HomeMy WebLinkAboutItem 11 - Agreement for the Sale of Land from the City and Approve an Appropriation Adjustment11. Agreement for the Sale of Land from the City and Approve an Appropriation
Adjustment, Generating $4,800 in Revenue for FY 2023-24 Right -of -Way
Management Project (Non -General Fund)
Department(s):
Recommended Action: 1. Authorize the City Manager to execute a purchase and
sale agreement with Guadalupe Castaneda for the sale of City -owned property
located atAPN No. 410-071-44, behind 3025 Ramona Drive, in the amount of
$4,800 (Agreement No. A-2024-XXX).
2. Approve an appropriation adjustment recognizing revenue in the amount of
$4,800 in the Public Works General Fund, Sale of Land revenue account (No.
01117002-57071) for Fiscal Year 2023-24 and appropriating the same to the Public
Works Right -of -Way expenditure account, Improvements Other Than Building (No.
01117622-66220) Project 24-6900 for FY 2023-24 Right of Way Management.
(Requires five affirmative votes)
Public Works Agency
www.santa-ana.org/public-works
Item # 11
City of Santa Ana
20 Civic Center Plaza, Santa Ana, CA 92701
Staff Report
April 2, 2024
TOPIC: Sale of Land and Appropriation Adjustment
AGENDA TITLE
Agreement for the Sale of Land from the City and Approve an Appropriation Adjustment,
Generating $4,800 in Revenue for FY 2023-24 Right -of -Way Management Project (Non -
General Fund)
RECOMMENDED ACTION
Authorize the City Manager to execute a purchase and sale agreement with
Guadalupe Castaneda for the sale of City -owned property located at APN No.
410-071-44, behind 3025 Ramona Drive, in the amount of $4,800 (Agreement
No. A-2024-XXX).
2. Approve an appropriation adjustment recognizing revenue in the amount of
$4,800 in the Public Works General Fund, Sale of Land revenue account (No.
01117002-57071) for Fiscal Year 2023-24 and appropriating the same to the
Public Works Right -of -Way expenditure account, Improvements Other Than
Building (No. 01117622-66220) Project 24-6900 for FY 2023-24 Right of Way
Management. (Requires five affirmative votes)
GOVERNMENT CODE §84308 APPLIES: Yes
DISCUSSION
This City -owned land has remained vacant, as it previously served as a maintenance
service facility for the Parks, Recreation, and Community Services Department. The
City does not have plans to activate this vacant land and has encountered frequent
trespassing and other safety issues and complaints from the residence that is adjacent
to this lot (Exhibit 1). The purchase price was based on appraised values prepared by a
state -licensed appraiser (Exhibit 2).
Approval of the recommended action will support the City's goal to minimize blight and
activate vacant land, while also lessening the City's liability and maintenance costs.
Transferring ownership will serve as a mutually beneficial situation based on the
circumstances of the exempted surplus land, which was deemed too small to develop
independently for any other purpose within the existing zoning.
Approve Agreement for the Sale of City -Owned Real Property
April 2, 2024
Page 2
Staff notified the California Department of Housing and Community Development (HCD)
for review of the City of Santa Ana's Resolution No 2023-065 declaring properties as
Exempt Surplus Land. According to the resolution, the properties are less than 5,000
square feet in size and are not contiguous to land owned by the state or local agency
that is being used for open -space or low -and moderate -income housing purposes. The
HCD found the subject properties qualified as exempt surplus land under Government
Code section 54221, subdivision (f)(1)(B), thus allowing for the transfer of ownership
accordingly.
Staff recommends approval of the recommended actions to transfer ownership of
unused and undevelopable land to the adjacent property owner (Exhibit 3), as
authorized via Santa Ana Municipal Code Section 2-706 Sale to Owners of Adjoining
Property, and Section 2-709 Exceptions to transfer ownership of substandard vacant
land.
FISCAL IMPACT
Costs for maintaining vacant lots have escalated over the years, with frequent
maintenance charges for installation, rental fees, damaged material replacement fees,
and emergency fencing requests. Activating remnant land will help to generate
necessary project funding that will support right-of-way maintenance and security
citywide (Exhibit 4).
Approval of the recommended Appropriation Adjustment will recognize the receipt of
$4,800 via the Public Works General Fund, Sale of Land revenue account and
appropriate the same into the Public Works Right -of -Way expenditure account,
Improvements Other Than Building via the FY 2023-24 Right of Way Management
project (24-6900)
Fiscal
Accounting
Fund
Accounting Unit,
Year
Unit —Account
Description
Account No.
Amount
No.
Description
01117622-
Public Works
Public Works Right-of-
2023-24
66220
General Fund
Way, Improvements
$4,800
24-6900
Other Than Building
TOTAL
$4,800
EXHIBIT(S)
1. Location Map
2. Appraisal
3. Purchase and Sale Agreement
4. FY 23-24 CIP Amendment — General Fund
Submitted By: Nabil Saba, P.E., Executive Director — Public Works Agency
Approved By: Tom Hatch, Interim City Manager
EXHIBIT 1
ow,�177
LEGEND
SUBJECT
PROPERTY
IN! -
LOCATION MAP
ADJACENT TO 3025 S. RAMONA DRIVE
4,025 SF PORTION OF APN 410-071-44
PAGE 1 OF 1
D
:ram'iTi
City of Santa Ana Ownership
±4,025-SF Portion of APN 410-071-44
Santa Ana, California
Effective Date of Appraisal:
June 9, 2023
Hennessey & Hennessey LLC
17602 1711 Street, Suite 102-246
Tustin, CA 92780-7915
(714) 730-0744
appraisals@h-hllc.com
HENNESSEY & HENNESSEY LLC
A California Limited Liability Company
Real Estate Appraisers
17602 17' Street, Suite 102-246 • Tustin, California 92780-7915
(714) 730-0744 • e-mail: appraisals@h-hllc.com
Joseph A. Hennessey, SR/WA (1928-2016)
Senior Member, International Right of Way Association
June 13, 2023
Ms. Haley Gilbert
Project Manager, CIP Engineering
City of Santa Ana
Public Works Agency (M-36)
20 Civic Center Plaza
P.O. Box 1988
Santa Ana, CA 92702
RE: Restricted Appraisal Report covering
City of Santa Ana Ownership
±4,025 Portion of APN 410-071-44
Santa Ana, California
Sharon A. Hennessey, MAI, SR/WA, AI-GRS
Certified General Real Estate Appraiser
MAI Designated Member of the Appraisal Institute
AI-GRS Designated Member of the Appraisal Institute
Senior Member, International Right of Way Association
At your request and authorization, herewith is submitted a Restricted Appraisal Report, as defined
by the Uniform Standards of Professional Appraisal Practice, covering the above -referenced subject
property. A Restricted Appraisal Report is appropriate in this instance because this report is for the
client's use only.
Per the City of Santa Ana, the subject property is ±4,025 square feet. The subject property does not
have a street address. It is identified as a portion of APN 410-071-44.
The purpose of this appraisal is to estimate the range of market value of the subject property as of
the effective date of the appraisal. This appraisal report is intended to provide our client, the City
of Santa Ana, with an estimated range of market value for the subject property to be used for
internal decision -making purposes, including possible sale of the property to the abutting
ownership to its south side. The intended users of this report are the employees and duly
authorized representatives of the City of Santa Ana.
The effective date of the appraisal is June 9, 2023. The date of the report is June 13, 2023.
Opinion of Value
It is the appraiser's opinion that the market value range of the subject property as of the date
of value, June 9, 2023, subject to the assumptions and limited conditions state herein, is:
$4,800 to $16,100
The following analysis, opinions, and conclusion were developed in conformance with the
Uniform Standards of Professional Appraisal Practice (USPAP) and the "Code of Professional
Ethics" and the "Standards of Professional Practice" of the Appraisal Institute. Any data, reasoning,
and analysis not discussed in this Restricted Appraisal Report have been retained in the appraiser's
work file.
C I �►�/►�l �CXy S � �1 a �►�I J/ �CXy �'l � ��
by hCvM 6- 6tCl '
Sharon A. Hennessey, MAI, S AI- RS
State of California AGO03323
Santa Ana - APN 410-071-44 (6-13).wpd
Requirements for Restricted Appraisal Reports
USPAP Standards Rule 2-2(b)
The following items are required to be included in a Restricted Appraisal Report:
State the identity of the client, or if the client requested anonymity, state that the identity is
withheld at the client's request but is retained in the appraiser's workfile;
ii. State the identity of any other intended user(s) by name;
iii. Clearly and conspicuously state a restriction that limits use of the report to the client and the
named intended user(s);
iv. Clearly and conspicuously warn that the report may not contain supporting rationale for all of
the opinions and conclusions set forth in the report;
V. State the intended use of the appraisal;
vi. State information sufficient to identify the real estate involved in the appraisal;
vii. State the real property interest appraised;
viii. State the type of value and cite the source of its definition;
ix. State the effective date of the appraisal and the date of the report;
X. State the scope of work used to develop the appraisal;
xi. State the extent of any significant real property appraisal assistance;
xii. Provide sufficient information to indicate that the appraiser complied with the requirements of
Standard 1 by:
1) stating the appraisal methods and techniques employed;
2) stating the reasons for excluding the sales comparison, cost, or income appraoch(es) if any
have not been developed;
3) summarizing the results of analyzing the subject sales, agreements of sale, options, and
listings in accordance with Standards Rule 1-5; and
4) stating value opinion(s) and conclusion(s);
xiii. State the use of the real estate existing as of the effective date and the use of the real estate
reflected in the appraisal;
xiv. When an opinion of the highest and best use was developed by the appraiser, state that
opinion;
xv. Clearly and conspicuously:
State all extraordinary assumptions and hypothetical conditions; and
State that their use might have affected the assigned results; and
xvi. Include a signed certification in accordance with Standards Rule 2-3.
City of Santa Ana Date of Value: June 9, 2023
±4,025-SF Portion of APN 410-071-44 1
Preface
This is a Restricted Appraisal Report as defined in the Uniform Standards of Professional Appraisal
Practice (USPAP). By prior agreement, the client has determined that a Restricted Appraisal Report is
appropriate in this instance.
This report is intended to comply with the reporting requirements set forth under Standards Rule
2-20 of USPAP for a Restricted Appraisal Report. As such, it does not present discussions of the data,
reasoning, and analyses that were used in the appraisal process to develop the appraiser's opinion of
value. Rather, only brief statements are presented. The supporting documentation concerning the
data, reasoning, and analyses is retained in the appraiser's file. The depth of discussion contained in
this report is specific to the needs of the client and for the intended use of this report.
The subject property (portion of APN 410-071-44) is a ±4,025-square-foot vacant lot. If sold, the
subject property would be joined/assembled to the adjacent ownership to the south.
Only the Sales Comparison Approach was used to value the subject property. This approach was
considered to be the most likely approach a potential purchaser of the subject property would use.
