HomeMy WebLinkAboutSANTA ANA UNIFIED SCHOOL DISTRICT (12)Return FULLLY EXECUTED
Copy to COTC, M-30
A-2022-218-03
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December 15, 2022
Escrow Officer: Dawn Niehaus
o-, Re: Escrow No. 929924-DN
o Property: 1415 French Street,
Santa Ana CA 92704
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Dear Clients:
ESCROW ACCEPTANCE LETTER
1500 Quail Street, 3rd Floor
Newport Beach, CA 92660
Phone: (714)289-3300
Direct Line: (714) 289-3349
e-fax: (949) 258-5395
This letter shall serve as notification of the opening of escrow on the above referenced property. The " Effective
Date" is November 8, 2022. Escrow is in receipt of the fully executed PURCHASE AND SALE AGREEMENT
dated November 18,2022 (the "Agreement") Santa Ana Unified School District, a California public school district located
in the County of Orange, California (Seller") and the City of Santa Ana, a public municipality in the State of California
(`Buyer') has been delivered to Escrow Holder (defined below). Buyer and Seller are sometimes referred to
collectively as the "Principals" or the "Parties" and each separately as a "Principal" or "Parry".
Ticor Title, as escrow holder, accepts said Agreement as the complete agreement between the parties and agrees to act
in accordance with the terms, conditions and provisions as required and as applicable to the closing of this escrow. The
parties agree to hand escrow holder all necessary documents and funds to comply with all terms, conditions, and
provisions and as a condition of escrow holder's acceptance of the limited agency, agree to be bound by the attached
General Provisions. Should there by a conflict in the terms of escrow holder's General Provisions and those of the
Agreement, the General Provisions shall control as to the performance and duties of escrow holder. The terms and
conditions of these provisions are deemed to be incorporated by reference.
LEGAL DESCRIPTION: Seller's execution of the conveying Deed and Buyer's receipt of the Preliminary Title
Report or Commitment shall be deemed each party's approval of the legal description that is the subject of this
escrow.
INVESTMENT OF FUNDS: If the Agreement calls for the investment of funds for either party, it is acknowledged
by Buyer and Seller that escrow holder must be in receipt of its standard form of investment instructions executed by
Buyer and/or Seller together with a completed and executed W-9 form that is required by the Bank prior to the
establishment of the investment account.
TERMINATION, CONFLICTING INSTRUCTIONS: In the event of temdnation, breach or default by either Buyer or
Seller, escrow holder may require mutual written instructions prior to the disbursement of any funds or documents or elect
to operate in accordance with escrow holder's General Provisions.
AUTOMATIC TERMINATION: In the event the Agreement contains an automatic termination clause, the cancellation
of this escrow and disbursement of funds in accordance therewith, shall be without liability to escrow holder, without notice
to or additional instruction from either party and notwithstanding any conflicting instructions that may be deposited by
either parry to the contrary. Buyer and Seller shall indemnify and hold escrow holder harmless from any loss that may be
sustained due to escrow holders compliance with said instructions
CONDITIONS TO CLOSE: Buyer and Seller hereby confirm all "Conditions to Close" have been approved and
satisfied/waived in full.
Section 6.3.5, Tenant Estoppels does not apply to this transaction.
A-2022-218-03
RELEASE OF FUNDS PRIOR TO CLOSE OF ESCROW: In the event this escrow calls for release of funds prior to
close of escrow in accordance with Agreement, the parties are notified that this escrow will have not been completed, that
no documents will have been recorded to comply with the instructions given and the authority for releasing said funds is
given with full knowledge of the condition of said escrow and title to the property that is the subject thereof. The release of
said funds is without liability or recourse upon escrow holder for the ultimate outcome of this transaction. Or for the return
of said funds in the event this escrow is not consummated. Escrow holder may require separate written instructions prior to
the release of funds.
TAX -DEFERRED EXCHANGE: In the event the Agreement provides Buyer and/or Seller with the option to enter into a 1031
tax -deferred exchange, the parties shall cooperate and execute the necessary documents to effect same; provided, however, that the
cooperating party shall be at no expense or liability in effecting said exchange and said exchange shall not delay the close of escrow.
The parties are advised to seek the advice of a tax attorney or Certified Public Accountant for the determination of any income tax
consequences of an exchange and acknowledge that Ticor Title makes no representations concerning same.
ATTORNEY RELEASE: If either party is represented by an attorney, escrow holder shall communicate with and rely upon
instructions provided by the attorney.
