HomeMy WebLinkAbout25D - AGMT - BRISTOL PHASE 4' ► • 4
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CITY COUNCIL MEETING DATE:
SEPTEMBER 6, 2016
TITLE:
APPROVE PURCHASE AGREEMENT FOR
BRISTOL STREET IMPROVEMENTS,
PHASE 4
(PROD. NO. 116741) (NONGENERAL FUND)
(STRATEGIC PLAN NOS. 6, 1G; 3,2C)
CITY MAN AR
RECOMMENDED ACTION
CLERK OF COUNCIL USE ONLY:
❑ As Recommended
❑ As Amended
❑ Ordinance on 1S1 Reading
❑ Ordinance on 2ntl Reading
❑ Implementing Resolution
❑ Set Public Hearing For
CONTINUED TO
FILE NUMBER
Authorize the City Manager and Clerk of the Council to execute the Purchase Agreement; with
2115 Bristol Trust, Lan Le trustee for the property commonly known as 2115 -2123 South Bristol
Street (APN Nos. 015 - 194 -20, 015 - 194 -21, 015 - 194 -22), for full acquisition of said real property
and goodwill (if any), in the amount of $2,682,000, subject to nonsubstantive changes approved
by the City Manager and City Attorney.
DISCUSSION
Bristol Street is a north -south transportation corridor designated as a major arterial highway in the
City's Circulation Element of the General Plan. Improving the 3.9 -mile Bristol Street segment
from Warner Avenue to Memory Lane has been a long -term priority project that is being
constructed in several phases. Improvements include widening the street from two to three lanes
in each direction, raising landscape medians, and adding bike lanes. The City is acquiring
properties for the development of Phase 4, bounded by Warner Avenue and Saint Andrew Place.
Property acquisitions for this phase are expected to be completed by spring 2017, with
construction scheduled to begin in summer 2017.
Property acquisition is necessary to accommodate the improvements and widening for Phase 4
(Exhibit 1). These three parcels have a common use and must be acquired together. A
purchase offer was based on appraised values prepared by a California State licensed appraiser
and was accepted by the property owner. The compensation amount is noted above and shown
in the attached agreement (Exhibit 2).
STRATEGIC PLAN ALIGNMENT
Approval of this item supports the City's efforts to meet Goal #6 - Community Facilities &
Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City
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Purchase Agreement for Bristol Street Improvements, Phase 4
September 6, 2016
Page 2
assets), Strategy G (develop and implement the City's Capital Improvement Program in
coordination with the Community Investment and Deferred Maintenance Plans).
Approval of this item also supports the City's efforts to meet Goal #3 - Economic Development,
Objective #2 (create new opportunities for business /job growth and encourage private
development through new General Plan and Zoning Ordinance policies), Strategy C (support
business development and job growth along transit corridors through the completion of critical
transit plans /projects).
ENVIRONMENTAL IMPACT
In 1990, City Council approved the Bristol Street Final Environmental Impact
Statement /Environmental Impact Report (FEIS /EIR No. 89 -01). Due to several minor design
modifications in Phase 4, which lies between Warner Avenue and St. Andrew Place, an
Addendum to the FEIS /EIR was prepared and adopted pursuant to the California Environmental
Quality Act by City Council on April 7, 2015.
FISCAL IMPACT
Funds in the total amount of $2,682,000 are available in the Bristol Street Improvements Project
(No. 116741) for expenditure in FY 2016 -17: $1,341,000 in the Select Street Construction Fund
(Account No. 05917661 - 66100), and $1,341,000 in the Measure M2 Street Construction Fund
(Account No. 03217663 - 66100), subject to nonsubstantive changes.