The Income Approach and the Cost Approach were not used, because this parcel is essentially
unimproved (vacant lot) and these approaches are not pertinent in this instance.
Standards Rule 2-20 of USPAP specifies that a Restricted Appraisal Report address 16 specific issues.
The following sections of this report are presented in a manner so as to comply with the 16
requirements that are specified on the previous page.
State the identity of the client, or if the client requested anonymity, state that the identity is
withheld at the client's request but is retained in the appraiser's workfile;
City of Santa Ana
State the identity of any other intended user(s) by name;
None
iii. Clearly and conspicuously state a restriction that limits use of the report to the client and the
named intended user(s);
The use of this report is limited to the client and intended user, City of Santa Ana. There is
no other intended user.
iv. Clearly and conspicuously warn that the report may not contain supporting rationale for all of
the opinions and conclusions set forth in the report;
This report is restricted in that it does not present discussions of the data, reasoning, and
analyses that were used in the appraisal process to develop the appraiser's opinion of
value. This report cannot be thoroughly understood without this information. This
information has been retained in the appraiser's file.
City of Santa Ana Date of Value: June 9, 2023
±4,025-SF Portion of APN 410-071-44 2
V. State the intended use of the appraisal;
The intended use of this report is to establish the market value for the subject property as of
the effective date of the appraisal. This report is to be used by the City of Santa Ana for
internal decision -making purposes, including possible sale. The intended users of this
report are the employees and duly authorized representatives of the City of Santa Ana.
vi. State information sufficient to identify the real estate involved in the appraisal;
The subject property is identified as a ±4,025 portion of Assessor's Parcel Number
410-071-44. It does not have a street address. The subject property is located adjacent to
the north side of 3025 Ramona Drive, Santa Ana, California. The subject property is shown
on the exhibit in the Appendix of this report.
vii. State the real property interest appraised;
The property rights being appraised are fee simple interest.
The Dictionary of Real Estate Appraisal, 71h Edition, published in 2022 by the Appraisal
Institute defines "fee simple estate" on page 73 as follows:
Absolute ownership unencumbered by any other interest or estate, subject only to the
limitations imposed by the governmental powers of taxation, eminent domain, police
power, and escheat.
The fee simple estate valued in this report is appraised as though free and clear of existing
leases and all other encumbrances except those noted in the valuation section of this
report.
viii. State the type of value and cite the source of its definition;
Definition of Market Value
The Dictionary of Real Estate Appraisal, 7ch Edition, published in 2022 by the Appraisal
Institute defines "market value" on page 118 as follows:
The most probable price, as of a specified date, in cash, or in terms equivalent to
cash, or in other precisely revealed terms, for which the specified property rights
should sell after reasonable exposure in a competitive market under all
conditions requisite to a fair sale, with the buyer and seller each acting prudently,
knowledgeably, and for self-interest, and assuming that neither is under undue
duress.
ix. State the effective date of the appraisal and the date of the report;
The effective date of the appraisal is June 9, 2023.
The date of the report is June 13, 2023.
X. State the scope of work used to develop the appraisal;
The scope of the appraisal is the extent of the process of collecting, confirming, analyzing,
and reporting data. The following were completed for this assignment:
Accepted the assignment to make an objective appraisal of the subject property
and to report the estimated range of market value.
City of Santa Ana Date of Value: June 9, 2023
±4,025-SF Portion of APN 410-071-44 3
2. Toured the general area by automobile to get acquainted with the extent,
condition, and quality of nearby developments, sales and offerings, density and
type of development, topographical features, economic conditions, and trends
toward change.
3. Viewed the subject property to get acquainted with the current particular
attributes or shortcomings of the subject property.
4. Made a visual observation concerning public streets, access, drainage, and
topography of the subject property.
5. Photographed the subject property and the immediate environs.
6. Obtained from qualified sources calculations of the area of land contained within
the subject property.
Reviewed current maps, zoning ordinances, and other material for additional
background information pertaining to the subject property and the sale property.
8. Formed an opinion of the highest and best use applicable to the subject property
appraised herein.
9. Searched public records for factual information regarding recent sales of the
subject property, and for recent sales of comparable property.
10. Viewed and confirmed, when possible, the sales price and other particulars
pertaining to each comparable sale contained in this report.
11. Analyzed the data to arrive at a conclusion via the Sales Comparison Approach.
This was the only applicable approach. The Cost Approach and the Income
Capitalization Approach were not applicable, because the subject is vacant land.
12. Reconciled the results of the analysis into an estimated range of value.
13. Prepared and delivered this Restricted Appraisal Report.
xi. State the extent of any significant real property appraisal assistance;
No one provided significant appraisal assistance.
xii. Provide sufficient information to indicate that the appraiser complied with the requirements of
Standard 1 by:
1) stating the appraisal methods and techniques employed;
2) stating the reasons for excluding the sales comparison, cost, or income approach(es) if
any have not been developed;
3) summarizing the results of analyzing the subject sales, agreements of sale, options,
and listings in accordance with Standards Rule 1-5; and
4) stating value opinion(s) and conclusion(s);
Appraisal Procedures
Per the client, the subject property is a vacant lot. This is a long narrow lot located
between a residential property and a public bike lane. It does not front to a public street.
City of Santa Ana Date of Value: June 9, 2023
±4,025-SF Portion of APN 410-071-44 4
The Sales Comparison Approach was used to value the subject property. The Cost
Approach and the Income Capitalization Approach were not used in this analysis, because
the subject property is vacant. Thus, these approaches are not relevant in this instance.
General - Subject Property
The subject property is a vacant site located adjacent to a residential neighborhood.
The Land Use Element of the General Plan designates the subject property as LR-7, Low
Density Residential. The subject is zoned R1, Single Family Residence.
Valuation - Subject Property
A search for comparable sales was conducted within the City of Santa Ana. Due to the
limited number of sales, the search was expanded to include central and north Orange
County. The most relevant sales were used to arrive at the value conclusion. Price per
square foot was used as the unit of comparison. The indicated range of value of the subject
property is $33.80 per square foot to $79.57 per square foot. The indicated value is $40.00
per square foot if independently developable.
The subject property is a landlocked site with the only potential user being the adjacent
property owners on either side of the property.
The subject property is a small, narrow, landlocked parcel. The value of the subject
property on a per square foot basis is less than the value of the abutting parcel on a per
square foot basis. Properties with limited utility, such as the subject, are often referred to as
remnant properties. These properties are most often sold at a discount. The factors that
diminish the utility of a parcel may include physical constraints such as unusually small
size, irregular configuration, access issues, or heavy encumbrances such as blanket
easements, deed restrictions, or covenants. These restrictions limit marketability and value.
Historical sales data for remnant properties with diminished utility was collected and
reviewed as the basis for estimating the appropriate discount to be applied to the
preliminary value estimate. Due to the infrequency of these sales, the data search was
expanded to include all of Southern California over an extended period of time. The
analysis of remnant properties found that discount rates range from 36% to 97%; however,
the predominant discount is above 60%.
Discounts of 90% and 97% were applied to the preliminary value estimate of $40.00 per
square foot to reflect the diminished utility of the subject property due to its lack of access
from a public street, its small size, and its long, narrow shape.
$40.00/SF @ 90% discounted value = $4.00/SF x ±4,025 SF = $16,100
$40.00/SF @ 97% discounted value = $1.20/SF x ±4,025 SF = $4,830
rounded to $4,800
Opinion of Value
It is the appraiser's opinion that the market value range of the subject property as of the
date of value, June 9, 2023, subject to the assumptions and limited conditions stated
herein, is:
$4,800 to $16,100
City of Santa Ana Date of Value: June 9, 2023
±4,025-SF Portion of APN 410-071-44 5
Exposure Time
Exposure time is the amount of time necessary to expose a property in the open market to
achieve a sale at the "as is" value conclusion, as of the date of the "as is" value. A
reasonable exposure time for the subject property is estimated to be between 12 and
36 months.
File Information
As previously stated, this is a Restricted Appraisal Report; therefore, details of the
comparable sales and the valuation analyses that have not been included in this report
have been retained in the appraiser's work files.
xiii. State the use of the real estate existing as of the effective date and the use of the real estate
reflected in the appraisal;
The subject property is essentially vacant and is appraised as such.
xiv. When an opinion of the highest and best use was developed by the appraiser, state that
opinion;
The conclusion of the highest and best use is based on consideration of those uses that are
physically possible, legally permitted, and financially feasible. It is further limited by the
use or uses that are maximally productive. After considering these factors, the highest and
best use of the subject property is to hold as speculative investment.
xv. Clearly and conspicuously:
State all extraordinary assumptions and hypothetical conditions; and
State that their use might have affected the assigned results; and
The value conclusion is subject to the following hypothetical condition that may affect
assignment results:
• None
Hypothetical conditions are contrary to known facts about the physical, legal, or
economic characteristics of the subject property; or about conditions external to the
property, such as market conditions or trends; or about the integrity of data used in an
analysis.
The value conclusion is subject to the following extraordinary assumption that may affect
assignment results:
The subject property is a ±4,025-square-foot portion of APN 410-071-44. For
the purposes of this appraisal, the ±4,025-square-foot portion is appraised as
though it is an independent parcel.
An extraordinary assumption is uncertain information accepted as fact. If an extraordinary
assumption is found to be false as of the effective date of the appraisal, I reserve the right
to modify my value conclusions.
xvi. Include a signed certification in accordance with Standards Rule 2-3.
Please see the following page for the signed certification.
City of Santa Ana Date of Value: June 9, 2023
±4,025-SF Portion of APN 410-071-44 6
Certification
I certify that, to the best of my knowledge and belief:
• the statements of fact contained in this report are true and correct.
• the reported analyses, opinions, and conclusions are limited only by the reported assumptions and
limiting conditions and are my personal, impartial, and unbiased professional analyses, opinions,
and conclusions.
• 1 have no present or prospective interest in the property that is the subject of this report and no
personal interest with respect to the parties involved.
• 1 have performed no services, as an appraiser or in any other capacity, regarding the property that
is the subject of this report within the 3-year period immediately preceding the agreement to
perform this assignment.
• 1 have no bias with respect to the property that is the subject of this report or to the parties
involved with this assignment.
• my engagement in this assignment was not contingent upon developing or reporting
predetermined results.
• my compensation for completing this assignment is not contingent upon the development or
reporting of a predetermined value or direction in value that favors the cause of the client, the
amount of the value opinion, the attainment of a stipulated result, or the occurrence of a
subsequent event directly related to the intended use of this appraisal.
• my analyses, opinions, and conclusions were developed, and this report has been prepared, in
conformity with the Uniform Standards of Professional Appraisal Practice.
• 1 have made a personal inspection of the property that is the subject of this report.
• No one provided significant real property appraisal assistance to the person signing this
certification.