NOTICES: All notices for escrow holder should be forwarded to:
Dawn Niehaus, Vice President, Commercial Escrow Officer
Ticor Title
1500 Quail Street, V Floor
Newport Beach, CA 92660
Direct: (714) 289-3349
e-Fax: (949)258-5395
Email: Dawn.niehaus@ticortitle.com
Thank you for choosing Ticor Title. We appreciate your business and look forward to a successful closing. Please contact me with
any questions or concerns.
Sincerely,
TICOR TITLE
Dawn Niehaus
Vice President, Commercial Escrow Officer
Seller:
Santa Ana Unified School District, a California public school district
By: _
Name:
Its:
Buyer:
City of Santa Ana, a public municipality
By:
Kristine Ridge, M Manager
GENERAL PROVISIONS
1. DEPOSIT OF FUNDS
The law dealing with the disbursement of funds requires that all funds be available for withdrawal as a matter of right by the
title entity's escrow and/or sub escrow account prior to disbursement of any funds or by wire transfer if requested by a party.
Only cash or wire -transferred funds can be given immediate availability upon deposit. Cashier's checks, teller's checks and
Certified checks may be available one business day after deposit. All other funds such as personal, corporate or partnership
checks and drafts are subject to mandatory holding periods which may cause material delays in disbursement of funds in this
escrow. In order to avoid delays, all fundings should be wire transferred. Outgoing wire transfers will not be authorized until
confirmation of the respective incoming wire transfer or of availability of deposited checks.
Deposit of funds into general escrow trust account unless instructed otherwise. You may instruct Escrow Holder to deposit
your funds into an interest bearing account by signing and returning the "Escrow Instructions - Interest Bearing Account",
which has been provided to you. If you do not so instruct us, then all funds received in this escrow shall be deposited with
other escrow funds in one or more general escrow trust accounts, which include both non -interest bearing demand accounts
and other depository accounts of Escrow Holder, in any state or national bank or savings and loan association insured by the
Federal Deposit Insurance Corporation (the "depository institutions") and may be transferred to any other such escrow trust
accounts of Escrow Holder or one of its affiliates, either within or outside the State of California. A general escrow trust
account is restricted and protected against claims by third parties and creditors of Escrow Holder and its affiliates.
Receipt of benefits by Escrow Holder and affiliates. The parties to this escrow acknowledge that the maintenance of such
general escrow trust accounts with some depository institutions may result in Escrow Holder or its affiliates being provided
with an array of bank services, accommodations or other benefits by the depository institution. Some or all of these benefits
may be considered interest due you under California Insurance Code Section 12413.5. Escrow Holder or its affiliates also may
elect to enter into other business transactions with or obtain loans for investment or other purposes from the depository
institution. All such services, accommodations, and other benefits shall accrue to Escrow Holder or its affiliates and Escrow
Holder shall have no obligation to account to the parties to this escrow for the value of such services, accommodations, interest
or other benefits.
Said funds will not earn interest unless the instructions otherwise specifically state that funds shall be deposited in an interest -
bearing account. All disbursements shall be made by check of Ticor Title Company of California. The principals to this
escrow are hereby notified that the funds deposited herein are insured only to the limit provided by the Federal Deposit
Insurance Corporation. Any instruction for bank wire will provide reasonable time or notice for Escrow Holder's compliance
with such instruction. Escrow Holder's sole duty and responsibility shall be to place said wire transfer instructions with its
wiring bank upon confirmation of (1) satisfaction of conditions precedent or (2) document recordation at close of escrow.
Escrow Holder will NOT be held responsible for lost interest due to wire delays caused by any bank or the Federal Reserve
System, and recommends that all parties make themselves aware of banking regulations with regard to placement of wires.
In the event there is insufficient time to place a wire upon any such confirmation or the wires have closed for the day, the parties
agree to provide written instructions for an alternative method of disbursement. WITHOUT AN ALTERNATIVE
DISBURSEMENT INSTRUCTION, FUNDS WILL BE HELD IN TRUST IN A NON -INTEREST BEARING ACCOUNT
UNTIL THE NEXT OPPORTUNITY FOR WIRE PLACEMENT.
2. PRORATIONS AND ADJUSTMENTS
All prorations and/or adjustments called for in this escrow are to be made on the basis of a thirty (30) day month unless otherwise
instructed in writing. You are to use information contained on last available tax statement, rental statement as provided by the
Seller, beneficiary's statement and fire insurance policy delivered into escrow for the prorations provided for herein.
