses and homes within a mile or so radius.If anything you might be creating an even bigger problem when businesses decide to leave and the homeowners who want to do the same can't as a result of this"Navigation Center".It's truly a shame to me that the people my daughter are supposed to look up to,can turn a blind eye and place a homeless shelter a few blocks from where she's supposed to feel safe.Each and every one of you were elected because residents thought they could trust you,your next decision will determine if they were right. Status Changed:04/18/2019 8:58 AM Johanna Dombo Work Order#153625 status has changed from new to assigned. Share with Citizen:NO SUPPLEMENTAL Issue Type/Subtype Changed:04/18/2019 8:58 AM Johanna Dombo COMMUNICATION Workorder#153625 Issue type changed from City Council to Agenda&Public Hearing Comments amp_ y� / subtype City Council Meeting. -"""a �— - f Agenda Item No.. Share with Citizen:NO Work Order: #153696 Opened: 2019 Closed: This issue is assigned Est. Resolution Date: Not Yet Set By Elizabeth Eldridge Agenda & Public Hearing Comments Email Hbgreenthumb@gmail. corn SUB TYPE Phone . City Council Meeting Device . STREET ADDRESS Media Submitted None ❑x COMMENTS&ADDITIONAL NOTES Homeless Shelter on Pipeline I urge all of you to not move forward on this location.The city does not have the funds for this project.Other cities have partnered to share financial burdens of shelters or in some cases,received grants.It is simply irresponsible to allot money for a project that has long term ramifications when so many other things are in a deficit situation. The residents of Huntington Beach simply cannot shoulder the financial burden of acquiring a building particularly when the burden should be falling on the county,with a share of fiscal responsibility coming from individual cities.We are not a charter city and we should not be caving to this.It is wrong in so many aspects including the current selected location.Again I urge all of you to not move forward with this and respect your constituents Status Changed:04/18/2019 8:51 AM Johanna Dombo Work Order#153696 status has changed from new to assigned. Share with Citizen:NO Issue Type/Subtype Changed:04/18/2019 8:51 AM Johanna Dombo Workorder#153696 Issue type changed from City Council to Agenda&Public Hearing Comments and subtype City Council Meeting. SUPPLEMENTAL Share with Citizen:NO COMMUNICATION Meeting Date: Y Agenda Item No.; Switzer, Donna From: Dombo, Johanna Sent: Thursday, April 18, 2019 7:55 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Homeless shelter AGENDA COMMENT Original Message From: Linda Falk<Ifalk77@yahoo.com> Sent: Wednesday,April 17, 2019 9:08 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Homeless shelter I am appalled that our city council is making a decision that impacts our children, homes, and businesses without listening to their constituents . This location is unacceptable!! Please listen to us!! From a resident of Huntington Beach for over 51 years, daughters who went to Marina High School, and now my grandson who is going to Marina I think I should have a vote on this. Please reconsider. Sincerely, Linda Falk Sent from my iPhone SUPPLEMENTAL COMMUNICATION Meeting Date: fif•!8• l9 Agenda Item NO 1 Switzer, Donna From: Esparza, Patty Sent: Thursday, April 18, 2019 8:56 AM To: Switzer, Donna Subject: FW: Homeless shelter S.C. Patty Esparza, CMC Assistant City Clerk City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 (714) 536-5260 Original Message From:Toledo,Julie<Julie.Toledo@surfcity-hb.org> Sent:Thursday, April 18, 2019 8:37 AM To: Esparza, Patty<PEsparza@surfcity-hb.org> Subject: FW: Homeless shelter Not sure if you want this? Julie Toledo Public Information Officer/City Manager's Office City of Huntington Beach e:julie.toledo@surfcity-hb.org o: 714.536.5577 c: 714.296.7728 Original Message From: Sonia Farrell<sfarre11506@gmail.com> Sent:Thursday, April 18, 2019 8:12 AM To:Toledo,Julie <Julie.Toledo@surfcity-hb.org> Subject: Homeless shelter I am voting against the homeless shelter Sent from my iPhone SUPPLEMENTAL COMMUNICATION Meeting Date: Agenda item No.; 1 Switzer, Donna From: Fikes, Cathy Sent: Wednesday, April 17, 2019 5:19 PM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Special City Council Meeting, Thursday, April 18, 2019 AGENDA COMMENT From: Pat Goodman <patgoodman@yahoo.com> Sent:Wednesday,April 17, 2019 4:26 PM To: Peterson, Erik<Erik.Peterson@surfcity-hb.org> Cc: Fikes, Cathy<CFikes@surfcity-hb.org> Subject:Special City Council Meeting,Thursday, April 18, 2019 Thank you, Mayor Peterson for bringing forward the proposal for the purchase of 15311 Pipeline for use as a navigation center. You and the council know that I support this project and definitely support the purchase of the site. I am confident that the city will provide excellent security and contract with a first class service provider. It's the right thing to do at this time. Please call on me to help in any way. Sincerely, Pat Goodman Huntington Beach, CA 714-847-6617 (Thursday is one of the most significant holy days in the Christian calendar, Holy Thursday many supporters will be at services and won't be able to attend the meeting.) SUPPLEMENTAL COMMUNICATION Meeting Date: • /S• m Agenda Item No.; I Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 2:52 PM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: homeless shelter in HB AGENDA COMMENT From:Janice Goodwin<janice@1ppc.com> Sent: Wednesday,April 17, 2019 2:29 PM To:CITY COUNCIL<city.council@surfcity-hb.org> Subject: homeless shelter