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HomeMy WebLinkAbout80B - JOINT PH - ACQUISITION 335 E MCFADDENREQUEST FOR COUNCIL/ AGENCY ACTION MEETING DATE: JUNE 20, 2011 CLERK OF COUNCIL USE ONLY: TITLE: APPROVED ? As Recommended JOINT PUBLIC HEARING - APPROPRIATION ? As Amended ADJUSTMENT, RESOLUTION AND AGREEMENT ? Ordinance on 1st Reading FOR ACQUISITION AND SALE OF REAL ? Ordinance on 2nd Reading PROPERTY AND ESCROW INSTRUCTIONS FOR ? Implementing Resolution 335 EAST MCFADDEN AVENUE ? Set Public Hearing For CONTINUED TO r IdOlt-t ?' ?? -, ? d ,Q FILE NUMBER CITY MANAGER EXECUTIV IRECTOR RECOMMENDED ACTION CITY COUNCIL Adopt a resolution making certain findings with respect to the consideration to be received by the Community Redevelopment Agency pursuant to a Purchase and Sale Agreement between the Agency and the City for the sale of 335 East McFadden Avenue (APN 011-065- 19). 2. Authorize the City Manager, or designee, to execute the attached agreement for the acquisition of real property from the Community Redevelopment Agency located at 335 East McFadden Avenue (APN 011-065-19) in the amount of $272,860, plus normal closing costs and escrow fees, subject to non-substantive changes approved by the City Manager and City Attorney. 3. Approve an appropriation adjustment recognizing $280,000 in the Residential Development - District 3 revenue account (no. 31313002-53300) and appropriating the same to expenditure account (no. 31313260-66100). COMMUNITY REDEVELOPMENT AGENCY Adopt a resolution authorizing the sale of Agency-owned property located at 335 East McFadden Avenue (APN 011-065-19) to the City of Santa Ana pursuant to the Purchase and Sale Agreement and making certain findings with respect thereto, on behalf of the Community Redevelopment Agency. 8OB-1 Joint Public Hearing - Sale of Agency-Owned Property June 20, 2011 Page 2 2. Authorize the Executive Director, or designee, to execute the attached agreement for the sale of real property to the City of Santa Ana located at 335 East McFadden Avenue (APN 011- 065-19) in the amount of $272,860, plus normal closing costs and escrow fees, subject to non-substantive changes approved by the Executive Director and Agency General Counsel. DISCUSSION During the course of its regular activities, the Community Redevelopment Agency (Agency) acquired a number of properties for residential development through freeway widening and/or street realignment activities, including the subject property. The subject property is located at 335 East McFadden (Exhibit 1) and lies within the Eastside Neighborhood. It is zoned R1 and was initially to be developed as affordable for-sale single family homes. During the developer selection process for the Infill Scattered Sites Project, this property and the five adjacent City-owned properties were removed to allow staff and the community time for the consideration of alternative uses. This approval would consolidate ownership of all the lots and allow further explorations of options as well as funding sources. Under the proposed purchase agreement, the Agency-owned property at 335 East McFadden Avenue will be purchased by the City using District 3 Acquisition and Development funds. The property is currently vacant, and its proposed purchase price of $272,860 is based on its current appraised fair market value. A public notice was published on June 6 and June 13, 2011, in the Orange County Reporter. ENVIRONMENTAL COMPLIANCE In accordance with the California Environmental Quality Act, this sale is exempt from further review. Categorical Exemption number ER-2011-47 will be filed for this project finding that it is exempt pursuant to California Code of Regulations, Title 14, Division 6, Chapter 3, Section 15332(d) and (3). This action results in a transfer of title only and will not result in any significant effects relating to traffic, noise, air quality, or water quality. Any future development will be limited to construction of small structures or facilities such as public parking and recreation/playground improvements. FISCAL IMPACT Funds to purchase the property are available in the District 3 Acquisition and Development account (no. 31313260-66100). Proceeds from the sale of the property to the City of Santa Ana will be deposited in the Agency's Merged Low and Moderate Income Housing Fund account (no. 50718002-58500). 8OB-2 Joint Public Hearing - Sale of Agency-Owned Property June 20, 2011 Page 3 Gerardo Mouet Executive Director Parks, Recreation & Community Services a? Shelly L dry-Bayle, Housing tanager Community Development Agency NTE/SLB/ RO/mlr Exhibit: 1. Map 2. Council Resolution 3. CRA Resolution 4. Agreement APPROVED AS TO FUNDS AND ACCOUNTS: ?\T -1 _? \??.A a fk Francisco Gutierrez Executive Director Finance & Management Services Agency 8OB-3 8OB-4 1015 1012 ' 1019 tO1H 1015 M ^? h ^? .'^,, ?' n M M M ?i n .. h n H h 1021 1020 NORMANDY PL 1023 Iota D N N N m (O N 'N N ?1 1029 1028 1033 1033 030 103 0 1037 F H 1028 !C 1101 1102 1101 ? ? h a p r v 1105 1106 HARWOOD PL 2108 1121 ? ? ? ? '0 ? o v o n 1125 A 4 1112 !u 5{ J127 JJ14 K b 1123 1129 ? ? ? `^ m ` N v r r OLD MC FADDEN AV p o '?v h N 1201 1203 l203 q ?p ?f tl 1205 1108 . 