HomeMy WebLinkAboutCFRI/GREENLAW DYER ROAD LLC, A DELAWARE LIMITIED LIABILITY COMPANY-2009
INSURANCE NOT REQUIRED
WORK MAY PROCEED
CLERK OF COUNCil
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"T:J'T ~-I PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY
t<-- AND BILATERAL ESCROW INSTRUCTIONS
(Commercial) (L
THIS AGREEMENT, entered into this'tday of D~t.emb..~2009, by and between the CITY OF
SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and
laws of the State of Caiifornia (hereinafter referred to as the "City" or "Buyer"), CFRI/Greenlaw
Dyer Road lLC" a Delaware Limited liability Company (hereinafter cailed "Seller"), regardless of
number or gender;
A-2009-203
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WITNESSETH
For and in consideration of their promises, covenants and agreements hereinafter set forth, and
subject to the terms, conditions and provisions hereinafter set forth, Seller agrees to seil to City,
and City agrees to purchase from Seller, ail that certain unimproved real property (hereinafter
referred to as "said real property") described as follows:
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All that certain real property located in the State of California, County of Orange, City of Santa Ana,
described as follows:
SEE ATTACHMENT 1, ATTACHED HERETO
AND BY THIS REFERENCE MADE A PART HEREOF
AND AS DEPICTED ON EXHiBIT "B" ATTACHED HERETO
AND BY THIS REFERENCE MADE A PART HEREOF
(Commonly known as a portion of 2001 E. Dyer Road, Santa Ana, CA)
(APN 430-221-13)
Said purchase and sale of said real property shall be in accordance with and subject to all of the
following terms, conditions, promises, covenants, agreements and provisions, to wit:
1. Conveyance bv Seller. Seller agrees to convey said real property to City, by Grant Deed,
at the office of First American Title Insurance Company (the "Title Company), 2 First American
Way, Santa Ana, California, within ninety (90) days from and after the date on which the City has
executed this Agreement.
2. Title to be Conveyed. (a) Seller agrees that, except as may hereinafter be otherwise
expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and
clear of any and ail iiens recorded against the real property by or with the consent of the Seller,
except those exceptions shown in the Title Report and described in Paragraph 15 below. Seller
hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and
clear as provided above,
(b) Seiler does hereby convey to City a temporary landscape easement as described in greater
detail in Attachment 2, attached hereto and by this reference made a part hereof.
3, Title Insurance, Following execution of this Agreement, the Title Company shall deliver to
City a title report (the "Title Report"), Seller agrees to deiiver to City, concurrently with the
conveyance of said real property to City, within the time and at the place hereinabove specified for
said conveyance of said real property, a policy of title insurance to be issued by the above
mentioned title company, with the City therein named as the insured, in the amount of ONE
MilLION SEVENTY NINE THOUSAND SIX HUNDRED SIX AND NO/100 Dollars ($1,079,606)
insuring the title of the City subject to the Permitted Exceptions noted in Paragraph 15 at no
additional cost to the Seller, Acceptance by City of any such poiicy of insurance, whether such
Page 1 of27
insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by
City of its right to such insurance as is herein required of Seller. Seller shall not be required to
remove any exceptions from the Title Report other than monetary liens recorded against said real
property by or with the consent of Seller.
4. Escrow. City agrees to open an escrow at the office of First American Title Insurance
Company, 2 First American Way, Santa Ana, California, Attention: Robert Benavente (the Escrow
Agent) within five (5) days from and after the date on which Seller has executed this Agreement.
This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate
original of Seller's counterpart shall be delivered to the Escrow Agent upon the opening of the
escrow. Escrow to close within 90 days of the City's execution of this Agreement.
The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its
acceptance of this Section 4 and of the General Provisions described in Attachment 3 attached
hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller
within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent
hereu nder.
City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any
transfer taxes, recording fees, cost of title insurance, including any endorsements to Seller's title
poiicy requested by Seller and approved by Buyer, which approval shall not be unreasonably
withheld, reconveyance fees, document preparation fees, escrow fees and any other closing costs
incidental to the conveying of said real property to City. Penalties for prepayment of bona fide
obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil
Code Procedures Section 1265.240.
The liability to the Escrow Agent under this Agreement is limited to performance of the obligations
imposed upon it under Section 4, Section 6, Section 11 and Attachment 3 Generai Escrow
Provisions of this Agreement.
5. Propertv Taxes. Such real property taxes, if any, on said real property for the fiscal year
within which said real property is conveyed to City as are unpaid at the time of said conveyance
shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and
Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7
of the Revenue and Taxation Code of the State of California for that portion of property taxes on
said real property for said fiscal year which have been paid prior to the date the deed conveying
said real property to City is recorded which is allocable to that portion of the fiscal year which
begins on the date the deed conveying said real property to City is recorded and made
uncollectible if unpaid by reason of Section 4986 of the Revenue and Taxation Code of the State of
California. All unpaid taxes on said real property for any and all years prior to the fiscal year within
which said conveyance is made shall be paid by Seller before conveyance of said real property to
City.
6. Pavment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept
from City, as and for the full purchase price for said unimproved real property, and severance
damages, the total sum of ONE MilLION SEVENTY NINE THOUSAND SIX HUNDRED SIX AND
NO/100 Dollars ($1,079,606) (the "Purchase Price"). Upon the opening of escrow (described in
Paragraph 4 above), Purchaser shall deposit into escrow cash or other immediately available
funds in the amount of Fifteen Thousand Dollars ($15,000) (the "Deposit"). The Deposit shall be
applied to the Purchase Price at Closing. Upon delivery of the Deposit in escrow, the Deposit shall
be deemed earned by Seller and non-refundable to City unless the real property is not conveyed to
City as a result of a default under this Agreement by Seller. City agrees to deposit the remainder of
said Purchase Price and all costs to be paid through escrow by City in escrow: with the Escrow Agent
within Ninety (90) days from and after the date on which the City has approved this Agreement,
Page 2 of27
and the Escrow Agent is hereby authorized to pay the same to Seller upon and after.
(a) Conveyance of said real property by Seller to City as hereinabove provided;
(b) Acceptance by City of a Grant Deed conveying said real property to City;
(c) Delivery to City of the policy of title insurance as hereinabove provided;
(d) Recordation of the Deed conveying said real property to City.
If the foregoing is not completed within ninety (90) days after the City has approved this
Agreement, Seller may, but is not obligated to, cancel this Agreement and the Purchase Price, less
the Deposit, if any, shall be returned to City.
7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real
property to City is recorded, quiet and peaceful possession of said real property, which shall be
made free by Seller of all personal property. Seller may, but shall not be required, to remove any
improvements or trees or plants, located on said real property prior to the closing.