in HB We don't need any more homeless than we already have in the area.They are flocking here like birds of a feather. This population gets the word out to each other and bam they are here. Who would not want to live in HB, but pay to live here like the rest of us. Imagine if they would get a job and become apart of society where they would not known as someone rather than a tilte of"homeless". They don't want to better themselves they want everything for free and this state gives a lot to them. Do you know of all the programs HB churches have providing food (meals& packaged) to them. Even 1 church allows them to shower. It seems the nicer we are they more the expect. Granted not every homeless person is a bad person (some are truly down on their luck), but the majority of them are not willing to work due to their lifestyle. Have you walked the streets or around local parks, there are always signs of drugs and alcohol. I work hard for my money and am honestly tired of prodiving my tax money to a variety of people whom have not a worry in the world as to how life is balanced. I understand if we have the facility and they choose not to go we can arrest them. What good is this going to do and more tax dollars used on the courts and the police department could be using their skills in a much better way. Even if they have a facility once its full only more will come and we will have them on the streets. They will never not be in presence of the parks, back of buildings, under bridges, in the canals, etc. Please stop this. Janice Goodwin 714.394.7935 SUPPLEMENTAL COMMUNICATION Meeting Date: Y• • 19 Agenda Item No.:, l i Switzer, Donna From: Dombo, Johanna Sent: Thursday, April 18, 2019 2:09 PM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: VOTE NO ON THE NAVIGATION CENTER AGENDA COMMENT From:Taylor Haug<taylorhaug@gmail.com> Sent:Thursday,April 18, 2019 1:48 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Cc: erik-peterson@surfcity-hb.org; lyn-semeta@surfcity-hb.org; patrick-brenden@surfcity-hb.org; Carr, Kim <Kim.Carr@surfcity-hb.org>; barbara-delgleize@surfcity-hb.org;jill-hardy@surfcity-hb.org; mike-posey@surfcity-hb.org Subject:VOTE NO ON THE NAVIGATION CENTER PLEASE. My late father, Renato Haug, whom was the head of the design review board for Huntington Beach, would be very dissapointed. Thank you, Taylor Haug SUPPLEMENTAL COMMUNICATION Meeting Date: 9 J$' 9 Agenda Item No. 1 1 Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 3:36 PM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: homeless shelter AGENDA COMMENT From: Kathy Hope <kathy@healthbroker.com> Sent: Wednesday, April 17, 2019 3:35 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: homeless shelter INSURANCE ADVISORS 800-792-0470 Dear City Council, Please don't do this to our neighborhood. There was a homeless guy sleeping at my front door curled up sleeping. There are homelsss sleeping in Carr park . I can't even walk in the park because tthey make comments to me such as "rich bitch" Please don't do this!! Kathy INSURANCE ADVISORS Kathy Hope TEL: 800-792-0470 or 714-840-0047 FAX: 714-908-1814 kathya.healthbroker.com www.healthbroker.com CaHealthlnsuranceBroker.bloqspot.com Follow me on: Linkedin Facebook Twitter Google+ SUPPLEMENTAL COMMUNICATION Meetlng Date: 4"/• i S• Agenda Item No.� 1 Switzer, Donna From: Esparza, Patty Sent: Thursday, April 18, 2019 12:39 PM To: Switzer, Donna Subject: FW: 4/18/19 Supplemental comment short-term rental supplemental Patty Esparza, C.MC Assistant City Clerk City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 (714) 536-5260 From: Estanislau, Robin<Robin.Estanislau@surfcity-hb.org> Sent:Thursday,April 18, 2019 11:57 AM To: Esparza, Patty<PEsparza@surfcity-hb.org> Subject: Fwd: 4/18/19 Supplemental comment short-term rental Sent from my iPad Begin forwarded message: From: Kathryn Levassiur<levassiurk@gmail.com> Date: April 18, 2019 at 8:11:02 PM GMT+2 To: <Robin.Estanislau(asurfcity-hb.org> Subject: 4/18/19 Supplemental comment short-term rental Dear City Clerk Estanislau, In lieu of making a non-agendized public comment at today's Special City Council meeting, please enter this communication as my support, and as a founding member of Huntington Beach Short-Term Rental Alliance, that I and our group advocate for HB City Council to tax and regulate all existing short-term rental properties in Huntington Beach and Sunset Beach. Thank you for your time and consideration in reading and adding this communication into the minutes of today's special HB City Council meeting. Please contact me anytime for anything, City Clerk, Estanislau. Sincerely, SUPPLEMENTAL Kathryn Levassiur COMMUNICATION Founding Member- Huntington Beach Short-Term Rental Alliance ,/ q 5231 Meadowlark Dr Meeting Date: 7' 1 Huntington Beach, CA 92649 1 Agenda Item No.; (714)343-7931 https://www.hbstra.org/ Huntington Beach Short-Term Rental Alliance Sent from iPhone. Excuse any typos. 2 Work Order: #153294 04/16/2019 Closed: By Kara Lomon Agenda & Public Hearing Comments Email : Kmlomon@gmail.com , Phone SUB TYPE Device City Council Meeting STREET ADDRESS Media Submitted None ❑x COMMENTS&ADDITIONAL NOTES Resident highly opposed to the pipeline navigation site.Keep it away from the schools!! Status Changed:04/18/2019 9:03 AM Johanna Dombo Work Order#153294 status has changed from new to assigned. Share with Citizen:NO Issue Type/Subtype Changed:04/18/2019 9:03 AM Johanna Dombo Workorder#153294 Issue type changed from City Council to Agenda&Public Hearing Comments and subtype City Council Meeting. Share with Citizen:NO SUPPP,. ° .a TAL COMML. 