APPROVED AS TO FUNDS & ACCOUNTS:
Fr d Mousavipour Francisco Gutierrez
Executive Director
Public Works Agency
FM /EW G /JG /ML
Executive Director
Finance & Management Services Agency
Exhibits: 1. Location Map
2. Agreement for APNs 015 - 194 -20, 015 - 194 -21, 015 - 194 -22
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PURCHASE AGREEMENTS FOR
BRISTOL STREET IMPROVEMENTS
PHASE 4 (PROJECT NO, 116741
NONGENERAL FUND)
(Strategic Plan No. 6, 1, G; and 3, 2, C)
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PURCHASE AGREEMENTS FOR
BRISTOL STREET IMPROVEMENTS
PHASE 4 (PROJECT NO, 116741
NONGENERAL FUND)
(Strategic Plan No. 6, 1, G; and 3, 2, C)
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PAGE 1 OF 1
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PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY
AND BILATERAL ESCROW INSTRUCTIONS
THIS AGREEMENT (hereinafter "PSA "), entered into on , 2016,
between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under
the Constitution and laws of the State of California (hereinafter "City" or "Buyer"), and 2115 Bristol
Trust, Lan Le as trustee (hereinafter "Seller "), regardless of number or gender;
WHEREAS, Seller commissioned an appraisal of Said Real Property (as defined below) dated
December 8, 2015. Seiler obtained the appraisal in a good faith effort to obtain the fair market
value of Sold Real Property (not including any goodwill) and to pay Seller just compensation
within the meaning of the just compensation clause of Article 1, Section 19 of the California
Constitution. The valuation does not include any increase or decrease in fair market value caused
by the public improvement for which the property is to be acquired. The December 8, 2015
appraisal provides that the fair market value of Said Real Property is $2,475,000.
THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and
subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City
agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property ") legally
described as follows:
SEE EXHIBIT "A" — Legal Description
ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF
(Commonly known as 2115 -2123 S. Bristol Street, Santa Ana, CA 92704)
(APN 015- 194- 20, -21 & -22)
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 by Seller. Seller 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 sixty (60) days from and after the date on which the City has approved this Agreement,
2. Title to be Conveyed, 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 all conditions, restrictions, reservations, exceptions, easements, assessments, profits,
limitations, encumbrances (whether monetary or non - monetary, general or specific, including any
and all leasehold interests), liens, clouds or defects in title except those exceptions shown 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. Seller 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 (whether monetary or non -
monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in
title, shall not constitute a waiver by City of Its right to the full and clear title herelnabove agreed to be
conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller
to convey title as hereinabove provided.
3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said
real property to City, within the time and at the place herelnabove 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 Two Million, Six Hundred Sixty-Five
Exhibit 2
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Thousand, Eight Hundred Twenty -Five and no /700 [dollars ($2,665,815.00) insuring the title of
the City to said real property is free and clear of any and all conditions, restrictions, reservations,
exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non -
monetary, general or specific, and including any and all leasehold Interests), liens, clouds or defects
in title, excepting such specific ones as city may hereinafter expressly agree to take subject to.
Acceptance by City of any such policy of Insurance, whether such 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, nor a waiver by the City of any rights of action for damages
or any other rights which may accrue to City by reason of the failure of Seller to convey title or to
provide title insurance as required in this Agreement.
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 Seller and a duplicate original of this Agreement shall be
delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within forty -five (45)
days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of
Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the
Property that cannot be resolved in Escrow, then buyer may, at Its option, request cancellation of
escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all
obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such
request Is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to
possession of the Property Immediately upon close of Escrow,
The Escrow Agent hereby is empowered to ad 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 Seller 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, re- conveyance 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 8 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 Revonue 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 uncollectibie if unpaid by
reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent
that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely
responsible for obtaining any refund due thereon from the taxing authority. Upon written request,
Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case
shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow.
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.
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6. Pa want 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 real property, fixtures & equipment (improvements
pertaining to the realty), appraisal costs, and severance damages, the total sum of Two Million, Six
Hundred Eighty -Two Thousand and no /100 Dollars ($2,682,000.00) as shown in Exhibit "C ",
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 ties approved this Agreement, 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.
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.