• the reported analyses, opinions and conclusions were developed, and this report has been
prepared, in conformity with the requirements of the Code of Professional Ethics and Standards of
Professional Practice of the Appraisal Institute.
• the use of this report is subject to the requirements of the Appraisal Institute relating to review by
its duly authorized representatives.
• as of the date of this report, I have completed the continuing education program for Designated
Members of the Appraisal Institute.
HENNESSEY & HENNESSEY LLC
by Zj &M G - 6Dated: June 13, 2023
Sharon A. Hennessey, MAI, S , AI- RS
State of California AGO03323
City of Santa Ana Date of Value: June 9, 2023
±4,025-SF Portion of APN 410-071-44 7
City of Santa Ana Date of Value: June 9, 2023
±4,025-SF Portion of APN 410-071-44 8
Assumptions and Limiting Conditions
Standards Rule (S.R.) 2-1 of the Standards of Professional Appraisal Practice of the Appraisal Institute
requires the appraiser to "clearly and accurately disclose any extraordinary assumption or limiting condition
that directly affects the appraisal and indicate its impact on value." In compliance with S.R. 2-1, and to
assist the reader in interpreting this report, such Assumptions and Limiting Conditions are set forth as
foI lows:
1. This report is restricted in that it does not present discussions of the data, reasoning, and analyses that
were used in the appraisal process to develop the appraiser's opinion of value. This report cannot be
thoroughly understood without this information. This information has been retained in the appraiser's
file.
2. The reader is cautioned and reminded that the conclusions presented in this appraisal report apply
only as of the effective date indicated. The appraiser makes no representation as to the effect on the
subject property of any unforeseen events subsequent to the effective date of the appraisal.
3. The appraiser assumes no responsibility for hidden or unapparent conditions of the property, subsoil,
groundwater, or structures that render the subject property more or less valuable. No responsibility is
assumed for arranging for engineering, geologic, or environmental studies that may be required to
discover such hidden or unapparent conditions.
4. Hennessey & Hennessey LLC's liability is limited to the amount of the fee. The firm and the appraiser
preparing the report are not responsible for erroneous information provided by others. There is no
accountability or liability to a third party.
5. The contract for appraisal, consultation, or analytical services is fulfilled and the total fee is due upon
completion of the report. The appraiser or those assisting in the preparation of the report will not be
asked or required to give testimony in court or hearing because of having made the appraisal in full or
in part, nor will they be asked or required to engage in post -appraisal consultation with client or third
parties except under separate and special arrangements made a reasonable time in advance and at an
additional fee for time and expenses.
6. The client shall notify the appraiser of any error, omission, or invalid data herein within 10 days of
receipt and return the report, along with all copies, to the appraiser for corrections prior to any use
whatsoever.
7. Neither the appraiser's name nor this report may be used in connection with any financing plans that
would be classified as a public offering under state or federal security laws.
8. Unless otherwise stated, the subject property is appraised assuming it to be in full compliance with all
applicable zoning and land use regulations and restrictions. The property is appraised assuming that
all required licenses, permits, certificates, consents, or other legislative and/or administrative authority
from any local, state, or national government or private entity or organization have been or can be
obtained or renewed for any use on which the value estimate contained in this report is based.
9. No engineering survey has been made by the appraiser. Except as specifically stated, data relative to
the size and area of the subject property was taken from information provided by the client, and no
encroachment of the subject property is considered to exist.
10. In preparing this report, the appraiser was required to rely on information furnished by other
individuals or found in existing records and/or documents. Unless otherwise indicated, such informa-
tion is presumed to be reliable. However, no warranty, either expressed or implied, is given by the
appraiser for the accuracy of such information, and the appraiser assumes no responsibility for
information relied upon later found to have been inaccurate. The appraiser reserves the right to make
such adjustments to the analyses, opinions, and conclusions set forth in this report as may be required
by consideration of additional data or more reliable data that may become available.
City of Santa Ana Date of Value: June 9, 2023
±4,025-SF Portion of APN 410-071-44 9
11. Maps, plats, and exhibits included in this report are for illustration only to serve as an aid in
visualizing matters discussed within the report. They should not be considered as surveys or relied
upon for any other purpose, nor should they be removed from, reproduced, or used apart from the
report.
12. The appraiser has not been provided any information regarding the presence of any material or
substance on or in any portion of the subject property or improvements thereon, which material or
substance possesses or may possess toxic, hazardous, and/or other harmful and/or dangerous
characteristics. Unless otherwise stated in the report, the appraiser did not become aware of the
presence of any such material or substance during the inspection of the subject property. However,
the appraiser is not qualified to investigate or test for the presence of such materials or substances.
The presence of such materials or substances may adversely affect the value of the subject property.
The value estimated in this report is predicated on the assumption that no such material or substance
is present on or in the subject property or in such proximity thereto that it would cause a loss in value.
The appraiser assumes no responsibility for the presence of any such substance or material on or in
the subject property, nor for any expertise or engineering knowledge required to discover the
presence of such substance or material. Unless otherwise stated, this report assumes the subject
property is in compliance with all federal, state, and local environmental laws, regulations, and rules.
13. No opinion as to the title of the subject property is rendered. Data related to ownership and legal
description was obtained from the County of Orange and is considered reliable. Title is assumed to be
marketable and free and clear from any encumbrances, easements, and restrictions except those
specifically discussed in the report. The property is appraised assuming it to be under responsible
ownership and competent management, and available for its highest and best use.
14. Possession of this report, or a copy of it, does not carry with it the right of publication. This report may
not be used for any purposes by any person other than the party to whom it is addressed without the
written consent of the appraiser, and in any event only with properly written qualification and only in
its entirety. In particular, it may not be referred to in any report or financial statement or in any
documents filed with a governmental agency without prior written consent of the appraiser.
15. The Regulations and Bylaws of the Appraisal Institute require each member and/or candidate to
control the use and distribution of each appraisal by such member or candidate. Therefore, except as
may hereinafter be provided, the party for whom this appraisal was prepared may distribute copies of
this appraisal, in its entirety, to such third parties as may be selected by the party for whom this
appraisal was prepared; however, selected portions of this appraisal shall not be given to third parties
without the prior written consent of the signatory of this appraisal.
16. Further, neither all nor any part of this appraisal shall be disseminated to the general public by the use
of advertising media, public relations media, news media, sales media, or other media for public
communication without the prior written consent of the signatory of this appraisal.
17. The appraiser assumes no responsibility for hidden defects or non -conformity with specific
governmental requirements, such as fire, building and safety, earthquake, or occupancy codes, unless
inspections by qualified independent professionals or governmental agencies were provided to the
appraiser. Further, the appraiser is not a licensed engineer or architect and assumes no responsibility
for structural deficiencies not apparent to the appraiser at the time of inspection.
City of Santa Ana Date of Value: June 9, 2023
±4,025-SF Portion of APN 410-071-44 10
Aerial Map Showing the Subject Property
Assessor's Parcel Map Showing the Subject Property
, •Aao
t, G C.
`L S nowrE STREET j
i a/vE»
\\\f ��®
�� � Q
® � •y
O
9
., s,
x xx
O M
. o\\�
m x.
A. R. w x•
n \\
7
v\
\\ ® ®
RANJNA
K
NMCR /559
5451.
M. 40 A45/ N N /914,3,!)
M. A42545/ NN 14/-42,,43
26
xOrE. ASEf550k5 NCCR e
vxcE� nuxxEns
City of Santa Ana
±4,025-SF Portion of APN 410-071-44
Date of Value: June 9, 2023
11
Legal Description
EXHIBIT "A"
LEGAL DESCRIPTION
FOR PROPERTY
IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA
THAT PORTION OF LOT B IN TRACT NO. 5451, AS PER MAP RECORDED IN BOOK 241,
PAGES 42 AND 43 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY,
DESCRIBED AS FOLLOWS:
BEGINNING AT THE MOST NORTHERLY CORNER OF LOT 3 OF SAID TRACT; THENCE
NORTH 29°04'50" WEST 20.00 FEET TO THE NORTHWESTERLY LINE OF SAID LOT B, SAID
LINE ALSO BEING THE SOUTHEASTERLY LINE OF LOT A OF SAID TRACT; THENCE ALONG
SAID NORTHWESTERLY LINE, SOUTH 60o55'10" WEST 201.25 FEET TO THE
NORTHWESTERLY PROLONGATION OF THE SOUTHWESTERLY LINE OF SAID LOT 3;
THENCE ALONG SAID PROLONGATION SOUTH 29°04'50" EAST 20.00 FEET TO THE MOST
WESTERLY CORNER OF SAID LOT 3; THENCE ALONG THE NORTHWESTERLY OF SAID LOT
3, NORTH 60o55'10" EAST 201.25 FEET TO THE POINT OF BEGINNING.
CONTAINING A TOTAL AREA OF 4,025 SQUARE FEET.
SUBJECT TO EASEMENTS, RESERVATIONS, RESTRICTIONS, AND ANY OTHER RIGHTS OF
RECORD.
EXHIBIT "B" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF.
THIS DESCRIPTION WAS PREPARED BY ME OR UNDER MY DIRECTION:
O S�p 1�2o Z3
ANDERSON CHRYSOSTOMO, L.S. 9216 DATE
City of Santa Ana
±4,025-SF Portion of APN 410-071-44
PAGE 1 OF 1
Date of Value: June 9, 2023
12
Plat Map
EXHIBIT "B"
PLAT TO ACCOMPANY LEGAL DESCR[PT[ON FOR
N
PROPERTY
i
/
°OA
P. 0. e.
/ 55
LOT 7
/20ooA j/ QOR LOT 3 LOT 6
0
N Q / / WESTERLY��CORNER-
j— LOT 4
LOT 2Ld
I
! C / LOT 5
1 Q
I LOT 1
! ! f I
LEGEND:
® PROPERTY
t f - PER M.M. 241/42-43
City of Santa Ana
±4,025-SF Portion of APN 410-071-44
Date of Value: June 9, 2023
13
HENNESSEY & HENNESSEY LLC
A California Limited Liability Company
Real Estate Appraisers
17602 17`h Street, Suite 102-246 . Tustin, California 92780-7915
(714) 730-0744 . e-mail: appraisals@h-hllc.com
Sharon A. Hennessey, MAI, SR/WA, AI-GRS
Certified General Real Estate Appraiser
MAI Designated Member of the Appraisal Institute
Joseph A. Hennessey, SR/WA (1928-2016) AI-GRS Designated Member of the Appraisal Institute
Senior Member, International Right of Way Association Senior Member, International Right of Way Association
Qualifications of Sharon A. Hennessey, MAI, SR/WA, AI-GRS
Experience 1984 to Hennessey & Hennessey LLC, Independent Fee Appraiser - Appraise vacant land,
present commercial, industrial, residential, rights of way, and special purpose properties for
governmental agencies, corporations, law firms, and private parties.