0 K4`TION Meeting Date: � ./9 Agenda Item No.; ,. _. Switzer, Donna From: Dombo, Johanna Sent: Thursday, April 18, 2019 7:56 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: NO HOMELESS SHELTER BY MY HOME" AGENDA COMMENT From: Brandi Manion <blmanion@gmail.com> Sent: Wednesday,April 17, 2019 6:00 PM To:CITY COUNCIL<city.council@surfcity-hb.org> Subject: NO HOMELESS SHELTER BY MY HOMEiiiii Dear City Council, This homeless shelter in HB is ludicrous! We are hard-working people who live in the tract of homes less than a mile away from this proposed site. With property taxes, we pay about $4000/month to live here. I'm aghast at the idea of homeless people living for free right next door, not to mention that it's dangerous! Crime will soar and my property value will plummet. We have two sons that attend Marina High School. They would no longer be allowed or encouraged to walk/bike to school. We also own a business in the industrials on Producer Lane. This shelter is a triple threat for us! They've already ruined the local beaches and shopping centers for us; they will NOT ruin my home or impede my safety. WE HAVE PLAYED BY THE RULES TO LIVE HERE. EVERYONE SHOULD! ! ! ! VOTE THIS DOWN IMMEDIATELY! SUPPLEMENTAL COMMUNICATION Meeting Date. y /�• /9 Agenda Item NO.: 1 Switzer, Donna From: Dombo, Johanna Sent: Thursday, April 18, 2019 7:56 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: NO ON HOMELESS SHELTER AGENDA COMMENT Original Message From: C Mezzy<cmezzy223@gmail.com> Sent: Wednesday, April 17, 2019 7:13 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: NO ON HOMELESS SHELTER I've wanted to live in the city since I was a kid. 25 years later, I am a proud homeowner here. I have purchased an additional property that, hopefully, one of my kids will live in. No one I have spoken to wants the shelter. Please DO YOUR JOB and keep it from happening. Respectfully, Chris Mezzano Sent from my iPhone SUPPLEMENTAL COMMUNICATION Meeting Date: Y` /a' /. Agenda Item No.; Work Order: #153355 04162019 Closed: This issue is assig'_et By Rebecca Mincarell Agenda & Public Hearing Comments Email Becksinhb@gmail.com Phone SUB TYPE Device City Council Meeting STREET ADDRESS Media Submitted None ❑x COMMENTS&ADDITIONAL NOTES Homeless Shelter Status Changed:04/18/2019 9:03 AM Johanna Dombo Work Order#153355 status has changed from new to assigned. Share with Citizen:NO Issue Type/Subtype Changed:04/18/2019 9:03 AM Johanna Dombo Workorder#153355 Issue type changed from City Council to Agenda&Public Hearing Comments and subtype City Council Meeting. Share with Citizen:NO SUPPLEMENTAL COMMUNICATION Meeting Date: 4/' 7. 1 9 Agenda hem No.; Switzer, Donna From: Dombo, Johanna Sent: Thursday, April 18, 2019 7:55 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Homeless Shelter AGENDA COMMENT From: larry mcneely<Imwater@yahoo.com> Sent: Wednesday, April 17, 2019 9:20 PM To:CITY COUNCIL<city.council@surfcity-hb.org> Subject: Homeless Shelter Build them a Home and they will Come, Provide them a Bed and they will Stay. We may recover from Costly Mistakes but the people who cause them will never recover. SUPPLEMENTAL COMMUNICATION Meeting Date: ' 1 5'•/9 Agenda Item No.; 1 Work Order: #153638 Opened:/2019 Closed: This issue is new Est. Resolution Date: Not Yet Set By Dan Jamieson Agenda & Public Hearing Comments Email broker_advocate@hotm ail.com SUB TYPE Phone . City Council Meeting Device . STREET ADDRESS Media Submitted None tI COMMENTS&ADDITIONAL NOTES Re City Council Special Meeting,April 18,2019 As residents in north Huntington Beach,near the site of the proposed homeless navigation center,we reiterate our support for the City's efforts to open this facility.Although there are many issues with shelters,and concerns about effects on neighborhoods,any site the City chooses will encounter opposition.The shelter will allow our police officers to get homeless off the streets,and provide temporary housing and badly needed services to a vulnerable population.We urge the City to move forward with the shelter,and ensure it is operated as outlined by City staff.Sincerely,Dan Jamieson Roxanne McMillen SUPPLEMENTAL COMMUNICATION Meeting Date:____ 4' /t'• // Agenda Item► o.; Work Order: #153690 04/17/2019 Closed: This issue is assigned By Jill Pacho Agenda & Public Hearing Comments Email surfcityjill@gmail.com Phone . SUB TYPE Device . City Council Meeting STREET ADDRESS Media Submitted None COMMENTS&ADDITIONAL NOTES Do not put shelter at bolsa and McFadden.Too close to marina.Put it at Slater and gothard where its industrial.You guys look super shady with a special vote at 4 when residents are not likely to be able to attend.Shame on you guys.Not a happy resident.Jot a hapoy voter. Status Changed:04/18/2019 8:53 AM Johanna Dombo Work Order#153690 status has changed from new to assigned. Share with Citizen:NO Issue Type/Subtype Changed:04/18/2019 8:53 AM Johanna Dombo Workorder#153690 Issue type changed from City Council to Agenda&Public Hearing Comments and subtype City Council Meeting. Share with Citizen:NO SUPPLEMENTAL COMMUNICATION Meeting Date: �• �• Agenda Kern No.; Work Order: #153689 04/17/2019 Closed: This issue is assigned � eso utian`Da e By : Jill Pacho Agenda & Public Hearing Comments Email surfcityjill@gmail.com Phone . SUB TYPE Device City Council Meeting STREET ADDRESS Media Submitted None COMMENTS&ADDITIONAL NOTES Do not put homeless shelter at bolsa/McFadden.Too close to marina.Put it at slater/gothard in industrial area.Not a happy resident.Unhappy with you and council.A few blocks