81 Rental and Occupancy By Seller. Seiler agrees to execute a complete, current and correct
statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City
within twenty (20) days hereof with copies of any written leases or rental agreements attached, All
rents will be prorated as of the close of escrow on the basis of a 30 -day month /365 -day year
consistent with that statement, subject to approval of City, Seller hereby agrees not to rent any units
on the premises which are vacant as of the date that this agreement is executed by seller, or which
may be vacated by present occupants prior to close of escrow, In return, the City agrees to
reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller
agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in
the possession of Seller prior to the close of escrow shall be transferred to and become the property
of City during escrow.
Seiler hereby warrants that the rental statement referred to shall include the terms of all rental
agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to
hold City harmless from all liability from any such leases or agreements. Seller also warrants that
there are no oral or written leases on all or any portion of the subject property exceeding a period of
one month.
9. Waivers. The waiver by City of any breach of any covenant or agreement herein contained
on the part of the Seller 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.
10. Heirs, Assions. Successors -In- Interest. This PSA, 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. Just Compensation. Buyer warrants and represents that the appraisal conducted by Buyer
and dated December 6, 2015 constitutes a good faith appraisal of said real property and that the
value in same constitutes fair market value (not including any goodwill) for Said Real Property. Seller
acknowledges and agrees that said purchase price constitutes just compensation at fair market value
25D -7
for said real property, within the meaning of the just compensation clause of Article 1, Section 19 of
the California Constitution, and includes the value of fixtures & equipment (improvements pertaining to
the realty), and severance damages but does not include any goodwill or lost profits . Seller and Buyer
both acknowledge that the purchase price referenced in Paragraph 6 does not include any amount for
any loss of business goodwill or lost profits, and that any claims for loss of business goodwill or lost
profits resulting from the relocation are explicitly retained by Seller. Further, the purchase price
referenced In Paragraph 6 does not include any arnount for relocation or relocation costs, as such rights
and obligations are subject to a separate and Independent agreement.
13. Acknoavlednmetvt of Full Bonafits and f7aleaso.
A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors,
administrators, successors and assigns, hereby acknowledges that this Agreement provides
full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and
unconditionally waives any claims regarding just, compensation for Injury to the remainder
( "severance damages "); precondemnation damages; claims for inverse condemnation; loss or
impairment of any "bonus value" attributable to any lease; damage to or loss of improvements
pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and /or
personal property; any right to repurchase, leaseback from Seller, or receive any financial
gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a
resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to
receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to
enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections
1245.245, 1283.025 and 1263.615; any other rights conferred upon Defendants pursuant to
Code of Civil Procedure sections 1245.246 and 1263,615 and 1263.025; and attorney's fees
and costs. It being understood that this is a complete and full settlement of all acquisition
claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with
the acquisition of the Property by Buyer. This release shall not apply to any claims for loss of
business goodwill as a result of relocation, as such claims are retained by Seller pursuant to
Paragraph 12 above, or any claims arising after the date of execution of this Agreement.
Further, this release shall not affect any rights or obligations pertaining to relocation or
relocation costs, as such rights and obligations are subject to a separate and Independent
agreement, as explained in Paragraph 12 above. This release shall survive the Close of
Escrow.
B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal
authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and
assigns, hereby fully releases Buyer, its successors, agents, representatives (including
attorneys), and assigns, and all other persons and associations, known or unknown, from all
claims and causes of action by reason of any damage which has been sustained by Seller, or
may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to
construct the works of improvement thereon, or any preliminary steps thereto, This
Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for
damages which may arise as a result of Buyer's efforts to construct improvements on the
Property.
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 92701, County of Orange, and State of California. The mailing
address of the Seller is 1 B060 S. 3rd Street Fountain Valley, CA 92708,
16, Bxoentions. City agrees to accept title to said real property subject to the following: NONE.
16. Bntire Aaroomerft. It is mutually agreed that the Parties hereto have herein set forth the
whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all
25D -8
Issue(s) that were raised or could have been raised In connection with the acquisition of Said Real
Property by City.