3. SUPPLEMENTAL TAXES
The within described property may be subject to supplemental real property taxes due to the change of ownership taking place
through this escrow. Any supplemental real property taxes arising as a result of the transfer of the property to Buyer shall be
the sole responsibility of Buyer and any supplemental real property taxes arising prior to the closing date shall be the sole
responsibility of the Seller. TAX BILLS ISSUED AFTER CLOSE OF ESCROW SHALL BE HANDLED DIRECTLY
BETWEEN BUYER AND SELLER.
4. UTILITIES/POSSESSION
Transfer of utilities and possession of [Ire premises are to be settled by the parties directly and outside escrow.
5. PREPARATION AND RECORDATION OF INSTRUMENTS
Escrow Holder is authorized to prepare, obtain, record and deliver the necessary instruments to carry out the terms and
conditions of this escrow and to order the policy of title insurance to be issued at close of escrow as called for in these
instructions. Close of escrow shall mean the date the Deed has been recorded.
Seller: Buyer:
6. AUTHORIZATION TO FURNISH COPIES
You are authorized to furnish copies of these instructions, supplements, amendments, notices of cancellation and closing
statements, to the Real Estate Broker(s) and Lender(s) named in this escrow.
7. RIGHT OF CANCELLATION
Any principal instructing you to cancel this escrow shall file notice of cancellation in your office in writing: You shall within
two (2) working days thereafter, deliver, one (1) copy of such notice to each of the other principals at the addresses stated in
this escrow. UNLESS WRITTEN OBJECTION TO CANCELLATION AS FILED IN YOUR OFFICE BY A PRINCIPAL
WITHIN TEN (10) DAYS YOU AFTER THE DATE OF SUCH DELIVERY YOU ARE AUTHORIZED TO COMPLY
WITH SUCH NOTICE AND DEMAND PAYMENT OF YOUR CANCELLATION CHARGES. If written objection is filed,
you are authorized to hold all money and instruments in this escrow and take no further action until otherwise directed, either
by the principals' mutual written instructions, or by final order of a court of competent jurisdiction.
S. PERSONAL PROPERTY
No examination or insurance as to the amount or payment of personal property taxes is required unless specifically
requested.
By signing these General Provisions, the parties to the escrow hereby acknowledge that they are indemnifying the Escrow
Holder against any and all matters relating to any "Bulk Sales" requirements, and instruct Escrow Agent to proceed with the
closing of escrow without any consideration of matter of any nature whatsoever regarding "Bulk Sales" being handled through
escrow.
9. RIGHT OF RESIGNATION
Escrow Holder has the right to resign upon ten (10) days written notice delivered to the principals herein. If such right is
exercised, all funds and documents shall be returned to the party who deposited them and Escrow Holder shall have no liability
hereunder.
10. AUTHORIZATION TO EXECUTE ASSIGNMENT OF HAZARD INSURANCE POLICIES
Either Buyer, Seller and/or Lender may hand you the insurance agent's name and insurance policy information, and you are to
execute, on behalf of the principals hereto, form assignments of interest in any insurance policy (other than title insurance) called
for in this escrow, forward assignment and policy to the insurance agent, requesting that the insurer consent to such transfer
and/or attach a loss payable clause and/or such other endorsements as may be required, and forward such policy(s) to the
principals entitled thereto. It is not your responsibility to verify the information handed you or the assignability of said insurance.
Your sole duty is to forward said request to insurance agent at close of escrow.
Further, there shall be no responsibility upon the part of Escrow Holder to renew hazard insurance policy(s) upon expiration or
otherwise keep it in force either during or subsequent to the close of escrow. Cancellation of any existing hazard insurance
policies is to be handled directly by the principals, and outside of escrow.
11. ACTION IN INTERPLEADER
The principals hereto expressly agree that you, as Escrow Holder, have the absolute right at your election to file an action in
interpleader requiring the principals to answer and litigate their several claims and rights among themselves and you are
authorized to deposit with the clerk of the court all documents and funds held in this escrow. In the event such action is filed,
the principals jointly and severally agree to pay your cancellation charges and costs, expenses and reasonable attorney's fees
which you are required to expend or incur in such interpleader action, the amount thereof to be fixed and judgment therefore to
be rendered by the court. Upon the filing of such action, you shall thereupon be fully released and discharged from all
obligations imposed by the terms of this escrow or otherwise.
12. TERMINATION OF AGENCY OBLIGATION
If there is no action taken on this escrow within six (6) months after the "time limit date" as set forth in the escrow instructions
or written extension thereof, your agency obligation shall terminate at your option and all documents, monies or other items
held by you shall be returned to the parties depositing same. In the event of cancellation of this escrow, whether it be at the
request of any of the principals or otherwise, the fees and charges due Ticor Title Company of California, including
expenditures incurred and/or authorized shall be borne equally by the parties hereto (unless otherwise agreed to specifically).