License Certified General Real Estate Appraiser, State of California License No. AG 003323
Expert Witness Qualified as an expert witness in the Orange County Superior Court
Professional MAI Designated Member of the Appraisal Institute, Certificate No. 11108
Affiliations AI-GRS Designated Member of the Appraisal Institute
Senior Member of the International Right of Way Association, Registration Number 3975
President of Chapter 67 International Right of Way Association, 1990
International Director of Chapter 67, International Right of
Way Association, 1991
Membership Chairman, International Right of Way Association,
1992 and 1993
Hospitality Chairman, Southern California Chapter Appraisal Institute,
1993 and 1994, 1995, 1996, and 1997
Co -Education Chairman, Southern California Chapter Appraisal Institute, 1998, 1999, 2000, 2001
Education Bachelor of Arts - University of California, Berkeley
Currently meets the education requirements of the Bureau of Real Estate Appraisers,
the Appraisal Institute, and the International Right of Way Association
Partial List of Continuing Education:
Appraisal Institute
USPAP - 1986, 1993, 2000, 2004, 2006, 2008,
Highest & Best Use and Market Analysis -
2012, 2010, 2014, 2016, 2018, 2020
1996
Business Practice and Ethics - 2011, 2015
Advanced Applications - 1996
Federal and California Statutory and Regulatory
The Appraisers Complete Review - 1996
Law - 2015, 2017
Advanced Income Capitalization - 1993
Review Theory - General - 2014
Report Writing and Valuation Analysis -
Complex Litigation Case Studies - 2013
1989
Litigation Appraising: Specialized Topics and
Case Studies in Real Estate Valuation -
Applications - 2013
1988
The Appraiser as an Expert Witness - 2000, 2013
Capitalization Theory & Techniques,
Valuation of Detrimental Conditions - 2011
Parts A and B - 1987
Appraisal Curriculum Overview - 2010
Real Estate Appraisal Principles - 1985
Hotel/Motel Valuation - 1997
Basic Valuation Procedures - 1985
International Right of Way Association
403 Easement Valuation - 1990, 2013
101 Principles of Real Estate Acquisition -
104 Standards of Practice for the Right of Way
1989
Professional - 2012
401 Appraisal of Partial Acquisitions -
103 Ethics and the Right of Way Profession - 1992,
1988
2004, 2008
901 Interpreting Engineering Drawings -
206 Presentation Skills - 1992
1986
203 Communications in Real Estate Acquisition -
902 Property Descriptions - 1986
1991
801 Land Titles - 1986
214 Skills of Expert Testimony - 1990
Representative Clients - Partial Listing
Attorneys and Law Firms
Best Best & Krieger LLP
Bowie, Arneson, Kadi & Dixon
Dreyfuss, Ryan, Weifenbach
Durst & Landeros
Fullerton, Lemann, Schaefer &
Dominick
Jones & Mayer
Kindel & Anderson
Corporate Clients
Associated Right of Way
Services, Inc.
Brother International
California Property
Specialists Inc.
Continental Develop-
ment Corp.
Cutler & Associates
DGA Consultants
Diocese of Orange
Individual Clients
Leo Beus
Carl Brandstetter
Candace Campbell
Samuel B. Corliss, Jr.
Thomas W. Cosgrove
Harbor Pine Creek
Homeowners Assoc.
John Iloulian
Public Entities
County of Orange
City of Anaheim
City of Corona
City of Costa Mesa
City of Fullerton
City of Garden Grove
City of Glendale
City of Huntington
Beach
City of Laguna Niguel
City of Lake Forest
City of Mission Viejo
City of Ontario
City of Pasadena
City of Pico Rivera
City of Pomona
Lillick, McHose & Charles
Lozano Smith
Meserve, Mumper & Hughes
Marjorie Mize Le Gaye, Esq.
Nichols, Stead, Boileau & Kostoff
Oliver, Vose, Sandifer, Murphy & Lee
Palmieri, Tyler, Wiener, Wilhelm &
Waldron
HDR Engineering
Hoag Foundation
Hughes Aircraft Company
Kaiser Foundation Health
Plan, Inc.
Metzger & Associates, Inc.
NBS/Lowry Engineers
Overland, Pacific & Cutler,
LLC
Genji Kawamura
Kawamura Family Trust
William E. Kibbie
Paul Kiely
Sang Moon Kim
James Kindel Jr.
Dorothy E. Lamb
Andrea Lombard
City of Riverside
City of Santa Ana
City of Torrance
City of Upland
Charter Oak Unified School
District
Chino Unified School District
Corona -Norco Unified
School District
Covina -Valley Unified
School District
Cucamonga School District
Eastern Municipal Water
District
Fullerton Joint Union High
School District
Sharon A. Hennessey Qualifications
page 2
Parker & Covert
Redwine & Sherrill
Richard L. Riemer, Law Offices of
Rutan & Tucker
Sheppard, Muller, Ricter & Hampton
Wilson, Elser, Moskowitz, Edelman &
Dicker
Woodruff, Spradlin & Smart
Overland Resources
Pacific Bell (SBC)
Pacific Relocation
Consultants
Paragon Partners
Poseidon Resources
Psomas
Robert Bein, William Frost &
Associates
Rita M. Loosemore
Kim Vu Nguyen
Steven H. Price
Constance C. Quarre
Jean L. Roane
E.O. Rodeffer
Larry L. Root
Dwight C. Schroeder
Magnolia School District
Orange Unified School
District
Pajaro Valley Unified School
District
Tustin Unified School District
Walnut Valley Unified
School District
Mesa Consolidated Water
District
Murrieta County Water
District
Trabuco Canyon Water
District
California High -Speed Rail
Authority
Rockwell International
Sisters of the Sacred Heart
Southern California Edison
Tetra Tech, Inc.
Universal Field Services
Western Industrial Properties,
Inc.
Willdan Associates
John P. Sheffield
Yoram S. Shily
Carl Stevens
Katherine E. Thompson
Tustin Village Community
Association
Charles E. Wheeler
Ery Yoder
Caltrans
Eastern Transportation
Corridor
Orange County
Transportation Authority
Riverside Transit Agency
Riverside County Flood
Control and Water
Conservation District
Riverside County
Transportation
Commission
San Bernardino County
Transportation Authority
(formerly SANBAG)
EXHIBIT 3
PURCHASE AND SALE AGREEMENT
THIS PURCHASE AND SALE AGREEMENT ("Agreement") is made and entered into
this 2nd day of April, 2024 ("Effective Date"), by and between Guadalupe Castaneda ("Buyer"),
and the CITY OF SANTA ANA, a charter city and municipal corporation organized and existing
under the Constitution and laws of the State of California ("Seller" or "City"). As used herein,
Buyer and Seller may be referred to collectively as the "Parties," and each individually as a
"Party."
RECITALS
A. City is the fee simple owner of that certain real property consisting of
approximately 4,025 square feet, located at APN No. 410-071-44, behind 3025 Ramona Dr., Santa
Ana, California, legally described in Exhibit "A" attached to this Agreement and incorporated
into this Agreement in its entirety by this reference (the "Property").
B. The City of Santa Ana (the "City") is the owner of real property assets that were
previously used as a Parks Facilities maintenance site, but is no longer in use and has remained
vacant.
C. The City's Public Works Agency has ongoing fencing and cleanup costs associated
with maintenance and security of the Property.
D. There are frequent calls from the adjacent property owner inquiring about site
maintenance, clean-up, vacant status, and/or expressing support for activation of the land.
E. The Property has been declared Exempt Surplus Land within the meaning of the
California Surplus Land Act ("SLA"), Government Code § 54220 et seq., as amended, and is not
necessary for the City's use.
F. In satisfying SLA requirements, City staff proceeded with direct negotiations to sell
the Property to Buyer, the adjacent property owner.
G. City now desires to sell the Property to Buyer, and Buyer desires to purchase the
Property from City, in accordance with the provisions of this Agreement.
AGREEMENT
NOW THEREFORE, incorporating the foregoing Recitals and in consideration of the
mutual covenants and agreements herein contained, and other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:
1. Incorporation of Recitals. The recitals of fact set forth above are true and correct
and are incorporated into this Agreement in their entirety by this reference.
-1-
2. Purchase and Sale: Purchase Price.
2.1 Purchase and Sale. Seller shall sell the Property to Buyer, and Buyer shall
purchase the Property from Seller, subject to the terms and conditions set forth in this Agreement.
2.2 Purchase Price. The purchase price of the Property shall be Four Thousand
Eight Hundred Dollars ($4,800.00).
3. Escrow.
3.1 Escrow Instructions. Within seven (7) days following the execution of this
Agreement by the Parties, Buyer will open an escrow ("Escrow") with Fidelity National Title,
4400 MacArthur Blvd., Suite 200, Newport Beach, CA 92660, Attn: Jody Kelly ("Escrow
Holder") for the purchase and sale of the Property. The "Opening of Escrow" shall mean the
date on which a fully executed copy of this Agreement has been delivered to Escrow Holder.
Escrow Holder shall confirm the Opening of Escrow to the Parties in writing. This Agreement
constitutes joint escrow instructions to Escrow Holder. The Parties agree to execute such
additional instructions consistent with the provisions of this Agreement, which may be required
by Escrow Holder. As between the Parties, Buyer and Seller agree that, if there is any conflict
between the terms of this Agreement and any Escrow Instructions required by Escrow Holder, the
terms of this Agreement shall control. Buyer and Seller shall each furnish Escrow Holder with
their respective Federal Tax Identification Numbers and such other information as is reasonably
required by Escrow Holder.
3.2 Payment of Purchase Price. The Purchase Price for the Property shall be
payable at Closing. If Seller has deposited into Escrow all documents and amounts required of
Seller to close Escrow, including without limitation, the "Quitclaim Deed" (as defined in
Section 3.10 below), and complied with all of Seller's other obligations under this Agreement,
then on or before the "Closing Date" (as defined Section 3.3 below) so as not to delay the "Close
of Escrow" (as defined Section 3.3 below), Buyer shall deposit into Escrow the following in
Acceptable Funds: (a) the Purchase Price and (b) the Escrow closing costs pursuant to the
preliminary Escrow Closing statement furnished by Escrow Holder as provided below.
3.3 Close of Escrow. Subject to Sections 3.3.1 and 3.3.2, Escrow for the sale
of the Property shall close on a date that is no later than thirty (30) days after the opening of Escrow
("Closing Date"), subject to reasonable extension as necessary in order to satisfy the conditions
precedent and other requirements for the Close of Escrow. As used in this Agreement, "Close of
Escrow" shall mean the date on -which the "Quitclaim Deed" conveying fee title to the Property
to Buyer is recorded in the Orange County Recorder's Office.