8. Condition of Propertv. City agrees that City has performed all inspections of said real
property as it deems necessary and is satisfied and accepts said real property in its present
condition. City acknowiedges, agrees, represents and warrants that City is acquiring said real
property on an "AS-IS WHERE IS" basis and with all faults as of the date of recordation of the
Deed conveying said real property to City.
9. Waivers. The waiver by either party of any breach of any covenant or agreement herein
contained on the part of the other party shall not be deemed or heid to be a waiver of any
subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other
covenants or agreements contained herein.
10. Heirs, AssiQns, Successors in Interest. This Agreement, and all the terms, covenants
and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and
assigns of the respective parties hereto.
11. Time is of the Essence. In all matters and things hereunder to be done and in all
payments hereunder to be made, time is and shall be of the essence.
12.Permission to Enter on Premises. Seller hereby grants City, and its authorized agents,
permission to enter upon said real property, following no less than twenty-four (24) hours notice to
Seller, at all reasonable times prior to ciose of escrow for the purpose of making necessary
inspections. In accordance with, Government Code 9990, et. seq., the City acknowledges that they
are self-insured for liability up to $1,000,000.00 per occurrence. Specifics as follows: .01$ to $1M
Self insured Retention (SIR); $1M to $2M risk shared by 5 Big independent Cities Excess Pooi
(BiCEP) members; $2M to $1 OM reinsurance of BICEP Master Memorandum of Liability Coverage
by Everest Reinsurance Company; $10M to $12M excess insurance by Everest National Insurance
Company; $12M to $27M excess insurance by North American Specialty Insurance Company.
13. Just Compensation. Seller acknowledges and agrees that said purchase price is just
compensation at fair market value for said real property and severance damages.
Poge 3 of27
14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M-36,
P.O. Box 1988, in the City of Santa Ana 92702, County of Orange, State of California. The mailing
address of the Seller is:
CFRI/Greenlaw Dyer Road, LLC
c/o Greenlaw Partners, LLC
ATTN: Wilbur H. Smith III
4440 Von Karman Avenue, Suite 150
Newport Beach, CA 92660
15. Exceptions. City agrees to accept title to said real property subject to the following
exceptions listed on the September 28, 2007 Preliminary Title Report prepared by First American
Title Company: #4 through #21 ("Permitted Exceptions"), described in greater detail in Attachment
4, attached hereto and by this reference made a part hereof.
16. Entire AQreement. It is mutually agreed that the parties hereto have herein set forth the
whole of their Agreement. Performance of this Agreement by City shall Jay at rest, each, every,
and all issue(s) that were raised or could have been raised in connection with the acquisition of
said real property by City.
17. Hazardous Waste. To the best of Seller's knowledge, Seller has not used, generated,
released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related
materials ("Hazardous Materials") on, under, in, or about said real property, or transported any
Hazardous Materials to or from said real property in violation of any law. Seller shall not cause or
permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous
Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, said
real property in violation of any law. The term "Hazardous Material" shall mean any substance,
material, or waste which is or becomes regulated by any local governmental authority, the State of
California, or the United States Government, including, but not limited to, any material or
substance which is (i) defined as a "hazardous waste", "extremely hazardous waste", or "restricted
hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of
the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law),
(ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety
Code, Division 20, Chapter 6.8 (Carpenter-Presley-Tanner Hazardous Substance Account Act),
(iii) defined as a "hazardous material", "hazardous substance", or "hazardous waste" under Section
25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials
Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section
25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of
Hazardous Substances), (v) asbestos, (vi) polychlorinated biphenyls, (vii) listed under Article 9 or
defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California
Administrative Code, Division 4, Chapter 20, (viii) designated as a "hazardous substances"
pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (ix) defined as a "hazardous
waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C.
S6901 et seq. (42 U.S.C. S6903) or (x) defined as a "hazardous substances" pursuant to Section
101 oflhe Comprehensive Environmental Response, Compensation, as amended by Liability Act,
42. U.S.C. S9601 et seq. (42 U.S.C. S9601).
18. Compliance With Environmental Laws.
a. To the best of Seller's knowledge, Seller has not received any notices that said real
property does not comply with all applicable laws and governmental regulations including, without
limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous
Page 4 of27
waste, waste disposal, and other environmental matters, including, but not limited to, the Clean
Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation
Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the
California Environment Quality Act, and the rules, regulations, and ordinances of the city within
which the subject property is located, the California Department of Health Services, the Regional
Water Quality Control Board, the State Water Resources Control Board, the Environmental
Protection Agency, and all applicable federal, state, and local agencies and bureaus.
19. ContinQency. It is understood and agreed between the parties hereto that the completion
of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and
approval of the City herein. The execution of these documents constitutes said acceptance and
approval and that the City accepts the Property "as-is".
20. Modification and Amendment. This Agreement may not be modified or amended except
in writing signed by the Seller and City.
21. Partial Invalidity. Any provision of this Agreement that is unenforceable or invalid or the
conclusion of which would adversely affect the validity, iegality, or enforcement of this Agreement
shall have no effect, but all the remaining provisions of this Agreement shall remain in full force.
22. Captions. Captions and headings in this Agreement, Including the titie of this Agreement,
are for convenience only and are not to be considered in construing this Agreement.
23. Governinq Law. This Agreement shall be governed by and construed in accordance with
the laws of the State of Caiifornia.
24. No Reliance By One Party On The Other. Each party has received independent legal
advice from its attorneys with respect to the divisibility of executing this Agreement and the
meaning of the provisions hereof. The provisions of this Agreement shall be construed as to their
fair meaning, and not for or against any party based upon any attribution to such party as the
source of the language in question.
25. No Third Party Beneficiarv. This Agreement is intended to benefit only the parties hereto
and no other person or entity has or shall acquire any rights hereunder.
26. Dutv To Cooperate Further. Each party hereby agrees that it shall, upon request of the
other, execute and deliver such further documents (in form and substance reasonably acceptable
to the party to be charged) and do such other acts and things as are reasonably necessary and
appropriate to effectuate the terms and conditions of this Agreement, without cost.
27. Applicabilitv of AClreement To Assiqnees. This Agreement shall be binding upon and
shall inure to the benefit of the successors and assigns of the parties to this Agreement.
28. Authoritv to Execute Aqreement. Each undersigned represents and warrants that its
signature herein below has the power, authority and right to bind their respective parties to each of
the terms of this Agreement, and shall indemnify City fully, including reasonable costs and
attorney's fees, for any injuries or damages to City in the event that such authority or power is not,
in fact, held by the signatory or is withdrawn.
29. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be
incorporated as if fully set forth in the body of this Agreement.
30. Drivewav Inqress/Eqress Clarification. The City and Seller acknowledge that ingress and
egress rights for the real property, to and from Dyer Road and Redhill Avenue, will not be modified
Page 5 of27
due to the conveyance of a portion of the real property contemplated by this Agreement to the City.
The City will allow a minimum of one (1) driveway on Red Hili Avenue and a minimum of two (2)
driveways on Dyer Road to access the real property located at 2001 Dyer Road, Santa Ana,
California (APN 430-221-13). This provision shall survive the Closing.
31. Remedial Work. The parties acknowledge that the City's purpose for acquiring said
real property is to (1) widen streets adjacent to, and (2) remove and replace landscaping
on said real property, as more particularly described herein and in the Temporary
Landscape Easement Deed attached hereto as Attachment 2 (collectively, the "Project").
In connection with the Project, certain remedial work will be required to be performed on
said real property. Such remedial work is detailed on those certain plans prepared by RBF
Consulting bearing a Drawing Revision Date of July 31, 2009 (the "Remedial Work"). City
agrees, at City's sole cost and expense, to complete all Remedial Work. This provision
shall survive the closing. This provision shall survive the Closing.
The parties havil executed this Agreement as of the date written below.
SELLER: CFRIIGreenlaw Dyer Road, L.L.C.,
a Delaware limited liability company
By: CFRI Dyer Road, L.L.C., a Delaware
limited liability company,
its Managing Member
By:
Name:
Title:
CITY/BUYER: (i~7 a
CITY OF SANTA N /J J
BY: :...--.f21;. .~
David N. Ream
City Manager
~~;~~T: 1?~ l ~~ Dated \ 2-ll-<'J<1
t.." Maria D. HUizar
,\U" Clerl{ofthe Council
APPROVED AS TO FORM:
Joseph W. Fletcher
City Att ney
Page 60f27
Attachment 1
EXHIRlT HAlt
Page I of 2
LEGAL DESCRIPTION
APN 430-221-13
DYER ROAD AND RED IllLL A VENUE
PARCEL I:
Thnt cerlnin parcel of limd SllULllcc! in the City or Sanlil Ana, County of Orange, Slate of
Culiforniu, being that portion of Pal'cel 2 of Lut Line Adjustment No. LL 97.023 recorded
June 11. 1998 as Instrument No. 19980368021 of Oniciul Records in the Oente of the COUlllv
Recordcrofsnid Ornngc CountYl dcscdbed liS tollows: .
COMMENCING at the intersection (If the centerline of Dyer Road with the cenlerline of Red
Hill Avenue as shawn on a map filed in Book 48, Page 34 of Parcel !vInps in said OfficI.: of Ihe
County Recorder of Orunge County; thence along the centerline of Dyer Road as shown (m suid
parcel map North 49020'32" Wesl 375.85 red 10 the southwesterly prolongatiDn of lhe
southeasterly line of said PiLrcel 2 of Lot Line Adjuslment No. LL 97-023; thence along ~ilid
prolongation and said soulhensterly line North 40039'28" East 73.33 fcelto the TRUll: POINT
OF UEGlNNING; thence leaving sllid southeasterly line North 500()9'19" West 721.01 feet lo (l
line Pllntllel with and 63.1 () fect northeasterly of said centerline of Dyer Rond; thence along said
purallelline North 49C120132" West 143.56 feet; thence North 49019'41" West 33.04 reet; thence
South 40039'30" West 11.11 feet to the northeasterly right-of-way of Dyer R(md 1\8 described in
that certain deed to the City of Santa Ann recorded JUlle Il, 1998 as Inslrument No.
19980368023 of Orlicial Records -in said Ollice of thc County Recordr;:[ of Orange Coullty;
tIWMP.C nlong snid right~of~wny South 49020'32" ElIst 813.77 feet to un angle poinl therein; thence
continuing along said right-of..wuy North 40038'18" East 2,00 reet and South 49020'32" EU.'l1
83.77 feet to the southcaslCrly line of said Parcel 2; thence North 40039'28" East 19,33 feci to
the TRUE POINT O~" BEGINNING.
CONTAINING: 131484 Square Fect, morc or less.
PARCEL 2:
Thal cCltain parcel or 1.1ll<1 si\uncccl in the City of Santa Anll, COllnty of Orange, Slate or
California, being that pOrlion of Pl.Irccl 2 of Lot Line Adjustment No. LI.. 97-023 recorded
Junc 11,1998 as Instrument No. 1995036802l of Official Records ill the Office ot'lhe COllnty
Recorder of said Orange COllllty, described lIS follows:
COMME.NCrNG at the intersection of the centerline of Dyer Ilo:ld with the cenlerline of Red
Hill Avenue as sllown on <1 map tiled ill 8nok 'IR, PllC~ 34 or Pm'eel r-,'[np::; in said Office Dr Lho
County Recorder ofOnmgc County; thence ulong the: centerline of' Red Hill Avenlle as shown (111
said parccl map North40Cl36'36 East 30.00 feel to the southwesterly line orLol105 of Irvine's
Subdivision <IS shown on said parcel llltlp: thence continuing along ;;;,lid cenlerline or llcd Hill
Avcnue North 40037 '53" East <157.0U feel. to thc 5oulhc.i'l!:lterly prolongaLion of the soulhwcslcrlj'
Page 7 of 27
Attachment 1
AJ>N 4311-22[-13
Oyer Rond mHl Rcd Hill Avenue
Pl.lgc 2 uf2
Exhibit H A~'
Lc~at n~scrlptioll
line t~f said Purcel 2 of Lot Line Adjustment Nn. LL 97~02J; thence along said prolong':ltiol1 and
suid southwesterly line North 49Q20'32" Wc:'it 74.55 ('cr.::t lo tht:: '{'I{t;g I1CHNT OF
BEGINNING; thence Ii:~uving said southwesterly line North 40027'49" V/cst 30n.OO reeL to the
northellsterly line of said Parcel 2; thence along said northcllstcrly line South 49"20'32" East
15.43 feet to II paint in the northwesterly right-of-wny of Red J-lill Avenue as described in a deed
to the City of Santa Ana recorded December 11, 1972 in Book 10464, Page 95301' Officiul
Records in stlid Office of the County Recorder of Orange County: thence 1l1ong sHid
northwesterly right~of-way South 40031'5Y' West 300.00 reet to said southwesterly line of
Parr.:el 2; thence I\lnng .'Mid sOllfhwes.lerly line North 49(120'32" \Vest 14.55 feet to the TIHJE
POINT OF BEGINNING.
CONT AINfNG: 4,497 Square Feet, morc or less.