Seller: Buyer:
13. CONFLICTING INSTRUCTIONS
Upon receipt of any conflicting instructions, you are to take no action in connection with this escrow until non -conflicting
instructions are received from all of the principals to this escrow (subject to sections 7, 9, 11 and 12 above).
14. REIMBURSEMENT ATTORNEY FEES/ESCROW HOLDER
In the event that a suit is brought by any party or parties to these escrow instructions to which the Escrow Holder is named as
a party which results in a judgment in favor of the Escrow Holder and against a principal or principals herein, the principals or
principals' agent agree to pay said Escrow Holder all costs, expenses and reasonable attorney's fees which it may expend or
incur in said suit, the amount thereof to be fixed and judgment therefore to be rendered by the court in said suit.
15. DELIVERY/RECEIPT
Delivery to principals as used in these instructions unless otherwise stated herein is to be by regular mail, and receipt is
determined to be 72 hours after such mailing. All documents, balances and statements due to the undersigned are to be mailed
to the address shown herein. All notices, change of instructions, communications and documents are to be delivered in writing
to the office of Ticor Title Company of California as set forth herein.
16. STATEMEDERAL CODE NOTIFICATIONS
According to Federal Law, the Seller, when applicable, will be required to complete a sales activity report that will be utilized
to generate a 1099 statement to the Internal Revenue Service.
Pursuant to State Law, prior to the close of escrow, Buyer will provide Escrow Holder with a Preliminary Change of Ownership
Report. In the event said report is not handed to Escrow Holder for submission to the County in which subject property is
located, upon recording of the Grant Deed, Buyers acknowledge that the applicable fee will be assessed by said County and
Escrow Holder shall debit the account of Buyer for same at close of escrow.
17. NON-RESIDENT ALIEN
The Foreign Investment in Real Property Tax Act (FIRPTA), Title 26 U.S.C., Section 1445, and the regulations there under,
provide in part, that a transferee (buyer) of a U.S. real property interest from a foreign person (non-resident alien) must withhold
a tax equal to ten percent (10%) of the amount realized on the disposition, report the transaction and remit the withholding to
the Internal Revenue Service within twenty (20) days after the transfer. Ticor Title Company of California has not and will
not participate in any determination of whether the FIRPTA tax provisions are applicable to the subject transaction, nor act as
a Qualified Substitute nor furnish tax advice to any party to the transaction. Ticor Title Company of California is not
responsible for determining whether the transaction will qualify for an exception or an exemption and is not responsible for the
filing of any tax forms with the Internal Revenue Service as they relate to FIRPTA. Ticor Title Company of California is not
the agent for the buyer for the purposes of receiving and analyzing any evidence or documentation that the Seller in the subject
transaction is a U.S. citizen or resident alien. The buyer is advised they must independently make a determination of whether
the contemplated transaction is taxable or non-taxable and the applicability of the withholding requirement to the subject
transaction, and should seek the advice of their attorney or accountant. Ticor Title Company of California is not responsible
for the payment of this tax and/or and penalty and/or interest incurred in connection therewith and such taxes are not a matter
covered by the Owner's Policy of Title Insurance to be issued to the Buyer. The Buyer is advised they bear full responsibility
for compliance with the tax withholding requirement if applicable and/or for payment of any tax, interest, penalties and/or other
expenses that may be due on the subject transaction.
18. ENCUMBRANCES
Escrow Holder is to act upon any statements furnished by a lienholder or his agent without liability or responsibility for the
accuracy of such statements. Any adjustments necessary because of a discrepancy between the information furnished Escrow
Holder and any amount later determined to be correct shall be settled between the parties direct and outside of escrow.
You are authorized, without the need for further approval, to debit my account for any fees and charges that I have agreed to
pay in connection with this escrow, and for any amounts that I am obligated to pay to the holder of any lien or encumbrance to
establish the title as insured by the policy of title insurance called for in these instructions. If for any reason my account is not
debited for such amounts at the time of closing, I agree to pay them immediately upon demand, or to reimburse any other person
or entity who has paid them.
19. ENVIRONMENTAL ISSUES
Ticor Title Company of California has made no investigation concerning said property as to environmental/toxic waste issues.
Any due diligence required or needed to determine environmental impact as to forms of toxification, if applicable, will be done
directly and by principals outside of escrow. Ticor Title Company of California is released of any responsibility and/or
liability in connection therewith.