3.3.1 Conditions Precedent to Buyer Obligation to
Close. Buyer's obligation to close Escrow and purchase the Property is
expressly conditioned on the satisfaction of the conditions listed in this
Section 3.3.1. If any such condition is not satisfied or waived by Buyer at or
prior to the Close of Escrow, for any reason other than a default by Buyer, Buyer
may, in its sole discretion and without limiting any of Buyer's legal remedies or
-2-
remedies under this Agreement, terminate this Agreement by written notice to
Seller.
(1) Title Policy. Escrow Holder has issued or is irrevocably
committed to issue to Buyer the "Title Policy" (as defined in Section 3.6 below) showing fee title
vested in Buyer subject only to "Permitted Exceptions" (as defined in Section 3.5 below).
(2) Representations and Warranties. Each of Seller's
representations and warranties in this Agreement are materially true and accurate as of the Close
of Escrow.
(3) Seller Obligations. Seller is not in material default under this
Agreement and each material obligation of Seller to be performed prior to the Close of Escrow,
has been performed as required, including, without limitation the delivery of all documents
required of Seller under this Agreement.
(4) Possession. Seller is able, at the Close of Escrow to deliver
exclusive possession of the Property to Buyer in accordance with this Agreement and does so.
3.3.2 Conditions Precedent to Seller Obligation to
Close. Seller's obligation to close Escrow and sell the Property is expressly
conditioned upon the satisfaction of the conditions listed in this Section 3.3.2. If
any such condition is not satisfied or waived by Seller prior to the Close of
Escrow for any reason other than a default by Seller, Seller may, in its sole
discretion and without limiting any of Seller's legal remedies or remedies under
this Agreement, terminate this Agreement by written notice to Buyer.
(1) Representations and Warranties. Each of Buyer's
representations and warranties set forth in this Agreement are materially true and accurate as of
the Close of Escrow.
(2) Buyer's Obligations. Buyer is not in material default under
this Agreement, and each material obligation of Buyer to be performed prior to the Close of Escrow
hereunder has been performed as required.
3.4 Escrow Cancellation.
3.4.1 Charges.
(1) Seller's Default. If Escrow fails to close due to Seller's
default, Seller shall pay all Escrow cancellation charges. "Escrow cancellation charges" means
all fees, charges and expenses charged or passed on to the Parties by Escrow Holder, including all
title expenses. Buyer shall be entitled to terminate this Agreement or bring an action against Seller
for specific performance as its sole and exclusive remedies.
(2) Buyer's Default. If Escrow fails to close due to Buyer's
default, Buyer shall pay all Escrow cancellation charges and Seller shall be entitled to terminate
this Agreement as its sole and exclusive remedy.
-3-
(3) No Default. If Escrow fails to close and this Agreement is
terminated for any reason other than a default by one of the Parties, Buyer and Seller shall evenly
split any Escrow cancellation charges.
3.5 Permitted Exceptions to Title. As soon reasonably possible after the
Opening of Escrow, Escrow Holder shall cause Fidelity National Title, in its capacity as title
insurer ("Title Company"), to deliver to Buyer and Seller a current preliminary title report ("Title
Report") together with legible copies of all underlying documents referenced therein (together
with the Title Report, the "Title Documents"). The term "Permitted Exceptions" as used in this
Agreement shall mean all of the following: (a) the Quitclaim Deed; (b) the Affordable Housing
Covenant; (c) non -delinquent real property taxes and assessments; (d) items and exceptions
created by or with the written consent of Buyer, including documents to be recorded pursuant to
this Agreement, and (e) the title exceptions shown on the Title Report but excluding any
(i) "Disapproved Exceptions" as defined below that Seller, in its sole discretion, agrees to remove
prior to the Close of Escrow as provided below and (ii) all monetary liens and monetary
encumbrances on the Property, other than non -delinquent real property taxes and assessments
which will be removed (meaning removal from title and not the issuance of an endorsement in
connection therewith by the Title Company) from title by Seller at its sole cost and expense prior
to the Close of Escrow. If Buyer objects to any title exceptions in its sole and absolute discretion
("Disapproved Exceptions"), Buyer shall deliver written notice ("Objection Notice") of same to
Seller within ten (10) business days of delivery of the initial Title Report to Buyer. Seller shall act
in good faith and reasonably to resolve any title exception in the Objection Notice. If Buyer fails
to deliver an Objection Notice but delivers a "Notice of Approval", Buyer shall be deemed to
have approved title to the Property subject to the Permitted Exceptions. If Buyer delivers an
Objection Notice regarding a title exception and Seller, by delivery of written notice to Buyer
within five (5) business days following receipt of the Objection Notice elects not to remove a
material Disapproved Exception (Seller's failure to respond to a Buyer Objection Notice shall be
deemed such an election), Buyer's sole remedies shall be with respect to the delivery of a Notice
of Approval or delivery or deemed delivery of a Notice of Termination.
3.6 Title Insurance. Seller shall cause the Title Company to commit to issue to
Buyer at the Close of Escrow a standard coverage ALTA Owner's policy of title insurance with
mechanics lien endorsement (Seller shall provide, any indemnity or other agreement required by
the Title Company as a condition to the issuance of the mechanics lien endorsement) ("Title
Policy") insuring fee title to the Property vested in Buyer subject only to the Permitted Exceptions,
with coverage in an amount equal to the Purchase Price. If Buyer requires an extended coverage
ALTA Owners policy of title insurance, Buyer shall pay the difference in cost between the standard
and extended coverage and the cost of any endorsements (other than a mechanics lien endorsement
issued in connection with the standard coverage Title Policy which shall be at the cost of Seller)
("Buyer Title Costs").
3.7 Possession. Seller shall deliver possession of the Property to Buyer at the
Close of Escrow subject only to the Permitted Exceptions and free of any tenancies and/or third
patty claims of use or ownership.
IM
3.8 Taxes. Assessments and Prorations.
3.8.1 Taxes. Only to the extent the Seller pays any
property taxes or assessments on the Property, all current general and special
taxes and assessments on the Property shall be prorated by Escrow Holder based
upon the latest available information as shown in the tax statements provided to
Escrow Holder by Seller, using customary escrow procedures in Orange County.
Seller shall provide Buyer with written evidence of the payment or satisfaction
of such taxes. Should the Property be part of a larger tax parcel ("Assessment
Parcel") which as of the Close of Escrow remains unsegregated on the County
Tax Assessor's Roll for the ensuing fiscal year, Escrow Holder shall charge
Buyer and credit Seller for taxes and assessments allocated to the Property
(based on unimproved value) based on the percentage of the total acreage of the
Assessment Parcel located on the Property, which acreage figures for allocation
purposes shall be fairly and equitably determined and supplied to Escrow Holder
by Buyer and Seller. Buyer and Seller shall cooperate in good faith to cause the
Property to be separately assessed and segregated in Buyer's name on the current
tax roll. Any real property taxes or assessments levied under the Supplemental
Tax Roll as a result of the sale of the Property to Buyer, shall be the responsibility
of Buyer. Any real property taxes or assessments levied under the Supplemental
Tax Roll as a result of transfers, improvements or other occurrences before the
Close of Escrow shall be the responsibility of Seller.
3.8.2 General. All pro rations provided for herein shall
be on an "actual day" basis and a three hundred sixty-five (365) day year. The
provisions of this Section shall survive Close of Escrow. If either Party fails to
pay its pro rata share of taxes or other expenses by the times herein provided,
interest shall accrue on all unpaid amounts from when owing until paid at the
maximum rate allowed by law. Any errors or omissions made in calculating
adjustments and prorations shall be corrected promptly upon the discovery
thereof. If any estimations are made at the Close of Escrow regarding
adjustments or prorations, the Parties shall make the appropriate collection
promptly when accurate information becomes available. Any corrected
adjustment or proration shall be paid to the Party entitled thereto within thirty
(30) days after written request therefor and if not so paid interest shall accrue
and be payable on same at the maximum rate allowed by law.
3.9 Closing Costs. Buyer shall pay the cost of the Title Policy, the Escrow Fees
and any applicable documentary transfer fees (considering Seller is a City) and recording fees, and
all other costs and expenses incurred related to the purchase of the Property by Buyer. If required
by Buyer's lender, Buyer shall also pay for the appraisal cost of the Property (collectively,
"Closing Costs"). As soon as reasonably possible following the Close of Escrow, Escrow Holder
shall deliver a copy of the final Escrow closing statement to Buyer and Seller.
3.10 Quitclaim Deed. The transfer of ownership of the Property shall be
documented through a Quitclaim Deed in the form attached hereto as Exhibit "B" and
incorporated herein by reference, conveying the Property to Buyer ("Quitclaim Deed").
-5-
3.10.1 Affordable Housing Covenant in the Event of
Residential Development. hi accordance with California Government Code
Section 54233, if 10 or more residential units are developed on the Property, not
less than 15 percent of the total number of residential units developed on the
Property shall be sold or rented at affordable housing cost, as defined in Section
50052.5 of the Health and Safety Code, or affordable rent, as defined in Section
50053 of the Health and Safety Code, to lower income households, as defined in
Section 50079.5 of the Health and Safety Code. Rental units shall remain
affordable to, and occupied by, lower income households for a period of at least
55 years for rental housing and 45 years for ownership housing. The initial
occupants of all ownership units shall be lower income households, and the units
shall be subject to an equity sharing agreement consistent with the provisions of
paragraph (2) of subdivision (c) of Section 65915 of the Government Code.
Buyer expressly agrees and consents that the requirements of this section shall
be contained in a covenant or restriction recorded against the Property prior to
land use entitlement of the project, and the covenant or restriction shall run with
the land and shall be enforceable, against any owner who violates a covenant or
restriction and each successor in interest who continues the violation, by any of
the entities described in subdivisions (a) to (f), inclusive, of Section 54222.5 of
the Government Code.
3.11 Recordation and Delivery of Documents. No later than the business day
immediately prior to the Closing Date, Buyer and Seller, as applicable, will deposit into Escrow
the following documents (with the documents that are to be recorded in the following order and
delivered as provided below):
3.11.1 Quitclaim Deed. One (1) fully executed and
acknowledged copy of the Quitclaim Deed conveying the Property to Buyer.
Conformed copies of the recorded Quitclaim Deed shall be returned to Buyer
and Seller as soon as possible.
3.11.2 Withholding Exemption Certificates. One
(1) completed and executed copy of the following: Non -foreign Transferor
Declaration; Preliminary Change in Ownership Report, Internal Revenue
Service Form 1099-5, and California Franchise Tax Board Form 593 and any
other applicable state tax withholding forms, as applicable.
3.11.3 Disbursement of Closing Documents. As soon as
reasonably possible following the Close of Escrow, Escrow Holder shall deliver
copies of all closing documents, including, without limitation, those listed above,
the Title Policy, any additional escrow instructions and the final Escrow closing
statement, to Seller's counsel and Buyer or Buyer's counsel.