SUB.TEeT TO all Covenants, Righls, Rights-ofRWay and Easements ofRccol'd.
EXHIBIT liB" attached and hy this reference made n part herco f.
fu~
Kurt R. Troxell, L.S. 785'[
i~~l
Date 1-!!.
Page 8 of27
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( ) If!llCATES RECmD DATA pm l,l,A, NO,
i NSTRlNENT NO, 1998036807.1. O. R .
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AI'N 430-221-13
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APN 430-221-13
OYER ROAD AND RED HILL AVENUE
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INST. I NO. 19930358021, O,R, >--(1_ :~ '-~ I
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EXHIBIT 'B' "'---'tDYER ROAD .- ~ I "". P.OC.__
------~ I
",
PH NO, 85-320
?M,B, 235/:r/-38
PAllCEL 2
-(tl~I'lii::.w mssIT--- -)
~['LY lIN: Pel. 2 PER __
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8
pARCEl. 2
A?N 430-221-13
LOT LINE ADJUSTMENT ND, LL 97-023
SW'LY LINE peL, 2 PER
L,U, NO. LL 97-023 ",
r:--" - (N~9'21'\6"if J"i"r72')
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APN 430-221-13
DYER ROAD AND RED Hill AVENUE
CONSULTING
R[VISEOJUI;(1U,2C.:e
1J~w.:11 2fj, 2000
I: ~,~ \ I U. V 14 'X"..;, - _ - I.
~ N)~ . Ie oe :~ I""
Page 10 of27
Attachment 1
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SHEET 2 OF 2 SHEETS
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J.ll. IO-IO~04 \
Attachment 2
Vvhen recorded, please mail this
Instrument and tax statements to:
Clerk of the Council
City of Santa Ana
20 Civic Center Plaza, M-36
Santa Ana, California 92701
Free recording requested by
THE CITY OF SANTA ANA PER GOVERNMENT CODE
SECTION 6103
CANCEL AGENCY(IES) APPROVED BV DESCRIPTION DESCRIPTION A.P. RMlMAP PROJECT
TAXES PUBLIC VIORKS DIRECTOR WRITTEN BY CHECKED-OK NUMBER NUMBER NUMBER
430-221-13
Portion of 2001 E. Over Road, Santa Ana, California
SPACE ABOVE THIS LINE FOR RECORDER'S USE
TEMPORARY LANDSCAPE EASEMENT DEED
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,
CFRl/Greenlaw Dyer Road L.L.C., a Delaware limited liability company
Does Hereby Grant to THE CITY OF SANTA ANA, a charter city and municipal corporation duly
organized under the Constitution and laws of the State of California, easement for public right-of-
way purposes for the right to plant, maintain, replace, or remove landscaping in, upon, over and
across that certain real property in the City of Santa Ana, County of Orange, State of California,
located at 2001 E. Dyer Road, Santa Ana" legally described as follows:
SEE EXHBIT "A" and "B" - LEGAL, ATTACHED HERETO; AND BY THIS REFERENCE MADE
A PART HEREOF:
This permission is granted subject to the following conditions being fuifilled by City:
(A) Improvements will be constructed in the areas as shown in the Attachment 2, Exhibit B,
attached hereto and made part hereof. Landscape improvements and ingress and egress
driveways will be constructed in the area that is shown in the Attachment 2, Exhibit C.
(B) During construction of driveway approaches, access to the business will be maintained at all
times. In some cases, construction of one-haif of a driveway approach at a time may be
required. In this case, the contractor shall provide a temporary asphalt driveway to the
business until a permanent concrete driveway is constructed. At no time shall the contractor
block access to the business during construction.
(C) City shall indemnify the undersigned against and hold the undersigned harmless of any loss
of or damage to any property, or injury or death of any person whomsoever, proximately
caused in whole or in part by City or by any act Dr omission for which the City is liable in the
exercise of the rights herein granted.
Page 11 of27
Temporary Landscape Easement
Page 2
It is understood that the period of use of said easement shall exist for a period of no more than
12 months and shall commence with the first entry of owner's property by City's contractor.
Upon completion of street widening work, the Easement Area shall be maintained with
landscaping in compliance with City ordinances as applicable to this site. This easement shall
terminate upon completion of said construction and in any event shall cease and terminate not
later than December 31, 2010, unless extended in writing by owner of the real property.
SELLER: CFRI/Greenlaw Dyer Road, L.L.C.,
a Delaware limited liability company
By: CFRJ Dyer Road, L.L.C., a Delaware
limited liability company,
its Managing Member
By: CRI Property Trust, a Maryland
real estate investment trust,
its sole managing member
By:
Name:
Tille:
STATE OF CALIFORNIA
COUNTY OF
}ss.
)
On
,2009, before me,
personally appeared , who proved 10 me on the basis of satisfactory evidence to be the person(s) whose
name(s) isfara subscribed 10 Ihe within instrument and acknowledged to me that he/she/they executed the sarna in his/her/their authorized capacily(ies), and
thai by his/her/their signalure(s) 011 the instrument 1he person{s) orthe entity upon behalf of which the person(s} acted. executed the instrument.
I certify under PENAL TV OF PERJURY under the laws of Ihe State of California thatlha foregoing paragraph is true and correct
Signature
SIGNATURE OF NOTARY PUBUC
PLACE NOTARY SEAL ABOVE
Page 12 of27
Attachment 2
EXHIBIT HA"
Page 1 01'2
U:CAL DESCRIPTION
AI'N 43ll-22I-lJ
DYER ROAD AND RED HILL A VICNUF,
PARCEL I:
That certain parcel of land siluuted in the City or Sanla Annl Counly or Orange, SlHle of
Culifol"nill, being that portion or Plll'cel 2 of Lot Line Adjustment No. LL 97~02J recorded
1lll1c II, 1998 as Instnllncnt No, 1998036802] of Ofncial Records in the Office of the Coullty
Recorder of said Orange County! desclibcd as f()llows:
COI\'IMENCING 11l1hc intersection of the centerline of Dyer Road with tIll: centerline of Red
Hill Avenue as shawn an n map filed in Book 4H, Page 34 of Parcel Maps in said Office of the
County Recorder of Orange County; thence along the centerline 0 f Dyer Roud as ~howll on said
pflJ'cel map North 49020'32" West 375.85 feet to the sot1th\Vcst~rly prolong:>.tion of (he
southcasterly line of said Parcel 2 of Lot Linc Adjuslment No. LL 97-023; thence along ~aid
prolongutioll and said southcuslerly line NOlth 40039'28" E"sl 73.33 l'cellll the TRUE POINT
OF BEGINNING; thellce leaving said southeasterly line North 500ll9'19" West nt.ol feet 10 "
line:: parallel with and 63.10 feet northeasterly of .~aid centerline of Dyer Roau; thence along said
1'"",1101 line Norlh 49020'32" West 143.56 feet; thellee Norlh 49019'41" West 33.04 feet; thence
Soulh 40Q39'30" West 11.11 feet to the nortbeasterly right-or-way of Dyer Road as described in
that certain deed to the City of Santa Ann recorded June It, 1998 as 1nstrument No.