17. Hazardous Waste. Neither Seller nor, to the best of Seller'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, 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, 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- l'anner Hazardous Substance Account Act), (Ili) 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. 51317), (x) defined as a "hazardous waste"
pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S,C. 56901 et sag,
(42 U,S,C, 86908) 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 ef seq.(42 U.S.C. 59601).
18, Compliance With Environmental Laws. To the best of Seller'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.
19. Indemnity. Seller 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).
25D -9
This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller
shall not be responsible for acts or omissions to act post close of this escrow,
20. 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 slid
approval of the City herein, The execution of these documents and the delivery of same to Escrow
Agent constitute said acceptance and approval.
21. Modification and Amann, drpent. This PSA may not be modified or amended except in writing
signed by the Seller and City.
22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion
of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect,
but all the remaining provisions of this PSA shall remain in full force.
23. Ca tip ons, Captions and headings in this PSA, including the title of this PSA, are for
convenience only and are not to be considered in construing this PSA,
24. Governing Law. This PSA shall be governed by and construed in accordance with the laws
of the State of California.
26. No Reliance By One Party On The Other. Each party has received independent legal advice
from its attorneys with respect to the advisability of executing this PSA and the meaning of the
provisions hereof. The provisions of this PSA 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
26. No Third Party SjU2fi!2M, This PSA is intended to benefit only the Parties hereto and no
other person or entity has or shall acquire any rights hereunder.
27, putt To Cnnpee�tg 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 PSA, without cost.
28. Applicabillty of Agreement Ta Asslgnaes, This PSA shall be binding upon and shall Inure to
the beneft of the successors and assigns of the Parties to this PSA.
29. Authority to Executa Agreement. 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 PSA, and each party agrees to indemnify each other fully, including reasonable costs and
attorney's fees, for any injuries or damages to the other party in the event that such authority or power is
not, In fact, held by the signatory or Is withdrawn.
30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be
incorporated as If fully set forth in the body of this PSA.
IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first
written above.
SELLER: 2115 Bristol Trust, Lan Le as Trustee
wJ _ Coate: 2018
Lan L.r as Trust .66 Mtol'rfusf
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City /Buyer
City of Santa Ana
David Cavazos
City Manager
Attest:
Maria D. Huiz_ar
City Clerk
Approved as to Form:
Jo Sandoval
T
C of Assistant City Attorney
Date: 2016
Date: .2016
In
Date: A kA VAS i` /- 2016
25D -11
EXHIBIT "A"
LEGAL DESRIPTION
Real property in the City of Santa Ana, County of Orange, State of California, described as
follows:
PARCEL 1AS SHOWN ON EXHIBIT A ATTACHED TO LOT LINE ADJUSTMENT NO.
2002 -09 RECORDED JANUARY 30, 2003 AS INSTRUMENT NO, 03- 113806 OF
OFFICIAL RECORDS OF ORANGE COUNTY, CALIFORNIA,
APN: 015- 194 -20 and 015- 194.21 and 015- 194.22
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EXHIBIT "B" (First American)
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 proration 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 tender 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 casts, 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 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 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.
25D -13
EXHIBIT "C"
Fair Market Value of the Subject Property
Land and structures $2,665,825
(as per attached appraisal summary statement)
1, Fixtures and Equipment pertaining to realty
(as per attached inventory) Li@A i5.Ct0
2 - Total just compensation $2,662,000
', The City has not made a determination as to the ownershlp of the Fixtures and Equipment (F &E).
Landlord and tenant will need to come to an agreement as to the ownership of these Items, before
compensation can be withdrawn from Escrow. Please see the ati0phad Full Acauisition Offset
e' The total just compensation offered assumes that the property is free of any environmental
contaminates or other conditions which may impact fair market value.
25D -14
Scott W. Ditfurth
(951) 826 -8209
scott.ditfurth@bbklaw.com
File No. 55394.00002
July 27, 2016
OVERNIGHT MAIL
Jason Gabriel, P.E,
Principal Civil Engineer
City of Santa Ana
20 Civic Center Plaza, M -36
Santa Ana, CA 92702
Re: 21.15 -2123 S. Bristol Street
Dear Mr. Gabriel:
Sacramento
(916) 325 -4000
San Diego
(619) 626 -1300
Walnut Creek
(925) 977 -3300
Washington, DC
(202) 785 -0600
Please find enclosed the two original signatures on the Purchase and Sale Agreements for
the properties located at 2115 -2123 S, Bristol Street, Santa Ana.