from marina is still too close. Status Changed:04/18/2019 8:53 AM Johanna Dombo Work Order#153689 status has changed from new to assigned. Share with Citizen:NO Issue Type/Subtype Changed:04/18/2019 8:53 AM Johanna Dombo Workorder#153689 Issue type changed from City Council to Agenda&Public Hearing Comments and subtype City Council Meeting. Share with Citizen:NO SUPPLEMENTAL COMMUNICATION Meeting Date: y` /2'• / Agenda item No.; / Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 4:37 PM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Proposed "Navigation Center" near my home- unacceptable AGENDA COMMENT From:Jeanette Pattison<jclausen@gmail.com> Sent:Wednesday, April 17, 2019 4:15 PM To:CITY COUNCIL<city.council@surfcity-hb.org> Subject: Proposed "Navigation Center" near my home- unacceptable Dear City Council Members, I am and have been in great distress since learning of the opening of a Navigation Center located within one- two miles of my home in Circle View. I have children who attend Marina High School and Circle View, and I am deeply worried about their safety and security in this neighborhood. I have noticed the increasing homeless population already, without the center, and I have heard all of the feedback from other residents who have attended these shady, and useless council meetings with minimal information being provided. The residents are being force-fed a location we do not want. We were to be provided two weeks before a vote, and we were not. Why are other locations closer to less desirable areas not being considered? Slater and Beach is a much better area than our residential location. Perhaps over near where one of you fine folks live? Wouldn't that be lovely? The City Council is failing the residents of Huntington Beach, and perhaps someone else would like to pay the tax dollars, and I will take my money and business to another city who cares about the residents' safety. Best regards, Jeanette Pattison Circle View SUPPLEMENTAL COMMUNICATION Meeting Date: y' I7. // Agenda Item No.; 1 Switzer, Donna From: Dombo, Johanna Sent: Thursday, April 18, 2019 7:56 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Wow, all voices should be heard AGENDA COMMENT From: Deby Pierce<deby.pierce@gmail.com> Sent: Wednesday,April 17, 2019 5:33 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject:Wow, all voices should be heard Council members, All voices should be heard. Something stinks about this whole Navigation program. City members have worked very hard to live here. Why not at least listen. So much division in our city right now. Your leadership should be comforting not as it is. Sneaky and not caring for those of us who pay to live here! SUPPLEMENTAL COMMUNICATION Agenda Item No.; ' i Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 3:06 PM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: Against Pipeline Navigation Center AGENDA COMMENT Vannia Peirce is completely against the Navigation Center as it is less than one mile from her home, Family Facilities and schools are nearby. She also thinks that having this meeting on April 18 is deceptive because many are on spring break or working and cannot attend. Johanna Dombo Executive Assistant Office of the City Manager, City of Huntington beach 71+.536.5575 Johanna.dombo@surfcity-hb.org SUPPLEMENTAL COMMUNICATION Meeting Date: if` /8• I / Agenda Item No.; I 1 Work Order: #153678 04ened:2019 Closed: This issue is assigned Est. Resolution Date: Not Yet Set By Vannia Peirce Agenda & Public Hearing Comments Email vanniaap@gmail.com Phone SUB TYPE Device . City Council Meeting STREET ADDRESS Media Submitted 1 Images 0 o.o COMMENTS&ADDITIONAL NOTES Re:Navigation Center/Homeless Shelter-15311 Pipeline Ln.HB Dear Mayor and City Council.My name is Vannia Peirce and have been a resident of Huntington Beach for almost 18 years.And want my opinion to be heard and counted against the proposed Homeless Shelter location at Pipeline Ln.The new proposed location is not viable for a Homeless Shelter and am completely against it.There are too many children school and children/family programs and facilities close by.Elementary Schools 1 mile away,Marina HS less than a mile away,SCATS Gymnastics at 200 yards away,The Rinks at 300 yards away,Get Air Trampolines,Bounce U,The Rinks,Grace Lutheran School 1300 yards.Why are you guys obsessing over this area of Huntington Beach?Why not right next to the police station and City Hall,which is actually a more appropriate location since it is close to all the facilities a shelter of this type requires for running on a daily basis.This sudden special meeting and agenda feels very deceptive to all HB residents and business owners.Why is it being held on a Thursday afternoon before all residents are back from work and most city officials and families are for the most part traveling this day for spring break?So shady,are you trying to take advantage of having less public comment at tomorrow's meeting?This vote could have been planned for next week and still satisfied the deadline.I would completely support the City of Huntington Beach if our City Attorney would appeal to the Supreme Court,instead of spending over 6 million dollars on an idea that will never work.Please do the right thing and urge you to vote NO.Sincerely,Vannia Alvarado-Peirce Status Changed:04/18/2019 8:53 AM Johanna Dombo SUPPLEMENTAL Work Order#153678 status has changed from new to assigned. COMMUNICA! iON Share with Citizen:NO Meeting Date: ?' /0 • / Agenda Item No.;__. Issue Type/Subtype Changed:04/18/2019 8:53 AM Johanna Dombo Workorder#153678 