19980368023 of Ornei.1 Records in said Oniee of the County Recorder of Orange Cuunly;
thence nlong selid right-or-way South 49020'32" East 813.77 feet to un lingle point therein; t!m1CC
continuing along sOld right-of-way North 40038'18" East 2.00 feel and South 49{J20'320l Easl
83.77 feet to the southeasterly line of said Parcel 2; thence Norlh 4ll039'28" East 19.33 leello
the TRUE POINT OF BEGINNING,
CONTAINING: 13,484 8quare Feet, more or less.
PARCEL 2:
That certain parcel of land situated in the City of Santa Ana, County of Orange, State of
Cn1ifornin, being that portion of Parcel 2 of Lot Line Adjustment No. LL 97~023 rccorded
ll1l\e 11, 1998 [IS Instrument No. 1995036S02l ofOfficiaJ Records in the Office orthe County
Recorder of said Orange County, described as follows:
COMlVIENCING at the intersection of the centerline of Dyer Road 'with the centerline Df Reel
fUll Avenue as shown on ,I map filed in Book 4R, PI1Cn 14 of Pm-eel1\l[aps: ill s::lid Oftice of the
Calmty Recorder of Orange County; thence along the cenLcrline of Red l-tilli\ venue ':lS ~hOWll 011
;;aid paTcel map North 40036'36 East 30.00 fect to the southwestcrly line of Lot lO5 of Irvine's
Subdivision ns shown 011 sl1id parccll1lnp: thence cCllllinuing along said centerlinc of R,t;:d Hill
Avenue North 40'"'37'53" East 457.00 feet to the southeasterly prolongation of tile sOlltlHvesl~rly
Page I3 of27
Attachment 2
APN 4]O-221~13
Dyer ROlld :1IIr1 Red Hill A"~nllc
Page 2 Ill' 2
E.xhibit L'A"
Legal Dcscriplloll
line ofsoid Pflrc:cl2 of Lot Line Adjustment No. 1..1. 97-023; thence along ,~aid prolongation and
said southwesterly Une North 49020'32" West 74.55 fCell to the TRUE PCHNT OF
BEGINNING; thence leaving said southwesterly line Norlh 40027'49" \VCS[ JOO.OO reel lo the
nortlll~lIsterly line of said Parcel 2; thence nloll!l said northeasterly line South 49020')2" East
15.43 feet 10 II. point in the northwesterly right~of.way of Red Hill Avcl1llc os described in a deed
to the City of Santa Ana recorded December II, 1972 in Book 101M, Page 953 or orficiul
Records in said Office of the County Recorder of Orange County; thence along said
norlhwesterly right-of~way South 40037153" Wc,~t 300.00 feet 10 said southwesterly line of
Plln.:el 2; '-hence nlC\ng .C:llid .~O\lthwesterly line North 49020'32" West 14.55 feeL to tlw TRUE
POINT OF BEG[NNING.
CONT ArNJNG: -1,497 Square Feet, more or Jess.
SUBJECT TO nil Covenants, Righls, Righls-l?f-Way lmd Easements ofRcconl.
EXHlBIT "U" attached and by this reference made n part hereof.
lli.~
KUl1 R. Troxell, LoS. 7854
D1~1
Page [40127
Attachment 2
tilllL..
( ) INDICATES RECORD D,\T<\ PEr! L.L.A. NO.
INSTRUMENT NO. 19880-\6307.1, O.R.
LL 97-023,
Dill}, 1M'lL(
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EXHIBIT 'B"
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111I1 '-- ~ ---L - - _1- - - --/- -tll
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I : ~i INST. NO. 1998036~021-:-Oi.'" -\~ - ~:~I ~ I
I : :~ APN 430-221-13 : 1'8 "-I~~~
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1-1/ PARCEL 1 ~ I" C:IC;I c&
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I II a SEE DETAIL '('I~ T.P.O,B, I, I '~
BELOW ~ \........... peL. 1 _71.60
G PROPOSED R/W {1 "- 1--
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LEGAl DESCRIPTION FOR
SHEET 1 OF 2 SHEETS
APN 430-221.13
DYER ROAD AND RED HILLAVENUE
GDNElULTIN13
HE'JlSE),JJt,€16,2l.X.:ll
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Page 15 of27
P.M NO. 85-320 ,IJO'IJO'II ~2'\;,
?M.B. 235/37~3a w.. I { ) ,i1D[CAffS m::C(Hl U,HA
PARCEL 2 --'--1 'rR l I A '0 Il ""23
-(N:rr2"I'1?i 799S5r)--- )- - -I" \ 50' INST 'm. \99{!(\'6802I, c'ri
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l.L,A. t,O, lL 97-023 60 _ CAiA TMU
PARCEL 2 --===:---:: -- ~~-I~~----~~;;;!~~:~~---~~~;~I~----~~~;;~-
<I 497 SO n t -- I \('2_________________________________
. '8 '8 I tl\9'ZO'J2'W -- 60 GO
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DYER RDAD AND RED HILL AVENUE
II:
CDNSULTING
flmsw JlJM: 10, 20:>8
IJNKH 2a, 201:>0
A OJ. ~(; .,... "\' t1-.X-!1,P tNl'~~ G l~ C! ~'" ~'"
Page 16 of27
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Attachment 3
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Attachment 3
GENERAL ESCROW PROVISIONS
All disbursements shall be made by Escrow's check. All funds received in this escrow
shall be deposited in one or more of your general escrow accounts with any bank doing
business in the State of California and may be transferred to any other general escrow
account or accounts. The expression "ciose of escrow" means the date on which
instruments referred to herein are filed for record. All adjustments are to be made on the
basis of a 3D-day month. Recordation of any instruments delivered through this escrow, if
necessary or proper in the issuance of a policy of title insurance called for, is hereby
authorized.
There shall be no prorations of any existing insurance policies in this escrow.
You are to furnish a copy of these instructions, amendments thereto, closing statements
and/or any other documents deposited in this escrow to the iender or ienders, the real
estate broker or brokers and/or the attorney or attorneys involved in this transaction upon
request of such lenders, brokers or attorneys.