1105 1204 1209 1211 12J1 1213 1214 1215 1208 )217 J11A 1217 f217 2 h M 335 E McFadden Avenue EXHIBIT 1 '^ M M1 M rn ^? n M rn ? m ? 1702 1207 1208 121! 1717 1215 !Z!f !1!A 80B-5 ?961117-Mo, 6/13/11 LES RESOLUTION NO. 2011- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING THE SALE OF AGENCY OWNED PROPERTY LOCATED AT 335 EAST McFADDEN AVENUE; AUTHORIZING THE CITY MANAGER TO EXECUTE DOCUMENTS AS NECESSARY; AND MAKING CERTAIN FINDINGS WITH RESPECT THERETO, ON BEHALF OF THE CITY BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby, finds, determines and declares as follows: A. Pursuant to Sections 33334.2(a) and 33334.6(c) of the California Community Redevelopment Law (California Health and Safety Code Section 33000 et sec..) not less than 20 percent of all taxes which are allocated to the Community Redevelopment Agency of the City of Santa Ana ("Agency") are set aside by the Agency in a Low- Moderate-Income Housing Fund and used by the Agency for the purpose of increasing, improving and preserving the community's supply of low and moderate housing available at affordable housing costs to persons and families of low- and moderate-income, including very-low- income persons. B. During the course of its regular activities, the Agency purchased the property located at 335 E. McFadden Avenue for residential development (the "Property"). C. California Community Redevelopment law (Health and Safety Code section 33433) requires that before any Agency owned property, acquired in whole or in part with tax increment moneys, is sold for development, the sale must first be approved by the legislative body by resolution after a public hearing. D. The Agency proposes to sell the Property to the City of Santa Ana at the current appraised fair market value, pursuant to the terms and provisions of Purchase/Sale Agreement (hereinafter referred to as the "Agreement"). The City will be utilizing District 3 Acquisition and Development Funds to purchase the Property. E. The City has duly considered all of the terms and conditions of the proposed purchase, and believes that the proposed purchase is in the best interests of the City and the health, safety, morals and welfare of its residents, and in accord with the public purpose and provisions of applicable state and local laws and requirements. F. The City and Agency held a public hearing on the proposed sale/purchase and the Agreements as required by Section 33433 of the Community Redevelopment Law, after having duly provided notice of such public hearing in accordance with state law. G. In accordance with the California Environmental Quality Act (CEQA), this project is exempt from further review. A Categorical Exemption (ER-2011-47) has been filed for this project EXHIBIT 2 8OB-7 finding that it is exempt pursuant to California Code of Regulations, Title 14, Division 6, Chapter 3, Section 15332(d) and (3). This action results in a transfer of title only, and will not result in any significant effects relating to traffic, noise, air quality, or water quality. Any future development will be limited to construction of small structures or facilities such as public parking and recreation/playground improvements. H. The City hereby finds that the purchase of the Property will assist in the elimination of blight and is consistent with the adopted implementation plan. 1. The City hereby finds and determines that the information set forth herein is true and correct. J . The City hereby approves the purchase of the Property. Section 2. The City Manager or his/her designee is hereby authorized, on behalf of the City, to execute such documents that are to be signed by the City in connection with the purchase, and to make such changes of a non-substantive nature to such documents as the City Manager shall deem appropriate. A copy of any such documents, when executed, shall be placed on file in the office of the Clerk of the Council. Section 3. The City Manager or his/her designee is hereby authorized, on behalf of the City, to sign all documents necessary and appropriate to carry out and implement the purchase and to administer the City's obligations, responsibilities and duties to be performed. Section 4. Proceeds of the sale of said Property to the City shall be deposited into the Agency's Merged Low and Moderate Income Housing Fund. Section 5. The Clerk of the Council shall attest to and certify the vote adopting this Resolution. EXHIBIT 2 2 8OB-8 ADOPTED this day of , 2011. Miguel A. Pulido Mayor APPROVED AS TO FORM: Joseph Straka, Interim City Attorney By: Lisa E. Storck Assistant City Attorney AYES NOES: Councilmembers: Councilmembers: ABSTAIN: Councilmembers: NOT PRESENT: Councilmembers: CERTIFICATION OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of Council, do hereby attest to and certify the attached Resolution No. 2011- to be the original resolution adopted by the City Council of the City of Santa Ana on Date EXHIBIT 2 Clerk of Council City of Santa Ana 3 8OB-9 8OB-10 6/13/11 LES RESOLUTION NO. 2011- A RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY FOR THE CITY OF SANTA ANA APPROVING THE SALE OF AGENCY OWNED PROPERTY LOCATED AT 335 EAST McFADDEN AVENUE; AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE DOCUMENTS AS NECESSARY; AND MAKING CERTAIN FINDINGS WITH RESPECT THERETO, ON BEHALF OF THE AGENCY BE IT RESOLVED BY THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The Board of the Community Redevelopment Agency of the City of Santa Ana hereby finds, determines, and declares as follows: A. Pursuant to Sections 33334.2(a) and 33334.6(c) of the California Community Redevelopment Law (California Health and Safety Code Section 33000 et sea.) not less than 20 percent of all taxes which are allocated to the Community Redevelopment Agency of the City of Santa Ana ("Agency") are set aside by the Agency in a Low- Moderate-Income Housing Fund and used by the Agency for the purpose of increasing, improving and preserving the community's supply of low and moderate housing available at affordable housing costs to persons and families of low- and moderate-income, including very-low- income persons. B. During the course of its regular activities, the Agency has purchased the property located at 335 E. McFadden Avenue (the "Property") for residential development. C. California Community Redevelopment law (Health and Safety Code section 33433) requires that before any Agency owned property, acquired in whole or in part with tax increment moneys, is sold for development, the sale must first be approved by the legislative body by resolution after a public hearing. D. The Agency proposes to sell the Property to the City of Santa Ana at the current appraised fair market value, pursuant to the terms and provisions of Purchase/Sale Agreement (hereinafter referred to as the "Agreement"). The City will be utilizing District 3 Acquisition and Development Funds to purchase the Property. E. The Agency has duly considered all of the terms and conditions of the proposed sale, and believes that the proposed sale is in the best interests of the City and the health, safety, morals and welfare of its residents, and in accord with the public purpose and provisions of applicable state and local laws and requirements. F. The Agency and City held a public hearing on the proposed Project and the Agreements as required by Section 33433 of the Community Redevelopment Law, after having duly provided notice of such public hearing in accordance with state law. EXHIBIT 3 8OB-11 G. In accordance with the California Environmental Quality Act (CEQA), this project is exempt from further review. A Categorical Exemption (ER-2011-47) has been filed for this project finding that it is exempt pursuant to California Code of Regulations, Title 14, Division 6, Chapter 3, Section 15332(d) and (3). This action results in a transfer of title only and will not result in any significant effects relating to traffic, noise, air quality, or water quality. Any future development will be limited to construction of small structures or facilities such as public parking and recreation/playground improvements. H. The Agency hereby finds that the sale of the Property will assist in the elimination of blight and is consistent with the adopted implementation plan. 1. The Agency hereby finds and determines that the information set forth herein is true and correct. J . The Agency hereby approves the sale of the Property to the City. Section 2. The Executive Director or her/his designee is hereby authorized, on behalf of the Agency, to execute such documents that are to be signed by the Agency in connection with the sale, and to make such changes of a non-substantive nature to such documents as the Executive Director shall deem appropriate. Section 3. The Executive Director or her/his designee is hereby authorized, on behalf of the Agency, to sign all documents necessary and appropriate to carry out and implement the sale and to administer the Agency's obligations, responsibilities and duties to be performed. Section 4. Proceeds of the sale of said Property to the City shall be deposited into the Agency's Merged Low and Moderate Income Housing Fund. Section 5. The Secretary for the Agency shall attest to and certify the vote adopting this Resolution. EXHIBIT 3 2 8OB-12 ADOPTED this day of , 2011. Miguel A. Pulido Chair APPROVED AS TO FORM: Joseph Straka, Interim Agency General Counsel By: Lisa E. Storck Assistant Counsel AYES: NOES: ABSTAIN: NOT PRESENT Boardmembers: Boardmembers: Boardmembers: Boardmembers: CERTIFICATION OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Secretary of the Community Redevelopment Agency, do hereby attest to and certify the attached Resolution No. 2011- to be the original resolution adopted by the Community Redevelopment Agency of the City of Santa Ana on 2011. Date: Secretary, Community Redevelopment Agency City of Santa Ana EXHIBIT 3 3 8OB-13 8OB-14 AGREEMENT FOR PURCHASE/SALE OF REAL PROPERTY AND ESCROW INSTRUCTIONS THIS AGREEMENT, entered into this _ day of 2011, by and between the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA, a public body, corporate and politic, (hereinafter referred to as the "Agency") and the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter referred to as the "City"). 