Issue type changed from City Council to Agenda&Public Hearing Comments and subtype City Council Meeting. Share with Citizen:NO Work Order: #153695 04/17/2019 Closed: This issue is assigned Est. Resolution Date: Not Yet Set By Paula Redmond Agenda & Public Hearing Comments Email Psgirlie@aol.com Phone . SUB TYPE Device . City Council Meeting STREET ADDRESS Media Submitted None COMMENTS&ADDITIONAL NOTES Pipeline Homeless Shelter-again another meeting scheduled for s time when the majority of working taxpayers cannot attend.It's deplorable.I urge each of you to not move forward with the proposed homeless shelter on Pipeline.It is fraught with issues.In addition to the location being too close to schools and other facilities frequented by children,it is far too costly. Already we allegedly have a shortfall of funds in Huntington Beach in spite of the high taxes we pay.By allowing this you are pulling funds from other areas in our city that are already in desperate need such as our police department.This proposal to buy a building which will need significant tenant improvements in order to make it usable is irresponsible behavior in your fiduciary duties to the citizens of Huntington Beach.I implore you to not move forward on this project and also to make transparent to the citizens all the locations that have been considered for such project. Status Changed:04/18/2019 8:52 AM Johanna Dombo Work Order#153695 status has changed from new to assigned. Share with Citizen:NO Issue Type/Subtype Changed:04/18/2019 8:52 AM Johanna Dombo SUPPLEMENTAL Workorder#153695 Issue type changed from CioCCpFjjmm §�y�p((�i//��landii Comments and subtype City Council Meeting. Meeting Date: Y• /$-/ C7 Share with Citizen:NO Agenda Item No.; Switzer, Donna From: Dombo, Johanna Sent: Wednesday, April 17, 2019 3:36 PM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: Homeless shelter vote. 04/18/2019 AGENDA COMMENT Original Message From: Kevin Reynolds<kev25442@gmail.com> Sent: Wednesday, April 17, 2019 3:22 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Homeless shelter vote. 04/18/2019 I'm more than disappointed with the ethics of you all. I guess the show at the library last weekend was just fluff... wish some of you would have taken what the majority of the residents said to heart. Guess you have to care about whom you're representing and have a heart first. A vote during Easter break when most of your constituents are either working or on vacation with families.You are all a piece of work. Kevin Reynolds Sent from my iPhone KJR SUPPLEMENTAL COMMUNICATION Meeting Date: �• / /9 Agenda Item No.; i Work Order: #153459 Opened:/2019 Closed: This . ` . . :'ReS'i . o .,.r•,: ,_ .a .;, By : Kevin Reynolds Agenda & Public Hearing Comments Email : Kev25442@gmail.com Phone 714-743-5566 SUB TYPE Device . City Council Meeting STREET ADDRESS Media Submitted None 0 COMMENTS&ADDITIONAL NOTES Homeless vote on 4/18/2019.Middle of spring break.Really?I believe you've lost my vote next election Status Changed:04/18/2019 9:00 AM Johanna Dombo Work Order#153459 status has changed from new to assigned. Share with Citizen:NO Issue Type/Subtype Changed:04/18/2019 9:00 AM Johanna Dombo Workorder#153459 Issue type changed from City Council to Agenda&Public Hearing Comments and subtype City Council Meeting. Share with Citizen:NO SUPPLEMENTAL COMMUNICATION Meeting Date: Y• I7• I1 Agenda Item No.; Switzer, Donna From: Dombo, Johanna Sent: Thursday, April 18, 2019 7:52 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: No Homeless shelter AGENDA COMMENT Original Message From: Arlynn Vizcarra<asypinero@gmail.com> Sent: Thursday,April 18, 2019 7:37 AM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: No Homeless shelter Dear City Council, I have little kids who attend schools and activities within walking distance from the proposed Pipeline homeless shelter location. I do not feel safe having a homeless shelter that close to my kids.This shelter is too close too many schools and children's youth activities. I worry for my kids safety and for the safety of all the children. Please consider a different location farther from the schools. Sincerely, Arlynn Vizcarra HB resident and home owner SUPPLEMENTAL COMMUNICATION Meeeng Date: 41' 18' 17 Agenda item No.; 1 Switzer, Donna From: Dombo, Johanna Sent: Thursday, April 18, 2019 7:55 AM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: FW: HB Navigation Center AGENDA COMMENT From: Rebecca Weinberg<RebeccaW@xrllc.com> Sent:Wednesday,April 17, 2019 11:53 PM To: CITY COUNCIL<city.council@surfcity-hb.org> Subject: Fwd: HB Navigation Center Dear City Counsel Members, I don't know how much effort or who exactly is looking for other more suitable locations for the navigation center but this newly listed property(link below) would be an excellent long term location with room for expansion. I mentioned this property in the private meeting today with City Attorney, Mike Gates, and Councilwoman Kim Carr but here are the actual details. It could house 4-5 times the amount of people as Pipeline and their pets. It's further from schools, would require way less over haul, on a much less congested street and is further away from residential and neighboring buildings with enough room for parking/dog runs. Yes it's more expensive 8-9 mil but a better long term solution for the expected much higher PIT count coming this month. The building layout is much more of a turnkey solution than Pipeline. Our business is located next door to the proposed Pipeline location and we are extremely concerned on so many levels. I am also a parent of a marina high grad who has been verbally assaulted walking home from Marina HS by homeless people and a homeowner across from the school. This vote has been forced through without allowing enough time for proper location analysis, impact studies and consideration. I strongly propose taking a little more time to throughly look at all options versus this short term band aid of an acquisition. https://www.loopnet.com/Listing/5492-Bolsa-Ave-Huntington-Beach-CA/15742955/ SUPPLEMENTAL COMMUNICATION Meeting Date: /9 Thanks, Agenda NM NO4 Rebecca Rebecca Weinberg r Pres.i1 vn1 RebeccaitxRbronth corn deice:888.261.1181 Mabi:e:818. .5900 Fax 714.847.9)08 I tit>i IN.661 na L x+o H Y,n,jtpn Bpuch eA 91 4; xRhro:ia4.