3.12 Seller's Proceeds. At the Close of Escrow, subject to Section 3.13 below,
Escrow Holder is directed to wire funds representing Seller's cash proceeds through Escrow to
Seller's account as directed in separate written instructions to be provided by Seller.
IM
3.13 Cal-FIRPTA Withholding. Unless this transaction is exempt under
California Revenue and Taxation Code Sections 18805 and 26131, Escrow Holder shall be the
"withholding agent" and withhold from proceeds due Seller any amounts required under the
above code sections to be withheld by Buyer and pay same to the California Franchise Tax Board
or Internal Revenue Service in accordance with applicable law.
3.14 Additional Documents. Seller and Buyer shall execute and deliver to
Escrow any other documents reasonably required by Escrow Holder including, without limitation,
Seller' s affidavits or statements regarding mechanics liens and /or tenants or parties in possession.
3.15 Termination of Property Contracts. Seller shall terminate any service
contracts or similar agreement relating to the Property that the Buyer does not expressly elect in
writing to assume which termination shall be effective as of the Close of Escrow.
4. Real Estate Brokerage Commission. Buyer and Seller each represent and warrant
to each other that they have not employed, dealt with or incurred any obligation to any broker,
agent or finder in connection with the Property, and that they have not incurred any obligation to
pay any other real estate brokerage or other commission or fee in connection with the conveyance
of the Property to Buyer. Buyer and Seller agree to indemnify, defend and hold each other free
and harmless from and against all costs and liabilities, including without limitation reasonable
attorneys' fees and the costs and expenses of litigation, for causes of action or proceedings in any
way related to or resulting from a breach of the foregoing representation and warranty or arising
out of any action or proceedings which may be instituted by any broker, agent or finder, licensed
or otherwise, claiming through, under or by reason of the conduct of the indemnifying Party,
respectively, in connection with this transaction.
5. Inspections; AS -IS Condition of Property.
5.1 Waiver of Inspections. Buyer and Seller agree that Buyer unequivocally
waives any right to conduct independent investigations concerning (i) Buyer's proposed use, sale,
development or suitability for development of the Property; (ii) the condition and all other
attributes of the Property, including, without limitation all improvements located thereon; (iii)
applicable laws, statutes, rules, regulations, ordinances, limitations, restrictions or requirements
concerning the use, density, location or suitability of the Property or any existing or proposed
development or condition thereof, including but not limited to zoning, subdivision and other
regulations; (iv) the necessity or availability of any specific plan or general amendments, rezoning,
zone variances, conditional use permits, building permits, environmental impact reports,
subdivision maps, public reports issued by the California Bureau of Real Estate and all other
governmental permits, approvals or acts; (v) the necessity and existence of all dedications, fees,
charges, costs or assessments which may be imposed by any Governmental Authority in
connection with the proposed development of the Property; (vi) the value of the Property; (vii) the
availability or adequacy of access to the Property, or of water, sewage, gas, electrical or other
utilities serving the Property and (viii) the presence or adequacy of infrastructure or other
improvements on, near or concerning the Property.
-7-
5.2 No Representations or Warranties. Seller makes no representation or
warranty, express or implied, to the Buyer relating to the condition of the Property or suitability
of the Property for any intended use or development by the Buyer.
5.3 Acceptance of Property "AS -IS." Buyer shall accept all conditions of the
Property, without any liability of the Seller whatsoever, AS -IS, WHERE -IS, SUBJECT
TO ALL FAULTS CONDITION, WITHOUT WARRANTY AS TO QUALITY,
CHARACTER, PERFORMANCE OR CONDITION, and with full knowledge of the
physical condition of the Property, the nature of the Seller's interest in and use of the
Property, all laws applicable to the Property and of any and all conditions, restrictions,
encumbrances and all matters of record relating to the Property. The Property is being
acquired by Buyer as a result of its own knowledge of the Property and not as a result of
any representation(s) made by the Seller or any employee, official, consultant or agent of
the Seller relating to the condition of the Property, unless such statement or representation
is expressly and specifically set forth in this Agreement. Seller hereby expressly and
specifically disclaims any express or implied.
6. Warranties.
6.1 Seller's Representations. In consideration of Buyer entering into this
Agreement and as an inducement to Buyer to purchase the Property from Seller, Seller
makes the following representations which shall be true and correct as of the Effective Date
and the Close of Escrow and each of which is material and being relied upon by Buyer. For
all purposes of this Agreement, including Seller's representations contained herein, the
phrase "to the best of Seller's knowledge" shall mean the current actual knowledge of
Seller.
6.1.1 Authorization. Seller has full power and authority
to enter into this Agreement and to perform all its obligations hereunder, and has
taken all action required by law, its governing instruments or otherwise to
authorize the execution, delivery and performance of this Agreement by Seller.
Each individual or entity who has executed this Agreement on behalf of Seller
has the right, power, legal capacity and authority to execute, deliver and perform
this Agreement on behalf of Seller.
6.1.2 Conflicting Agreements. Neither the execution or
delivery of this Agreement, nor the consummation of the transaction
contemplated herein, will conflict with, or result in a breach of, any contract,
license or undertaking to which Seller is a party or by which Seller or any of the
Property is bound, or constitute a default thereunder. In addition, with respect
to any agreements that affect the Property, neither Seller nor any other party or
parties to such agreements are in default thereunder nor are there any facts that
currently exist which with the passage of time would result in any such default.
To the best of Seller's knowledge, the Property is not subject to any prescriptive
easements, claims of adverse possession, encroachments or similar rights or
claims. The Property is not subject to any leases, options or other similar rights
or claims in favor of any third parties. The Property is not subject to a
Williamson Act contract or any similar agricultural agreement.
6.1.3 Proceedings. To the best of Seller's knowledge,
no legal or administrative proceeding is pending or threatened against Seller or
the Property nor are there any other facts or circumstances which would
adversely affect (i) Seller's right to convey title to the Property to Buyer as
contemplated in this Agreement, or (ii) Buyer's ability to own, develop and/or
market the Property in the manner disclosed by Buyer to Seller. To the best of
Seller's knowledge, there are no condemnation or eminent domain proceedings
pending or threatened with respect to the Property.
6.1.4 Binding Agreement. This Agreement constitutes
a legal, valid and binding obligation of Seller enforceable against Seller in
accordance with its terms, except to the extent that such enforcement may be
limited by applicable bankruptcy, insolvency, moratorium and other principles
relating to or limiting the rights of contracting parties generally.
6.1.5 Violations of Law. On the Effective Date and
Close of Escrow, neither this Agreement nor the Property shall be in violation
of any law, ordinance, rule regulation, or administrative or judicial order.
6.1.6 Hazardous Materials. Seller has not stored or
released, caused to be stored or released or approved the storage or release on
the Property, of any "hazardous materials" (as defined below). To the best of
Seller's knowledge, (a) no prior owner of the Property has stored or caused to
be stored any hazardous materials on the Property; (b) no hazardous materials
now exist in, on or under the Property in violation of any "environmental law"
(as defined below); (c) there are no underground tanks on the Property; (d) no
use of or operations on the Property have occurred which use or operation has
violated any applicable environmental law; and (e) the Property is not on any
"Superfund" list under any applicable environmental law. As used herein,
"environmental law" shall mean any and all present federal, state or local laws
(whether common law, statute, rule, regulation or otherwise), permits, orders and
any other requirements of Governmental Authorities relating to the environment
to any "hazardous materials" (as defined below) (including without limitation
the Comprehensive Environmental Response, Compensation and Liability Act
of 1980 (42 U.S.C. §§ 9601 et seq.) as amended from time to time and the
applicable provisions of the California Health and Safety Code and California
Water Code). As used herein, "hazardous materials" shall mean any
(a) chemical, compound, material, mixture or substance that is now defined or
listed in, or otherwise classified pursuant to any environmental law as a
"hazardous substance," "hazardous material," "hazardous waste,"
"extremely hazardous waste," "infectious waste," "toxic waste," "toxic
pollutant" or any other formulation intended to define, list or classify substances
by reason of deleterious properties or effect and (b) petroleum, petroleum by-
products, natural gas, natural gas liquids, liquefied natural gas, synthetic gas
M
usable for fuel (or mixtures of natural gas in such synthetic gas), ash, municipal
solid waste steam, drilling fluids, produced waters and other wastes associated
with the exploration, development and production of crude oil, natural gas or
geothermal resources.
6.1.7 No Assumed Obligations. There are no
obligations or responsibilities of Seller with respect to the Property or otherwise
of any kind that are assumed by Buyer.
6.1.8 Endangered Species. To the best of Seller's
knowledge, (a) there are no endangered or threatened species of animals, plants
or insects on the Property, and (b) there are no environmental or biological
characteristics of the Property or adjacent property, which under existing law
will adversely affect Buyer's ability to own, develop and/or market the Property
or the cost thereof.
6.1.9 Ownership of Property. Seller is the sole and only
party that owns or holds any interest in the Property.
6.1.10 Property Documents. To the best of Seller's
knowledge, the Property Documents and all other documents and information
provided by Seller or its agents or consultants to Buyer are complete, true and
accurate and do not omit any material fact, and there are no other documents,
materials, studies, surveys or other information in the possession or control of
Seller that would have a material and adverse effect on Buyer's ability to own,
develop and/or market the Property.
6.1.11 Other Agreements. Except as set forth in the
Property Documents and this Agreement, Seller has not made any commitment
or representation to or entered into any agreement of any kind with any
government authority, or any adjoining or surrounding property owner, group or
other third party, which would in any way be binding on Buyer or all or any
portion of the Property or would interfere in any way with Buyer's ability to
own, develop, improve and/or market the Property, and will not make any such
representations or warranties or enter into any such agreements which would
affect the Property or any portion thereof prior to the Close of Escrow, without
Buyer's written consent.
6.1.12 Access. There is full and unobstructed direct
access to the Property from public streets, highways or roads that are adjacent to
the Property.
6.1.13 Bankruptcy. No "Bankruptcy Event" (as
defined below) has occurred with respect to Seller nor any member or manager
of Seller. There is not pending or threatened any case, proceeding or other action
seeking reorganization, arrangement, adjustment, liquidation, dissolution or re -
composition of Seller or any member or manager of Seller or seeking
-10-
appointment of a receiver, trustee, custodian or similar official for Seller or any
member or manager of Seller for all or any substantial part of its or their assets.
"Bankruptcy Event" means (a) the making by a person of a general assignment
for the benefit of such person's creditors, (b) the admission in writing by a person
of its inability to pay its or their debts as they mature, (c) an attachment,
execution or other judicial seizure of any property interest which remains in
effect, or (d) the failure to have taken or submission to any action indicating a
general inability by a person to meet its financial obligations as they accrue.
6.1.14 Material Change. Seller shall promptly notify
Buyer if Seller obtains information that would make any of the representations
or warranties contained herein materially inaccurate or misleading.