Should you before or after close of escrow receive or become aware of any conflicting
demands or ciaims with respect to this escrow or the rights of any of the parties hereto, or
any money or property deposited herein affected hereby, you shall have the right to
discontinue any or ali further acts on your part until such conflict is resoived to your
satisfaction, and you shall have the further right to commence or defend any action or
proceedings for the determination of such conflict. The parties hereto jointiy and severally
agree to pay all costs, damages, judgments and expenses, including reasonable
attorney's fees, suffered or incurred by you in connection with, or arising out of this
escrow, inciuding, but without iimiting the generality of the foregoing, a suit in interpieader
brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully
released and discharged from all obligations imposed upon you in this escrow.
If for any reason funds are retained or remain in escrow, you are to deduct therefrom a
reasonabie monthiy charge as custodian thereof of not iess than $10.00 per month.
Time is declared to be the essence of these instructions. If you are unable to compiy
within the time specified herein and such additional time as is required to make an
examination of the official records, you will return all documents, money or property to the
party entitled thereto upon satisfactory written demand and authorization. Any
amendment of and/or supplement to any instructions must be in writing. The seller agrees
to sell and the buyer agrees to buy the property herein described upon the terms hereof.
These escrow instructions, and amendments hereto, may be executed in one or more
counterparts, each of which independentiy shall have the same effect as if it were the
original, and ail of which taken together shall constitute one and the same instruction.
Page 20 01'27
Order NUl 'r; O-SA-J782121 (DB)
Page Number: 1 A TlJl..cHMEJJi 4-
Updated
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First American Title Company
:2 first American Way
Santa Ana, CA 92707
Tim Kirkham
CIty of Irvine
1 Civic Center Plaza/PO Box 19575
Irvine, CA 92606-5207
Phone:
Fax:
Customer Reference:
430-221-13
Order Number:
O-SA-1782121 (08)
Title Officer:
Phone:
Fax No.:
E+lall:
Buyer:
Property:
Joe Gallagher
(714)250-3975
(714)913-6387
jagallagher@firstam.com
2001 East Dyer Road
Santa Ana, CA
PRELIMINARY REPORT
III rl;.'Spo[J~e to Ule <Ioove ref('femed application for a IKllley of lltle Insur<ln~e, Illls company hereby r~fl0rt5 th.ll it r.; prE'llilrcd 10 issue. or
(<luse to be issul'<l, il~of lhe dale hereof. II Policy or Polldt!5 ofTiIll' InSllrilllCcdescrlbll1l'J Ihe 'illld amllhe e~l..le or lnlerest therein
herCNlilllcrsct f(]l'th, InsUling ilgc1insl loss which mclY be sustained by re.ilSOll of.lny lleled, 1Ie110rCncumbrilnccUoLshol'o'norrelertCiltoil';
<111 Exception below or not excludocl from COYCfilgC pursuant to the printed Schedules, Condition,; ,lI1rl Sllpulallons of silkl Policy rorm~.
TIle flflnlo::l ExcL'ptlans .lnd El(clusions frollllhc coyerage or Sclllll'ollcy or Policil.!~ Me set rorth In Exhibit ^ .1U<tchP.d. copic.~ of \tIC I'oliq
fonus SIlOlIId he reild. TI1CY ilr!! <1vilUilhle from 1I1l! oftlte whicll Js~lJC(llhis I'l'Xlrt.
Please read the exceptions shown or n"!fclTed to below and the l!:<ceptiOnli and exclusions let forth in exhibIt A or this
rep.ort Cilrerully, The except/ons and e:<cluslons are nll;!i1nt to provide you wIth notice of mat'terswhich llre not covered
under the terms of tho title insuranCf:l policy and should be c.ardully considen:d.
It Is lmporbnt to note th;at this prelimfnol)' report Is not iI written representation <IS to thl! condilion of tith~ ilnd may not
list aU liens, defects, and encumbrilnces affecting title to the land.
TIlls rl.'()ort (.lnd ,lilY sllfJplenll..11L~ or illnulI(lrn(.'nLs hereto) I~ Issued solely lor lIiU purpose of filcilil.1Uny tlll' I~uilllce o( (l polky /If IIlk;o
II1SUr,lm:e and 110 IlillJil".y Is ils5umed hereby, I(!t Is desired thilt lIi~JIUty bt' .1S5UIfl(.-'l! prIor to tile IS!>IliInr.c Of.1 IXlllcy or lille insurnnw, ,1
mndlY or Colnmilrnent sllOllkl ~)(! reqllested.
First l1mencc7n Title
rage 21 of27
OrderNlII. ~r: O-SA-17f12J21 (OR)
Page Number: 2
DatecJ ilS or September 28, 2007 at 7:]0 A.M.
The (arm of Policy of title insurance contemplated by this reporl: i~:
Standard Loan
^ specific request should be made If another form or addiUonal coverage is desired.
Tille to said estate or interest at the date hereof is vested In:
CFRlfGREENlAW OYER ROAD, l.l.C., A DElAWARE LIMITED LIABILITY CO~IPANY
The estate or Interest in the land herelnMter described or referred to covered by this Report is:
A fee.
The Land referred to hereIn Is described as follows:
(See attached Legal Description)
At the date hereof exceptions to coverage in addition to the printed Exceptions and ExcllJsions In Solid
policy form would be as follows:
1. Intentionally Deleted
2. General and special taxes and assessments for the Fiscal year 2007-2008.
First Installment: $206,743.34, OPEN
Penalty: $0.00
Second Installment: $206,743.34, OPEN
Penalty: $0.00
Tax Rate Area: 11-019
A. P. No.: 430-221-13
3. The lien of supplemental tuxes, if any, assessed pursuant to Chapter 3.5 commencing with
Section 75 of HIe CaliforniCj Revenue and Taxation Code.
4. Water rights, claIms or title to water, whether or not shown by the public records.
5. An easement For pipe lines and incidental purposes in tile document recorded December 11,
1958 In Book 4513, Page 7S of OrFiclal Records.
6. An easement for pole lines and Incidental purposes in the document recorded in Book 6685, Page
911 of Official Records.