{:Om PLAY HARD. 2 Work Order: #153615 Opened: pene o19 Closed: This issue is assigned Est. Resolution Date: Not Yet Set By Kathy Senske Agenda & Public Hearing Comments Email ksenske@socal.rr.com Phone . SUB TYPE Device . City Council Meeting STREET ADDRESS Media Submitted None COMMENTS&ADDITIONAL NOTES The Homeless shelter Location*Barbara,This is ruining the value of all of our properties,It already has and its just NOT SAFE!!!!I am seeing so many mentally challenged individuals walking into my neighborhood daily NOW.You guys spent all this money on Pacific City and tourism but let these dirty vagrants just walk around doing what they want.It's Not Fair to us law abiding TAX PAYING Homeowners/citizens who by the way have lived here for 54 years and I've never wanted to leave until now.I never thought I would ever want to leave my birthplace but greed is changing everything and we don't like it.You need to fit for your city NOW and back the residence instead of politics Status Changed:04/18/2019 8:58 AM Johanna Dombo Work Order#153615 status has changed from new to assigned. Share with Citizen:NO Issue Type/Subtype Changed:04/18/2019 8:58 AM Johanna Dombo Workorder#153615 Issue type changed from City Council to Agenda&Public Hearing Comments and subtype City Council Meeting. SUPPLlMENTAL Share with Citizen:NO COMMUNICATION Mee Ing Date: 41- /g• 1 Agenda Item No.;.;._ Switzer, Donna From: agendacomment@surfcity-hb.org Sent: Thursday, April 18, 2019 1:08 PM To: Agenda Comment Cc: Fikes, Cathy; CITY COUNCIL Subject: Public Comments on Council Agenda Items AGENDA COMMENT Subject Navigation Center/Homeless Community Name Steven C Shepherd Email steve@shepherdarchitects.com Comments Dear City Council Members, I am writing today, on the eve of tonight's vote regarding the Pipeline Drive property and its future use as a homeless shelter, to congratulate you. While I wish I was writing to offer sincere congratulations for all your forward-thinking efforts and local actions aimed at making today's Huntington Beach a more mindful and compassionate community, sadly I am not. Tonight, rather than having a substantive discussion and debate with community members about how to best address the local and regional issue of homelessness, you will be forced to face an angry mob armed with personal grievance and a deep sense of victimization. During the Public Comments (as well as in the written comments like this one) there will be a seemingly endless array of stories and personal recollections of nostalgic memories of" ... the Huntington Beach I once knew ..." and "... our sleepy little beach town ...", and then these warm and comforting tales will be dramatically contrast against today's Huntington Beach where danger and peril have overtaken every neighborhood and long-time HB residents are now embarrassed to call our city their home. Even with a 4pm weekday meeting start-time and a limit of 3 minutes per speaker, these types of public comments could go on for hours. There won't be any mention of constructive alternative for using the Pipeline Drive property nor any expressed compassion for those the Navigation Center seeks to help. And perhaps inevitably there will be absolutely zero understanding or acknowledgement of your situation as an elected official and the difficulty of this decision. Tonight's Public Comments will bring you face-to-face with a vivid snapshot of politics today Huntington Beach. Most of the loudest voices will represent opinions limited to immediate self- interest at the expense of constructive and appropriate governance. As much as you may wish to have this mob of constituents understand and appreciate the potential liability and consequences for the City should you fail to act, all they will care about, shout about, and demonize you for is the belief that YOU are undermining their neighborhood and our city. Although I strongly support the City of Huntington Beach taking constructive action to provide local services for the homeless community, in the end that's not really what this comment is about. Instead this is an opportunity to ask each council member to consider making a concerted attempt to be more mindful in your rhetoric and more focused on constructive and meaningful governance. I do not envy your task today, but I am hopeful that it may serve to inspire a more cooperative and civil environment for our city's future. SUPPLEMENTAL Thank you. COMMUNICATION Meeting Date; y /9`' 1 Agenda Item No.; Work Order: #153630 Opened:/2019 Closed: This issue is assigned Est. " s By : Patricia Smith Agenda & Public Hearing Comments Email patricia.smith@juno.co SUB TYPE Phone . City Council Meeting Device . STREET ADDRESS Media Submitted None COMMENTS&ADDITIONAL NOTES Homeless shelter-I cannot attend a 4 pm meeting to discuss your proposal for a 2nd site.HB needs to do its share