6.2 Buyer's Warranties. In consideration of Seller entering into this Agreement
and as an inducement to Seller to sell the Property to Buyer, Buyer makes the following
representations and warranties which shall be true and correct as of the Effective Date and the
Close of Escrow and each of which is material and being relied upon by Seller. For all purposes
of this Agreement, including Buyer's representations and warranties contained herein, the phrase
"to the best of Buyer's knowledge" shall mean the current actual knowledge of Buyer. If prior
to the Close of Escrow Seller determines that any representation or warranty of Buyer is untrue,
inaccurate or incomplete in any material respect (and without waiving any of Seller's rights or
remedies hereunder at law or in equity with respect to any material untruth, incompleteness or
inaccuracy existing on the Effective Date, that was known of or should have been known of by
Buyer), Seller may give Buyer written notice of same and Buyer shall have seven (7) days from
the date of receipt of Seller's notice (and the Closing Date shall be extended to permit the running
of such seven (7) day period) ("Buyer Cure Period") to correct any fact or circumstance that
makes such representation or warranty materially untrue or inaccurate to Seller's reasonable
satisfaction. If Buyer fails to make such correction within the Buyer Cure Period, then Seller by
written notice to Buyer within three (3) days after the expiration of the Buyer Cure Period (and the
Closing Date shall be extended to permit the running of such three (3) day period) shall be entitled
(a) to terminate this Agreement or (b) continue this Agreement in full force and effect with no
change in terms, but without waiving any legal, equitable or other remedies it may have against
Buyer. The foregoing is not a waiver or release of any of Seller's rights or remedies for any
material untruth, incompleteness or inaccuracy in a representation or warranty of Buyer of which
Seller obtains knowledge after the Close of Escrow.
6.2.1 Authorization. Buyer has full power and
authority to enter into this Agreement and to perform all of its obligations
hereunder, and has taken all action required by law, its governing instruments or
otherwise to authorize the execution, delivery and performance of this
Agreement. Each individual who has executed this Agreement on behalf of
Buyer has the right, power, legal capacity and authority to execute, deliver and
perform this Agreement on behalf of Buyer.
6.2.2 Binding_ Agreement. This Agreement constitutes
a legal, valid and binding obligation of Buyer enforceable against Buyer in
accordance with its terms, except to the extent that such enforcement may be
-11-
limited by applicable bankruptcy, insolvency, moratorium and other principles
relating to or limiting the rights of contracting parties generally.
6.2.3 Compliance with Law. Buyer is required to carry
out the development of the Project in conformity with all applicable laws,
including all applicable building, planning and zoning laws, including any
historic property regulations and environmental laws.
6.3 Natural Hazard Zone Disclosure. No later than seven (7) business days
prior to the Property Approval Date, the Seller will, at its sole cost and expense, provide Buyer
with a Natural Hazard Zone Disclosure required by applicable law.
6.4 Buyer and Seller Cooperation. Buyer shall submit plans for the
development of the Property to Seller, and Seller, in its capacity as the City within which the
project is located, will make the determination as to the required entitlements based upon Buyer's
proposed plans. Buyer may then process and obtain the Project Entitlements through Seller in its
capacity as the City within which the Project Entitlements is located. Nothing in this Agreement
shall be deemed to be a prejudgment or commitment with respect to exercise of governmental
discretion with regard to such items, nor a guarantee that such approvals or permits will be granted
at all or within any particular time or with or without any particular conditions.
7. Destruction/Condemnation of Property, Other Notices. In the event that all or any
portion of the Property is damaged or destroyed by any casualty under the provisions of applicable
law after the Effective Date but prior to the date of Closing, Seller shall give Buyer immediate
written notice of the same.
8. Indemnification.
8.1 Obligations. Seller shall indemnify Buyer and Buyer shall indemnify Seller
against any wrongful intentional act or negligence of the Indemnitor. Buyer shall also indemnify
Seller against any and all of the following: (a) any damage to the Property caused by the
Investigations of the Property by Buyer; and (b) any accident, injury or damage whatsoever caused
to any person in or on the Property by Buyer prior to the Closing. Notwithstanding anything to
the contrary in this Agreement, no Indemnitor shall be required to indemnify any Indemnitee to
the extent of the Indemnitee's wrongful intentional acts or negligence.
8.2 Limitation on Liability of the Seller. Following the Close of Escrow, the
Buyer is and shall be responsible for operation of the Property, and the Seller shall not be liable
for any injury or damage to any property (of the Buyer or any other person) or to any person
occurring on or about the Property, except to the extent caused by the Seller's wrongful intentional
act or negligence.
8.3 Strict Liability. The indemnification obligations of an Indemnitor shall
apply regardless of whether liability without fault or strict liability is imposed or sought to be
imposed on one or more Indemnitees.
8.4 Independent of Insurance Obligations. Buyer's indemnification obligations
under this Agreement shall not be construed or interpreted as in any way restricting, limiting, or
-12-
modifying Buyer's insurance or other obligations under this Agreement and is independent of the
Buyer's insurance and other obligations under this Agreement. Buyer's compliance with its
insurance obligations and other obligations under this Agreement shall not in any way restrict,
limit, or modify the Buyer's indemnification obligations under this Agreement and are independent
of the Buyer's indemnification and other obligations under this Agreement.
8.5 Survival of Indemnification and Defense Obligations. The indemnity and
defense obligations under this Agreement shall survive the expiration or earlier termination of this
Agreement, until all claims against any of the Indemnitees involving any of the indemnified
matters are fully, finally, absolutely and completely barred by applicable statutes of limitations.
8.6 Independent Duty to Defend. The duty to defend under this Agreement is
separate and independent of the duty to indemnify. The duty to defend includes claims for which
an Indemnitee may be liable without fault or strictly liable. The duty to defend applies immediately
upon notice of a claim, regardless of whether the issues of negligence, liability, fault, default or
other obligation on the part of the Indemnitor or the Indemnitee have been determined. The duty
to defend applies immediately, regardless of whether the Indemnitee has paid any amounts or
incurred any detriment arising out of or relating (directly or indirectly) to any claims. It is the
express intention of the Parties that an Indemnitee be entitled to obtain summary adjudication or
summary judgment regarding an Indemnitor's duty to defend the Indemnitee, at any stage of any
claim or suit, within the scope of the Indemnitor's indemnity obligations under this Agreement.
8.7 Indemnification Procedures. Wherever this Agreement requires any
Indemnitor to Indemnify any Indemnitee:
8.7.1 Prompt Notice. The Indemnitee shall promptly
notify the Indemnitor of any claim. To the extent, and only to the extent, that
the Indemnitee fails to give prompt Notice of a Claim and such failure materially
prejudices the Indemnitor in providing indemnity for such claim, the Indemnitor
shall be relieved of its indemnity obligations for such claim.
8.7.2 Selection of Counsel. The Indemnitor shall select
counsel reasonably acceptable to the Indemnitee. Counsel to Indemnitor's
insurance carrier that is providing coverage for a claim shall be deemed
reasonably satisfactory. Even though the Indemnitor shall defend the action,
Indemnitee may, at its option and its own expense, engage separate counsel to
advise it regarding the claim and its defense. The Indemnitee's separate counsel
may attend all proceedings and meetings. The Indemnitor's counsel shall
actively consult with the Indemnitee's separate counsel. The Indemnitor and its
counsel shall, however, fully control the defense, except to the extent that the
Indemnitee waives its rights to indemnity and defense for such claim.
9. Miscellaneous.
9.1 Notices. Any notice, request, demand, instruction or other document
required or permitted to be given or served hereunder or under any document or instrument
executed pursuant hereto will be in writing and will be delivered personally or sent by United
-13-
States registered or certified mail, return receipt requested, postage prepaid or by overnight express
courier, postage prepaid and addressed to the parties at their perspective addresses set forth below,
and the same will be effective upon the date of confirmed dispatch, if by electronic communication
receipt if delivered personally or via overnight express courier or on the third Business Day after
deposit if mailed. A party may change its address for receipt of notices by service of a notice to
such change in accordance herewith. Buyer and Seller hereby agree that notices may be given
hereunder by the parties' respective counsel and that, if any communication is to be given
hereunder by Buyer's or Seller's counsel, such counsel may communicate directly with all
principals as required to comply with the provisions of this Section.
If to Buyer: Guadalupe Casteneda
3025 Ramona Ave.
Santa Ana, CA 92701
If to Seller: City of Santa Ana
20 Civic Center Plaza M-30
Santa Ana, CA 92702
Attn: Clerk of the Council
with a copy to: City of Santa Ana
20 Civic Center Plaza M-21
Santa Ana, CA 92702
Attn: Executive Director of Public Works
9.2 No Third Party Beneficiaries. Notwithstanding any provision contained in
this Agreement to the contrary, this Agreement is intended as and shall be deemed to be an
agreement for the sale of assets and none of the provisions hereof shall be deemed to create any
obligation or liability of any person that is not a Party, whether under a third -party beneficiary
theory, laws relating to transferee liabilities or otherwise. Buyer shall not assume and shall not be
obligated to discharge or be liable for any debts, liabilities or obligations of Seller including, but
not limited to, any (a) liabilities or obligations of Seller to its creditors, shareholders, members,
partners, managers, or owners, (b) liabilities or obligations of Seller with respect to any acts, events
or transactions occurring prior to, on or after the Close of Escrow, (c) liabilities or obligations of
Seller for any federal, state, county or local taxes, or (d) any contingent liabilities or obligations of
Seller, whether known or unknown by Seller or Buyer. Buyer shall have no duty whatsoever to
take any action or receive or make any payment or credit arising from or related to any services
provided or costs incurred in connection with the Property prior to the Close of Escrow, including,
but not limited to, any matters relating to cost reports, collections, audits, hearings, or legal action
arising therefrom.
9.3 Further Instruments. Each Party will, whenever and as often as it shall be
reasonably requested to do so by the other, cause to be executed, acknowledged or delivered any
and all such further instruments and documents as may be necessary or proper, in the reasonable
opinion of the requesting Party, in order to carry out the intent and purpose of this Agreement.
9.4 Calculation of Time Periods; Business Day; Time of Essence. Unless
otherwise specified, in computing any period of time described herein, the day of the act or event
-14-
after which the designated period of time begins to run is not to be included and the last day of the
period so computed is to be included, unless such last day is not a Business Day, in which event
the period shall run until the end of the next day which is a Business Day. The last day of any
period of time described herein shall be deemed to end at 5:00 p.m. local time in the state in which
the Property is located. As used herein, the term "Business Day" means any day excluding
Saturdays, Sundays and State and National holidays and any day the City is closed. Subject to the
foregoing provisions, time is of the essence of this Agreement.