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, Agency agrees to sell to City, and City agrees to purchase from Agency, all that certain real property located in the State of California, County of Orange, City of Santa Ana (hereinafter referred to as "said real property") described as follows: SEE EXHIBIT "A" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 335 E. McFadden Avenue, Santa Ana, CA) Said sale and purchase 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 by Agency. Agency agrees to convey said real property to City, by Grant Deed, at the office of First American Title Insurance Company, 2 First American Way, Santa Ana, California, within thirty (30) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed. Agency agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Agency to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances, liens, leases, clouds or defects in title except those exceptions shown in Paragraph 14 below. Agency hereby warrants that the title to said real property to be conveyed by Agency to City shall be free and clear as above provided. Agency further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance, lien, lease, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Agency to City, nor of any right which might accrue to City because of the failure of Agency to convey title as hereinabove provided. 3. Reserved. 4. Escrow. City agrees to open an escrow at the office of First American Title Insurance Company, 2 First American Way, Santa Ana, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Agency and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. EXHIBIT 4 1 8OB-15 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 Exhibit "B" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Agency within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. 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, 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 Exhibit "B" of the General Provisions of this Agreement. 5. Property 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. Agency 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 Agency before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Agency, and Agency agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), severance damages, and relocation claims pursuant to Government Code §7260 et seq., the total sum of Two Hundred Seventy Two Thousand Eight Hundred Sixty Dollars ($272,860.00) City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Agency upon and after: (a) Conveyance of said real property by Agency to City as hereinabove provided; (b) Acceptance by City of a Grant Deed(s) conveying said real property to City; (c) Delivery to City of the policy of title insurance as hereinabove provided; (d) Recordation of the Deed(s) conveying said real property to City. 7. Possession. Agency 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 Agency of all personal property. 8. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of Agency shall not be deemed or held 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. EXHIBIT 4 2 8OB-16 9. Heirs, Assigns, Etc. 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. 10. 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. 11. Permission to Enter on Premises. Agency hereby grants City, and its authorized agents, permission to enter upon said real property at all reasonable times prior to close of escrow for the purpose of making necessary inspections. 12. Just Compensation. Agency acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes any and all fixtures and equipment, goodwill (if any) and severance. 13. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M-22, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Agency is 20 Civic Center Plaza, M-25, Santa Ana, California, 92702. 14. Exceptions. City agrees to accept title to said real property subject to the following: None 15. Entire Agreement. It is mutually agreed that the parties hereto have herein set forth the whole of their Agreement. Performance of this Agreement by City shall lay 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. 16. Hazardous Waste. Neither Agency nor, to the best of Agency's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ("Hazardous Materials") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Agency 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, the Property. 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) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) 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, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. 56901 et seg. (42 U.S.C. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. 59601 et seq. (42 U.S.C. 59601). EXHIBIT 4 3 8OB-17 17. Compliance With Environmental Laws. To the best of Agency's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous 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. 18. Indemnity. Agency agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Agency shall not be responsible for acts or omissions to act post close of this escrow. 