Fli:st American l"ifle
Page 22 of 27
Order NUI..-.H; O-SA-1782121 (08)
PiJge Number: 3
7. An ea.sro:ment (or conduits ancllncldental purposes In the document recordeclln Book 6685, PiJ~]e
921 of OffJcial Records,
8. An casement for avigation and Incidental purposes, remrded f\'larch 17, 196<1 In Book 6965, PagC'
721 of Omclal Records,
rn Favor of: The County of Orange
Affects: Said land
9, The terms and provisions contained In the document enlitlc{1 "An Industrial Planned CommunlLy
Ordinance" recorded January 20, 1965 In Book n8S, Page 915 of Offidal Records,
10. Covenants, conditions, restrIctions and easements in the document recorded In Book 7529, Page
600 of OffiCial Records, which provide that a violation thereof shall not defeat or render invalid
the lien of any first mo/1gage or deed of trust made in good faith and for value, but deleting ';Iny
covenant, condition or restriction indicating a preference, IImitaUon or discrimination based on
race, color, religIon, sex, handicap, familial status, national origin, sexuill orientation, marital
status, i1ncesby, Source of income or dlsabillty{ to the extent such covenants, conditions or
restrictions violate Title <12, Section 360<1(c), of the United States Codes or' Section .t2955 of the
California Government Code. lawful restrictions under stale and federal law on the age of
occupants In senior housing or housing for older persons shtlll not be c'onstrucd as restrictions
based on familial status,
Document(s) declaring modifications thereof recorded Hay 3D, 1989 as Instrument No. B9-
285371; March 2, 1990 as Instrument No, 90-112'1"11; October 5, 1990 as Instrument No. 90-
535152; January 10, 1991 as Instrument No, 91-014595; January 10, 1991 as Instrument No,
91~Ol~596; September 26,2002 as Instrument No, 02-B27184 and December 18, 2006 as
Instrument No. 06-846883 all of Dfficlal Records.
11. An easement for street and incidental purposes in the document recorded May 9, 1966 In Book
7925 { Page 979 of Official Records,
12, An easement for rail road and incidental purposes, recorded June 15, 1966 in Book 7962, Page
57 of Official Records.
In Favor of: The AtchlsOll, Topeka and Stlnla Fe Railway (omp.;my, a KilnS<lS
Corporation
Affects: Said lilnd
13. An easement for street, highway and Incidental purposes in the document recorded in Book
8276, Page 896 of OfficIal Records.
1<\, An easement for aerial and underground lines, conduits and Incidental purposes ill the document
recorded In Book 9358, Page 339 of Official Records,
j 5, An easement For road, public utilities and Incidental purposes In the documer'lt
recorded December 11, 1972 in Book 10<164, Page 9S3 of Official Records.
16, The fact that the ownership of saId land does not include ~ny rights of Ingress and egress to or
from Red HIli Avenue, except at street Intersections and Dyer Road, and at the foJlowing
driveway locc1tions; The Southeasterly 30 feet of the Northwesterly 79 feet of said lot, and the
Northweslerly 30 Feet of tile Southeasterly 658.50 feet of said fat. Said ri~hts havIng heen
First Amedmll nt/a
Page 23 of27
Order Nw. ,r: O-SA.l7B2121 (DB)
Page Number: <I
relinquished by deed to the City of Srlnta Ani! re<:orded December J I, 1972 in Book 10%4, Page
953 of Official Records.
17. An easement for underground lines, conduits and incidentt'll purposes in the document recorded
in Book 10678, Pi:1ge 60 of Official Records,
18, An easement for ,m underground storm drain to be used for flood control tlnd waler
conservation and Incidental purposes in the document recorded in Book J 1335, Page L267 of
Official Records.
19, All easement for construction and Incidental purposes In the document recorded ill Book lJ335,
Page 1271 of Official Records.
20. Covenants, conditions, restrictions and easementc; in the docllment recorded October 13,
:1978 In Book 12881, Page 18<1 of Offlclal Records, whlr.h provide that a violation thereof shall not
defeat or render invalid the lien of any first mortgage or deed of trust made in good faith and for
value, but deleting any covenant, condition or restriction Indicating a preference, limitation or
discrimination based on race, color, religion, sex, handicap, familial status, national origin, sexual
orientation, marital status, ancestry, source of income or disability, to the extent such covenants,
conditions Dr restrictions vIolate Tltle 42, Section ]60<1(c:), of the United States Codes ur Section
12955 of the California Government Code. lawful restrictions under state and federallal'l un the
age of occLJpanls In senior housing or housing for older persons shall not be construed as
restrictions based on familial status.
21. Easements, covenants and conditions contained In the deed from Zena Table Co. Inc., il
California Corporation, as Grantor, to Candlewood Orange County, CA-Airport, lLC, it's SUccessors
and assigns, as Grantee, recorded June 11, 1998 as Instrument No. 19980368022 of orfici~1
Records, Reference being made to said document far full particulars.
22. Rights of parties in possession.
23. A deed of trust and financing statement to secure an origInal indebtedness of $37,200,000.00
recorded August 9, 2007 as Instrument No. 07-<198<182 of Officlai Records.
Dated: August 9,2007
Trustor: CFRI/Greenlaw Oyer Road, L.l.C., a Delaware limited Liilbitlty
Comp<:my
Trustee: First American Title Insurance Company, a Californl<1
Corporation
BenefIciary: Anglo Irish Sank Corporation PLC
The terms and provisions contained In the document entitled Assignment af Lease!;, Rents ilnd
Profits recorded August 9, 2007 as Instrument No. 07-498483 of Official Records.
2Q. A financing statement recorded August 9, 2007 as Instrument No. 07-498<18<1 of OffICial Records.
Debtor: CFRI/Greenlaw Dyer Road, LLC.
Secured Pelrty: Anglo IrIsh Bank Corporation PLC
25. With respect to CFRI/Greenlaw Dyer Road, a limited liability company:
a. A capy of Its operating agreement and any amendments thereto;
b, rr it Is a California limited liabillty company, that a certified copy of its articles of organization
First Amedee'" mle
Page 24 of27
Order NUl. J: O.5A.17B2121 (08)
Page Number:
(LlC-l) and any certificate of correction (llC.ll), certlflcilte of amendment (llC-2), or
resttllement of artJcles of organizatron (lLC- 10) be recorded in the Ilubllc records;
c. If It Js a foreign limited liability company, that a certified copy or its <Ippltcutlon For registration
(LLC-5) be recorded In the publlc recordsi
d, With respect to any deed, deed of trust, lease, subordination agreement or other document or
Instrument executed by such limited liability company and presented for recordation by the
Company or upon which the Company Is asked to rely, that such document or instrument be
executed In accordance with one of the following, as tlppropriate:
(I) If the limited liability company properly operates through officers appointed or elected
pursuant to the terms of a written operating agreement, such document mLlst be executed by (It
least tvlO duly elected or apPOinted ortlcers, as follows: the chairman of the board, the president
or any vice president, and any secretary, assl!:tant secretalY, the chief financial officer or any
assistant treasurer;
(II) If the limited liability company properly operates through a manager or managers identified In
the articles of organization and/or duly elected pllrsuant to the terms of a written operating
agreement, such document must be executed by at least lwo such managers or uy one manager
If the limited liability company properly opemtes with the existence of only one manager.
e. Other requirements which the Colllpt:lny may impose following its review of the material
required herein and other information which the Company Illtly reqUire.