9.5 Entire Agreement; Amendments. This Agreement (including the
documents delivered pursuant to this Agreement), constitutes the entire agreement of the Parties
pertaining to the subject matter of this Agreement and supersedes all prior agreements or letters of
intent of the Parties. This Agreement may not be amended, modified, or supplemented except by
a written instrument signed by an authorized representative of each of the Parties.
9.6 Survival. All covenants, agreements, representations, warranties and
indemnities contained in this Agreement shall survive the execution and delivery of this
Agreement and the Close of Escrow and the delivery and recordation of all documents or
instruments in connection therewith.
9.7 Binding Effect; Enforcement. The covenants, agreements, representations,
and warranties contained herein will be binding upon, be enforceable by and inure to the benefit
of the representatives, successors, and permitted assigns of the respective parties hereto.
9.8 Applicable Law. This Agreement will be construed and interpreted under,
and governed and enforced according to, the laws of the State of California applicable to contracts
made and to be performed entirely therein.
9.9 Venue. In the event of any legal action to enforce or interpret this
Agreement, the sole and exclusive venue shall be the Superior Court of Orange County, and the
Parties hereby agree to and do hereby submit to the jurisdiction of such court.
9.10 Attorneys' Fees. If any Party to this Agreement shall bring any action or
proceeding for any relief against the other, declaratory or otherwise, in any way arising out of or
in connection this Agreement and/or the Property, the losing Party shall pay to the prevailing Party
a reasonable sum for attorneys' fees and costs (including without limitation expert witness fees)
incurred in bringing or defending such action or proceeding or enforcing any judgment granted
therein, all of which shall be deemed to have accrued upon the commencement of such action or
proceeding and shall be paid whether or not such action or proceeding is prosecuted to final
judgment. Any judgment or order entered in such action or proceeding shall contain a specific
provision providing for the recovery of attorneys' fees and costs, separate from the judgment,
incurred in enforcing such judgment. The prevailing Party shall be determined by the trier of fact
based upon an assessment of which Party's major arguments or positions taken in the proceedings
could fairly be said to have prevailed over the other Party's major arguments or positions on major
disputed issues. For the purposes of this Section, attorneys' fees shall include, without limitation,
fees incurred in the following: (1) post judgment motions; (2) contempt proceedings;
(3) garnishment, levy and debtor and third party examinations; (4) discovery; and (5) bankruptcy
litigation.
-15-
9.11 Construction. The provisions of this Agreement shall not be construed in
favor of or against either Party, but shall be construed as if both Parties prepared this Agreement.
9.12 Interpretation. The paragraph and section headings in this Agreement are
solely for convenience and will not be deemed to limit or otherwise affect the meaning or
construction of any part of this Agreement. Any pronoun used in this Agreement will be deemed
to cover all genders. The terms "include," "including," and similar terms will be construed as if
followed by the phrase "without being limited to." The term "or" has, except where otherwise
indicated, the inclusive meaning represented by the phrase "and/or." The words "hereof,"
"herein," "hereby," "hereunder," and similar terms in this Agreement refer to this Agreement
as a whole and not to any particular provision or section of this Agreement. Words in this
Agreement importing the singular number will mean and include the plural number, and vice versa.
9.13 No Waiver. No waiver by a Party of a breach of any of the terms, covenants,
or conditions of this Agreement by the other shall be construed or held to be a waiver of any
succeeding or preceding breach of the same or any other term, covenant or condition contained
herein. No waiver of any default by a Party shall be implied from any omission by the other Party
to take any action on account of such default if such default persists or is repeated and no express
waiver shall affect a default other than as specified in such waiver. The consent or approval by
either Party to or of any act by the other requiring the first Party's consent or approval shall not be
deemed to waive or render unnecessary the consenting Party's consent or approval to or of any
subsequent similar acts by the other Party.
9.14 Severability of Provisions. Wherever possible, each provision of this
Agreement will be interpreted in such manner as to be effective and valid under applicable law,
but if any provision of this Agreement will be prohibited by or invalid under applicable law, such
provision will be ineffective only to the extent of such prohibition or invalidity, without
invalidating the remainder of such provision or the remaining provisions of this Agreement.
9.15 Incorporation of Exhibits. Except as intentionally omitted, all exhibits
attached hereto and referred to herein are incorporated into the Agreement as though fully set forth
herein.
9.16 Counterparts. This Agreement may be executed in any number of
counterparts and by different Parties to this Agreement in separate counterparts, each of which
when so executed and delivered will be deemed original, but all such counterparts, together, will
constitute but one and the same instrument. Signature pages may be detached from multiple
separate counterparts and attached to a single counterpart so that all signature pages are physically
attached to the same document. This Agreement will become effective upon the execution and
delivery of a counterpart hereof by each Party to this Agreement. A signature of a Party to this
Agreement sent by facsimile, electronic mail (including a scanned portable document format copy
sent by electronic mail), or other electronic transmission will have the same force and effect as
delivery of an original signature of such Party.
9.17 Amendments. This Agreement may not be modified, changed,
supplemented, superseded, canceled or terminated, except by written instrument signed by the
Parties hereto.
-16-
SIGNATURE PAGE TO PURCHASE AND SALE AGREEMENT
IN WITNESS WHEREOF, the Parties have executed this Agreement to be effective as of
the Effective Date.
CITY OF SANTA ANA
Tom Hatch
Interim City Manager
APPROVED AS TO FORM
Sonia R. Carvalho
City Attorney
Jonathan T. Martinez
Assistant City Attorney
RECOMMENDED FOR APPROVAL
Nabil Saba
Executive Director
Public Works Agency
Exhibits:
Exhibit "A" — Legal Description of the Property
Exhibit "B" — Form of Quitclaim Deed
ATTEST
Jennifer L. Hall
City Clerk
BUYER
344zpes%�
Guadalupe C staneda
-17-
EXHIBIT A
Legal Description of Property
EXHIBIT "A"
LEGAL DESCRIPTION
FOR PROPERTY
IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA
THAT PORTION OF LOT B IN TRACT NO, 5451, AS PER MAP RECORDED IN BOOK 241,
PAGES 42 AND 43 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY,
DESCRIBED AS FOLLOWS:
BEGINNING AT THE MOST NORTHERLY CORNER OF LOT 3 OF SAID TRACT; THENCE
NORTH 29'04'50" WEST 20.00 FEET TO THE NORTHWESTERLY LINE OF SAID LOT B, SAID
LINE ALSO BEING THE SOUTHEASTERLY LINE OF LOT A OF SAID TRACT; THENCE ALONG
SAID NORTHWESTERLY LINE, SOUTH 60°55'10" WEST 201.25 FEET TO THE
NORTHWESTERLY PROLONGATION OF THE SOUTHWESTERLY LINE OF SAID LOT 3;
THENCE ALONG SAID PROLONGATION SOUTH 29'04'50" EAST 20.00 FEET TO THE MOST
WESTERLY CORNER OF SAID LOT 3; THENCE ALONG THE NORTHWESTERLY OF SAID LOT
3, NORTH 60°55'10" EAST 201.25 FEET TO THE POINT OF BEGINNING.
CONTAINING A TOTAL AREA OF 4,025 SQUARE FEET.
SUBJECT TO EASEMENTS, RESERVATIONS, RESTRICTIONS, AND ANY OTHER RIGHTS OF
RECORD.
EXHIBIT "B" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF.
THIS DESCRIPTION WAS PREPARED BY ME OR UNDER MY DIRECTION:
O S/p I/Z v
ANDERSON CHRYSOSTOMO, L.S. 9216 DATE
' ..NOS'
a
No.9216 Q 7°
k4>4?,t-
'oZ
OF CAS.
PAGE 1 OF 1
EXHIBIT "B"
PLAT TO ACCOMPANY LEGAL DESCRIPTION FOR
PROPERTY
/
P.O. B.
LOT 7
O� of
/pq 1
�opq' j QpC� LOT 3 LOT G.
j S2
\° / / WESTERLY�GCORNERoo,—
LOT 4
LOT 2
I r
LL
\ c / LOT 5
Q
LOT 1 0 I I
+I c I
LEGEND:
F771 PROPERTY
f f - PER M.M. 241/42-43
PAGE 1 OF 1
EXHIBIT B
Form of Quitclaim Deed
WHEN RECORDED PLEASE MAIL THIS
INSTRUMENT AND TAX STATEMENT TO:
Clerk of the Council
City of Santa Ana
20 Civic Center Plaza, M-30
Santa Ana, California 92701
Free Recording Requested by
THE CITY OF SANTA ANA PER
GOVERNMENT CODE SECTION 6103
SPACE ABOVE THIS LINE FOR RECORDER'S USE
TAXES APPROVED AS TO APPROVED BY DESCRIPTION DISCRIPTION A.P. R/W MAP PROJECT
FORM BY ATTY. DIRCTOR WRITTEN BY CHECKED O.K. NUMBER NUMBER NUMBER
410-071-44
DEED NUMBER
Behind 3025 Ramona Dr., Santa Ana, CA 92707
8884
QUITCLAIM DEED
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,
City of Santa Ana, a Charter City and Municipal Corporation duly organized under the Constitution and
laws of the State of California ("Transferor") does remise, release, and forever quitclaim to:
Guadalupe Casteneda ("Transferee") all right, title, and interest Transferor has in the real property located
in City of Santa Ana, County of Orange, State of California, described as follows:
SEE EXHIBIT "A" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF;
Dated:
Dated:
By:
0
Page 1 of 1
City of Santa Ana, Thomas Hatch
Interim City Manager
City of Santa Ana, Jennifer L. Hall
City Clerk
EXHIBIT 3
PROJECT TITLE:
Right -of -Way Management
PROJECT CATEGORY:
Street Improvements
Planning
LOCATION MAP /A
N
CITY OF SANTA ANA FY 23/24CIP
CAPITAL IMPROVEMENT PROJECT WORKSHEET
PROJECT DESCRIPTION:
This project provides for the management and administration of
right-of-way acquisitions/real estate transactions, which requires
coordination of activities with the City Attorney's Office and other
agencies.
PROJECT NEED:
Each fiscal year, the Public Works Agency undertakes several roadway
widening projects which require right-of-way acquisitions. Additionally,
the Public Works Agency is responsible for maintaining and
coordinating all real estate activities (i.e., City -owned properties,
easements, etc.).
PROJECT COSTS FY 23/24 FY 24/25 FY 25/26 FY 26/27 FY 27/28 FY 28/29 FY 29/30
Other 159,321 - - - - - -
TOTAL 159,321
CITYWIDE SOURCE OF FUNDS FY 23/24 FY 24/25 FY 25/26 FY 26/27 FY 27/28 FY 28/29 FY 29/30
GAS TAX 50,000 - - - - - -
GENERAL FUND ROW 9,321
M2 LOCAL FAIRSHARE 100,000
TOTAL 159,321 - - -
AGENCY: DIVISION: CONTACT: DATE:
Public Works C/P Engineering Jason Gabriel, Principal Civil Engineer 19-Mar-2024