Seller: Buyer: 0!!!--
20. USURY A-2022-218-03
Escrow Holder is not to be concerned with any questions of usury in any loan or encumbrance involved in the processing of
this escrow and is hereby released of any responsibility or liability therefore.
21. DISCLOSURE
Escrow Holder's knowledge of matters affecting the property, provided such facts do not prevent compliance with these
instructions, does not create any liability or duty in addition to these instructions.
22. FACSIMILE SIGNATURE
Escrow Holder is hereby authorized and instructed that, in the event any party utilizes "facsimile" transmitted signed documents
or instructions to Escrow Holder, you are to rely on the same for all escrow instruction purposes and the closing of escrow as
if they bore original signatures.
23. CLARIFICATION OF DUTIES
Ticor Title Company of California serves ONLY as an Escrow Holder in connection with these instructions and cannot give
legal advice to any party hereto. Escrow Holder is not to be held accountable or liable for the sufficiency or correctness as to
form, manner of execution, or validity of any instrument deposited in this escrow, nor as to the identity, authority or rights of
any person executing the same. Escrow Holder's duties hereunder shall be limited to the proper handling of such money and
the proper safekeeping of such instruments, or other documents received by Escrow Holder, and for the disposition of same in
accordance with the written instructions accepted by Escrow Holder.
The agency and duties of Escrow Holder commence only upon receipt of copies of these Escrow Instructions executed by
all patties.
24. FUNDS HELD IN ESCROW
When the company has funds remaining in escrow over ninety (90) days after close of escrow or estimated close of escrow, the
Company shall impose a monthly holding fee of Twenty -Five and No/100 Dollars ($25.00) that is to be charged against the
funds held by the Company.
TIiIS AGREEMENT IN ALL PARTS APPLIES TO, INURES TO THE BENEFIT OF, AND BINDS ALL PARTIES HERETO, THEIR HEIRS,
LEGATEES, DEVISEES, ADMINISTRATORS, EXECUTORS, SUCCESSORS AND ASSIGNS, AND WHENEVER THE CONTEXT SO REQUIRES
THE MASCULINE GENDER INCLUDES THE FEMININE AND NEUTER, AND THE SINGULAR NUMBER INCLUDES THE PLURAL. THESE
INSTRUCTIONS AND ANY OTHER AMENDMENTS MAY BE EXECUTED IN ANY NUMBER OF COUNTERPARTS, EACH OF WHICH SHALL
BE CONSIDERED AS AN ORIGINAL AND BE EFFECTIVE AS SUCH,
MY SIGNATURE HERETO CONSTITUTES INSTRUCTION TO ESCROW HOLDER OF ALL TERMS AND CONDITIONS CONTAINED IN THIS
AND ALL PRECEDING PAGES AND FURTHER SIGNIFIES THAT I HAVE READ AND UNDERSTAND THESE GENERAL PROVISIONS.
Ticor Title Company of California conducts escrow business under License No. 3203-7 issued by the California Department of Insurance.
SELLER(S):
Santa Ana Unified School District, a California public school district
By: _
Name:
Its:
BUYER(S):
City of Santa Anima, a public municipality
By: !�'�y
Kristine Ridge, City Manage
m onument
December 27, 2022
Mr. Armando Fernandez
Senior Civil Engineer, PE
City of Santa Ana
Public Works I Water Resources
20 Civic Center Plaza, M-31
Santa Ana, CA 92701
Request for Funds
Regarding: Purchase of property located at 1415 French Street, Santa Ana, CA 92704
(APN 398-151-01)
Request for Funds
Owner: Santa Ana Unified School District
Dear Mr. Fernandez:
Please consider this letter as our request for funds in connection with the above -referenced project. In
accordance with the "Purchase and Sale Agreement' this amount represents the full amount for the
acquisition of the property located at 1415 French Street, Santa Ana, CA 92704. Attached please find
an estimated closing statement for your review.
In regards to A.P.N.: 398-151-01........................ $786,534.10
At your earliest convenience, please wire the funds for the amount shown above to Ticor Title Company
of California, Escrow No: 00929924 - 021 DN3. See attached wire instructions.
If you have any questions, please feel free to contact me at (562) 755-4297, or via email at
dborbe@monumentrow.com.
Sincerely,
MonumentROW,
/`�
Daniela Borbe
Sr. Project Manager
Monument
200 Spectrum Center. Suite 300. Irvine. CA 92618
info@monumentrow.com 1 9009)0109
monomen I row Cam