and I strongly urge you to move this forward.No site is going to be perfect or have full support from citizens.However,it does not serve the homeless or our community to keep withdrawing proposals.Sometimes one needs to act on an unpopular idea . to serve the needs of the community.I strongly urge you to do so. Status Changed:04/18/2019 8:57 AM Johanna Dombo Work Order#153630 status has changed from new to assigned. Share with Citizen:NO Issue Type/Subtype Changed:04/18/2019 8:57 AM Johanna Dombo Workorder#153630 Issue type changed from City Council to Agenda&Public Hearing Comments and subtype City Council Meeting. Share with Citizen:NO SUPPLEMENTAL®®//nENTA/�L COM UN CATION Meettng Data:_ �l l •l� Agenda Item No.:, Work Order: #153676 004/17/2019 Closed: This issue is assl. • # ;.: s By : Katrina Tengan Agenda & Public Hearing Comments Email . Phone . SUB TYPE Device . City Council Meeting STREET ADDRESS Media Submitted None COMMENTS&ADDITIONAL NOTES Homeless shelter cannot go near schools and children.The location being discussed right now is not an option.I fear for our children's safety.My children attend grace lutheran I am very disappointed in the council not choosing a better location to keep our children and community safe Status Changed:04/18/2019 8:56 AM Johanna Dombo Work Order#153676 status has changed from new to assigned. Share with Citizen:NO Issue Type/Subtype Changed:04/18/2019 8:56 AM Johanna Dombo Workorder#153676 Issue type changed from City Council to Agenda&Public Hearing Comments and subtype City Council Meeting. Share with Citizen:NO SUP "tiNTAL COMWWCATION Work Order: #153677 04/17/2019 Closed: ;• _ o 1 0 ➢d a"' By Katrina Tengan Agenda & Public Hearing Comments Email : Kattywinfield@hotmail. corn SUB TYPE Phone . City Council Meeting Device STREET ADDRESS Media Submitted None COMMENTS&ADDITIONAL NOTES Homeless shelter cannot go near grace lutheran school I'm am disappointed in our council for not keeping our children and community safe.This is not a good idea.Vote no Status Changed:04/18/2019 8:55 AM Johanna Dombo Work Order#153677 status has changed from new to assigned. Share with Citizen:NO Issue Type/Subtype Changed:04/18/2019 8:55 AM Johanna Dombo Workorder#153677 Issue type changed from City Council to Agenda&Public Hearing Comments and subtype City Council Meeting. Share with Citizen:NO SUPPLEMENTAL COMMUNICATION gam: 4/. I7- /9 Agenda Item No.; Work Order: #153292 Opened:/2019 Closed: • By Agenda & Public Hearing Comments Email . Phone . SUB TYPE Device . City Council Meeting STREET ADDRESS Media Submitted None COMMENTS&ADDITIONAL NOTES The location of the Homeless navigation site is still unacceptable.Way too close to schools, scats,outbreak,the rinks,and parks.I aware that the upper middle class and upper echelon of Huntington Beach want the homeless out of their area but it seems as if this council is hell bent on a location in North Huntington.What a pity that this part of the city will greatly be affected.I do not feel safe or comfortable having a shelter within such a close distance to my kid's school.When the homeless leave in the morning where do you think they will go?Right into Robinwood Park,Carr Park and other surrounding neighborhoods.The fact you will allow addicts into the shelter scares me even further.Please for the sake of the schools in the area, move the location. Status Changed:04/18/2019 9:04 AM Johanna Dombo Work Order#153292 status has changed from new to assigned. Share with Citizen:NO Issue Type/Subtype Changed:04/18/2019 9:04 AM Johanna Dombo Workorder#153292 Issue type changed from City Council to Agenda&Public Hearing Comments and SUPPLEMENTAL subtype City Council Meeting. COMMUNICATION Share with Citizen:NO / Meeting Date: 47• / Agenda Item No.; Switzer, Donna From: Fikes, Cathy Sent: Thursday, April 18, 2019 2:36 PM To: Agenda Comment Cc: Gates, Michael; Wilson, Fred; Farrell, Lori Ann; Vigliotta, Mike; Fikes, Cathy; CITY COUNCIL Subject: FW: Objection to City Council Action Relating to 15311 Pipeline Lane, Huntington Beach, CA Attachments: 2669644_2.pdf AGENDA COMMENT From: Michelle M. Pase <mpase@ptwww.com> Sent: Thursday, April 18, 2019 2:23 PM To: Estanislau, Robin <Robin.Estanislau@surfcity-hb.org>; Peterson, Erik<Erik.Peterson@surfcity-hb.org>; Semeta, Lyn <Lyn.Semeta@surfcity-hb.org>; Brenden, Patrick<Patrick.Brenden@surfcity-hb.org>; Carr, Kim <Kim.Carr@surfcity- hb.org>; Delgleize, Barbara <Barbara.Delgleize@surfcity-hb.org>; Hardy,Jill <Jill.Hardy@surfcity-hb.org>; Posey, Mike <Mike.Posey@surfcity-hb.org>; Wilson, Fred <Fred.Wilson@surfcity-hb.org> Cc: Fikes, Cathy<CFikes@surfcity-hb.org>; Michael H. Leifer<mleifer@ptwww.com>; Erin B. Naderi <enaderi@ptwww.com>; Michelle M. Pase <mpase@ptwww.com> Subject: Objection to City Council Action Relating to 15311 Pipeline Lane, Huntington Beach, CA Good afternoon. At the request of Mr. Leifer, attached in PDF format is a correspondence of today's date regarding the above referenced matter. Please review. Michelle Pase I Assistant to Michael H. Leifer, Erin B. Naderi and Nazani N. Temourian Palmieri, Tyler, Wiener, Wilhelm & Waldron LLP 1900 Main Street, Suite 700 I Irvine, CA 92614 Direct Dial (949) 851-7325 I Fax (949) 851-1554 mpase@ptwww.com I ptwww.com PALMIERI TYLER ATTORNEYS AT LAW This message and any attached documents contain information from the law firm of Palmieri, Tyler, Wiener, Wilhelm& Waldron LLP that may be privileged and confidential and protected from disclosure. If the reader of this message is not the intended recipient, or an employee or agent responsible for