19. Contingency. 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 and the delivery of same to Escrow Agent constitutes said acceptance and approval. 20. Modification and Amendment. This Agreement may not be modified or amended except in writing signed by the Agency 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, legality, 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 title of this Agreement, are for convenience only and are not to be considered in construing this Agreement. 23. Governin Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. 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. EXHIBIT 4 4 8OB-18 25. No Third Party BenefidM. This Agreement is intended to benefit only the parties hereto and no other person or entity has or shall acquire any rights hereunder. 26. Duty 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. Applicability of Agreement To Assignees. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties to this Agreement. 28. Authority to Execute Agreement. Each undersigned represents and warrants that its signature hereinbelow 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. Release. The parties hereto hereby agree that all rights under Section 1542 of the Civil Code of the State of California are hereby waived. Civil Code section 1542 provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." Notwithstanding the provisions of Civil Code section 1542, Agency hereby irrevocably and unconditionally releases and forever discharges the City and each and all of its officers, agents, directors, supervisors, employees, representatives, and its successors and assigns and all persons acting by, through, under, or in concert with the City from any and all charges, complaints, claims, and liabilities of any kind or nature whatsoever, known or unknown, suspected or unsuspected (hereinafter referred to as "claim" or "claims") which Agency at any time heretofore had or claimed to have or which Agency at any time hereafter may have or claim to have, including, without limitation, any and all claims related or in any manner incidental to this transaction. EXHIBIT 4 5 8OB-19 IN WITNESS HEREOF, the parties have executed this Agreement as of the date first written below. ATTEST: BY: BY: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: CITY ATTORNEY/AGENCY GENERAL COUNSEL BY: Lisa E. Storck, Assistant City Attorney Assistant General Counsel CITY OF SANTA ANA, a charter city and municipal corporation Paul Walters Interim City Manager COMMUNITY REDEVELOPMENT AGENCY, a public body, corporate and politic BY: Nancy T. Edwards Interim Executive Director EXHIBIT 4 6 80B-20 EXHIBIT "A" LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF ORANGE, CITY OF SANTA ANA, AND IS DESCRIBED AS FOLLOWS: EXHIBIT 4 7 80B-21 8OB-22 EXHIBIT "B" 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 "close 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 30- 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 lender or lenders, 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 claims 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 all further acts on your part until such conflict is resolved 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 jointly 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, including, but without limiting the generality of the foregoing, a suit in interpleader 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 reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply 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 Agency 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 independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. EXHIBIT 4 s 8OB-23 8OB-24 When recorded, please mail this instrument and tax statements to: Clerk of the Council ? City of Santa Ana Fi 20 Civic Center Plaza, M-30 ? Santa Ana, California 92701 Free recording requested by THE CITY OF SANTA ANA PER J GOVERNMENT CODE SECTION 6103. SPACE ABOVE THIS LINE FOR RECORDER'S US CANCEL APPROVED AS TO APPROVED BY DESCRIPTION DESCRIPTION A,P. R/W MAP PROJECT TAXES FORM BY ATTY. DIRECTOR WRITTEN BY CHECKED-O.K. NUMBER NUMBER NUMBER X Hein zo0ars 011-065-19 GRANT DEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the COMMUNITY REDEVELOPMENT AGENCY FOR THE CITY OF SANTA ANA, 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, fee simple title to the real property located at 335 E. McFadden Avenue, in the 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 } STATE OF CALIFORNIA )SS. COUNTY OF 1 On before me, personally appeared proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/ their signatures) on the instrument the person(s) or the entity upon be- half of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signature BY: Nancy T. Edwards, Interim Executive Director Community Redevelopment Agency (This area for official notary seal) MAIL TAX STATEMENTS AS DIRECTED ABOVE EXHIBIT 4 9 8OB-25 8OB-26 EXHIBIT "A" LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF ORANGE, CITY OF SANTA ANA, AND IS DESCRIBED AS FOLLOWS: EXHIBIT 4 10 8OB-27 8OB-28