Flisr AmericiJ// TItle
Page 25 of27
O,<der NllI,.~~r: O-SA-17f12121 (08)
Pa{jc Number: 6
INFORMATIONAL NOTES
1. Taxes for proration purposes only for the fiscal Yl'w 2007-2006.
First Installment: $0.00, NOTAXDUE
Second Installment: $0.00, NOTAXDUE
Tax Rate Area: 11-019
APN: 430-221-01
2. Supplemental taxes for the Fisctll year 2006~2007 assessed plIrsuant to Chapter 3.5 colllmenclng
with Section 75 of the California Revenue and Taxation Code.
First Installment: $'1'1,653.65, PAID
Penalty: $0.00
Second Installment: $44,653.66, PAID
Penalty: $0.00
T[lx Rate Area: 11-019
A. P. No.: 430-221-13
3. According to the latest available equ.;Jlized assessment roll in the office of the county tax
assessor, there is located on the land a(n) Commercial land known as 2001 East Dyer
Road, Santa Ana, California.
4. According to the public records, there has been no conveyance of the land wittlln <l period
of twenty four months prior to the date ot this report, except as follows:
A document recorded December 7, 2006 as Instrument No. 06-820<157 of Ortlcial Records.
From: RockNatencia, LlC, a CaUfornla limited liability Company
To: FR/CAL Dyer Road, LLC, a Delaware limited liability Company
A document recorded August 9,2007 as Instrument No. 07-498481 of Official Records.
From: FR/CAL Dyer Road, LLC, a Delaware LImited liability Company
To: CFRI/Greenlaw Oyer Road, L.L.c., a Delaware Limited Liability Company
5. This preliminary report/commitment was prepared based upon an application for a policy of title
Insurance t11at Identified land by street address or assessor's parcel number only. Il is the
responsibility of the applicant to detennine whether the land referred to herein is In tact the land
that Is to be described In the policy or policies to be issued.
6. We find no open deeds of trust. EscrOl"l please conrlrm before closing.
The map attached, If Rny, mayor may not be a sllrvey of the land depicted hereon. First Amerlciln
expressly dlsclilims any Uablllty for los5 or damage which rilay result from" reliance on this rnap except to
the extent coverage for such 1055 or damage is expressly provided by the terms and provisions of the title
insurance policy, if [Iny, to which this Illap 15 attached.
First AmeriC(1fJ Title'
Page 26 of 27
Order NUr,,~~~r: O-$A-17B2121 (OR)
Page Number: 7
LEGAL DESCRIPTION
Real property in the Cily of SCInta Ana, Counly of Orange, State of California, described ('IS
fullows:
PARCEL 2, AS SHOWN ON EXHIBIT "B-2" AHACHED TO LOT UNE ADJUST~HIT LL 97-023
RECORDED JUNE 11, 199B AS INSTRUMEr-rT NO. 1998036802J OF OFFICIAL RECORDS OF
ORANGE COUNn', CAUFORNIA.
EXCEPTING ALL OIL, OIL RIGmS, MINERALS, MINERAL RIGmS, NATURAL GAS RIGHTS AND
OTI-lER HYDROCARBONS BY WHATSOEVER NAME KNOWN THAT MAY BE Wrn-HN OR UNDER
THE PARCEL OF LAND HERElNA80VE DESCRIBED, TOGEll-lER Wen-l THE PERPETUAL RIGHT OF
DRILUNG, "lINING, EXPLORING AND OPERATING THEREFOR AND STORING IN AND REI~OVING
THE SAME FRO~1 SAID LAND OR ANY OTHER LAND, INCLUDING 11-IE RIGHT TO WHIPSTOCK OR
OIRECTIONALL Y DRILL AND MINE FROM LANDS OTHER THAN THOSE HEREINABOVE
DESCRIBED, DIL OR GAS WELLS, TUNNELS AND SHAFTS INTO, THROUGH OR ACROSS THE
SUBSURFACE OF THE LAND HEREINABOVE DESCRIBED, AND TO BOTTOM SUCH WHIPSTOCKED
OR DIRECTIONALL Y DRILLED WELLS, TUNNELS AND SHAFTS UNDER AND BENEATH OR
BEYOND THE EXTERIOR UMITS THEREOF, AND TO REDRlLL, RETUNNEL, EQUIP, MAINTAIN,
REPAIR, DEEPEN AND OPERATE ANY SUCH WELLS OR MINES WlTHOLIT, HOWEVER, THE RIGm
TO DRILL, MINE, STORE, EXPLORE OR OPERATE THROUGH THE SURFACE OR THE UPPER SOD
FEET OF THE SUBSURFACE OF THE LAND HEREINABOVE DESCRIBED, AS RESERVED BY TIiE
IRVINE COMPANY IN DEED RECORDED OCTOBER 1~, J977IN BOOK 12415, PAGE 997 OF
OFFICIAL RECORDS, AND THE IRVINE INDUSTRIAL COMPLEX lN A DEED RECORDED
DECEMBER 29, 1972 IN BOOK 10489, PAGE 291 OF OFFICIAL RECORDS.
ALSO EXCEPTING FROM THAT PORTION INCLUDED WITHIN PARCEL 4, AS SHOWN ON A MAP
ALED IN BOOK 4B, PAGE 34 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF
ORANGE COUNTY, CAUFDRNIA, ANY AND ALL WATER RlGmS DR INTERESTS IN WATERS
RIGJ-fTS AND ANY AND All GEOT1-lERMAL RIGHTS OR INTERESTS IN GEOTHERMAL RIGHTS, NO
MATTER 1-10W ACQUIRED BY GRANTOR, AND OWNED OR USED BY GRANTOR IN CONNECrlON
WITH OR WITH RESPECT TO THE LAND, WHETHER SUCH WATER RIG,rrS SHALL BE RlPARIAN,
OVERLYING, APPROPRIATNE, UTTORAL, PERCOLATING, PRESCRIPTIVE, ADJUDICATED,
STATLlTORY OR CONTRACTUAl, BLIT WmiOLIT, HOWEVER, ANY RIGHTTO ENTER UPON THE
SURFACE OFTHE LAND IN THE EXEROSE OF SUCH RIGHTS, AS RESERVED BY THE IRVINE
COMPANY IN DEED RECORDED OcrOBER 13, 1978 IN BOOK 12881, PAGE 184 OF OFFlCIAL
RECORDS.
APN: 430.221-13 and 430-221-01
Ai'St American TItle
Page 27 of27