delivering this message to the intended recipient,you are hereby notified that any dissemination, distribution or copying of this communication is strictly prohibited. If you have received this communication in error,please notes us immediately by replying to the message and deleting it from your computer. Thank you. 1 SUPPLEMENTAL COMMUNICATION Meeting Date. q• / • Martin v. City of Boise Agenda Item No.; / A court case that states that a person's Eighth Amendment right of protection from cruel and unusual punishment protects them from being prosecuted for sleeping outside if there is not other place for them to go. Martin v. City of Boise,is a court decision made by the Ninth Circuit Court of Appeals which covers nine western states. The case began in 2009,-was decided by the Court of Appeals in 2017 and upheld by the Court of Appeals in 2019 after rejecting an appeal prepared by Boise. At issue was whether Boise's laws against sleeping in public violate the Eighth Amendment rights of protection against cruel and unusual punishment. In summary,the Eight Amendment's prohibition on cruel and unusual punishment means that a city cannot criminalize sleeping outside if there is no other place for a person to go. The court's decision states: We consider whether the Eighth Amendment's prohibition on cruel and unusual punishment bars a city from prosecuting people criminally for sleeping outside on public property when those people have no home or other shelter to go to.We conclude that it does. (Judge Berzon's opinion dated September 4, 2018, located at http://cdn.ca9.uscourts.gov/datastore/opinions/2018/09/04/15-35845.pdf) In particular,the court rules that: We hold only that"so long as there,is a greater number of homeless individuals in [a jurisdiction] than the number of available beds [in shelters],"the jurisdiction cannot prosecute homeless individuals for"involuntarily sitting, lying,and sleeping in public." That is, as long as there is no option of sleeping indoors,the government cannot criminalize indigent,homeless people for sleeping outdoors, on public property, on the false premise they had a choice in the matter. (Same opinion) A copy of Judge Berzon's opinion can be read here: http://cdn.ca9.uscourts gpv/datastore/opinions/2018/09/04/15-35845.pd'f For more information see: A 2018 Orange County based article https://voiceofoc.org/wp- content/uploads/2018/09/9th-Circuit-ruling-in-Boise-homeless-capping-case- 2018.nd` A 2018 article about the ruling hops://www.governing.com/topics/health-human- servicesf gov-martin-boise_homeless-ruling.html An April 19 article stating the court upholds their decision by rejecting an appeal by Boise nttp://www.ifiberone.com/columbia basin/ninth-circuit-court-upholds- ruling-which-states-homeless-persons-cannot/article 08e5681c-56f6-11e9-a69b- 0b5e5707aec0.html LICENSE # 457906 rI] II C O R P O R A T I O N April 18, 2019 Subject: Bridges- Operated by Mercy House - 1000 Kraemer PI. Anaheim CA To Whom It May Concern, My name is Curt Schendel, President of UDC Corporation, 1041 N. Kraemer Place in Anaheim California. UDC Corporation is located directly across the street from the Bridges Homeless Shelter. We have been in this location since approximately 1987. UDC Corporation is a construction company specializing in Sheet Metal and Structural Steel fabrications and installations. We employ approximately 100 full time shop and field employees. When we were told that the property at 1000 N. Kraemer Place was being considered for homeless shelter we instantly were not happy with anything to do with a homeless shelter right outside our front door, We contacted other businesses in our area, we contacted lawyers, we attended city council meetings and tried to do everything in our power to "stop" this from happening. Our thoughts were "Life as we know it is over". This new shelter was going to bring motorhomes, people with shopping carts and tents to sleep on our door steps. Our cars and building are going to get vandalized and broken into on a regular basis. We were expecting the worse. It has been almost two (2) years now and we could not have been more wrong. Mercy House runs a very tight ship. They shuttle people to and from their facility. There are no walk ups or drive ups. There has been no increase in crime, no break ins or damage to my employees' vehicles. And best of all there has been no impact to our day to day business or to our property values. If you didn't know it was a homeless shelter you couldn't tell it from the outside. UDC Corporation is very hopeful for Bridges/ Mercy Houses continued success with managing a problem that seamed unmanageable. SUPPLEMENTAL Sincerely, COMMUNICATION Curtis A. Schendel Meeting Date: Y' 18- l 9 President UDC Corporation Agenda Item 1041 KRAEMER PLACE-ANAHEIM -CA-92806-714.630.8580-714.630.0430 FAX Work Order: #153787 04/18/2019 Closed: This issue is assigned Est. Resolution Date: Not Yet Set By Michael Anthony Records Email mikeagolf@aol.com Phone . STREET ADDRESS Device . Media Submitted None COMMENTS &ADDITIONAL NOTES Proposed homeless shelter-The shelter they plan to build Magnolia High School is wrong! Why there?Stop and let the people decide! Status Changed:04/18/2019 11:12 AM Julie Paik Work Order#153787 status has changed from new to assigned. Share with Citizen:NO Assigned Worker:04/18/2019 11:12 AM Julie Paik Workorder#153787 has been assigned to Donna Switzer. Share with Citizen:NO Issue Type/Subtype Changed:04/18/2019 11:12 AM Julie Paik Workorder#153787 Issue type changed from Housing to Records. Share with Citizen:NO