Enclosures
55394.00002129108328.1
7/27/16
Sincerel
Scott W. Ditfurth
of BEST BEST & KRIEGER LI:,P
25D -15
Indian Wells
(760) 568 -2611
BEST BEST & KRIEGER
Wine
(949) 263 -2600
ATTORNEYS A T LAW
Los Angeles
(213) 617 -8100
Ontario
3390 University Avenue, 5th Floor, P.O. Box 1028, Riverside, CA 92502
(909) 989.6564
Phone: (951) 686.1450 1 Fax: (951) 686 -3083 1 www.bbklaw.00m
Scott W. Ditfurth
(951) 826 -8209
scott.ditfurth@bbklaw.com
File No. 55394.00002
July 27, 2016
OVERNIGHT MAIL
Jason Gabriel, P.E,
Principal Civil Engineer
City of Santa Ana
20 Civic Center Plaza, M -36
Santa Ana, CA 92702
Re: 21.15 -2123 S. Bristol Street
Dear Mr. Gabriel:
Sacramento
(916) 325 -4000
San Diego
(619) 626 -1300
Walnut Creek
(925) 977 -3300
Washington, DC
(202) 785 -0600
Please find enclosed the two original signatures on the Purchase and Sale Agreements for
the properties located at 2115 -2123 S, Bristol Street, Santa Ana.
Enclosures
55394.00002129108328.1
7/27/16
Sincerel
Scott W. Ditfurth
of BEST BEST & KRIEGER LI:,P
25D -15
Epic Land Solutions, Inc,
FULL ACQUISITION OFFSET STATEMENT
(Conforms to Caffrans Rshibit. SZX•l 8A) Page t orz
F PERSONAL WORMATIONNO'f10E
Pursuont to the Federal Privacy Act (PI. 93-579) raid die Infonn;ition Practices Act of 1977 (Civil Code Sections 1759, et seq.), notice is hereby given for the request
of personal information by this form. The requested personal information is volumary. The principal purpose ofihe voluntary hrronamion is to fmcllitdte the processing
of this roan, The failure toprovide all or any part of the requcsted information may delay processing of this form. No disclosure of personal information will be made
unless permissible under Article 6, Section 1798.24 of Elie 1PAof 1977. Each individual has the rightupon request mid proper identlfleatlon, to inspect all personal
information in any record maintained on the individual by an Identilying partkhdar. Direct any inquiries oa information maintmnaade to your IPA Office.
Co Rte Past Parcel No.
Granter
WHEREAS, The City of Santa Ana (City) seeks to acquire the fee - simple title to certain lands and buildings,
including that certain buildinglarci as; 1 n
and,
(Address)
WHEREAS, the City and the owner of said building are negotiating a sale of said building.
NOW, THEREFORE, The undersigned makes the following statement of facts and represents to the City that
each of said facts are trite and correct in every detail.
That the undersigned are the tenants in possession under the terms of:
1, O An oral lease from month -to -month
() written lease for a tern ending �D' `C at a monthly rental of
$ �0 and that the undersigned has paid all rents to and including the _ day of
year , and has paid no rents beyond said date except
2. That the last rental payment was made to and that the next rental payment of $ will be due and
payable on the day of , year
3. ( ) That no offsets are claimed by the undersigned tenants and /or lessees against any rents which have been
paid or which may hereafter become duo.
( ) That the following offsets are claimed by the undersigned tenants ( ), lessees ( ), against future rents:
25D -16
FULL ACQUISITION OFFSET STATEMENT (Con t. )
4. That it is understood and agreed between the undersigned that the following Improvements Pertaining to the
Realty are considered part of the realty and are owned by the following, and just compensation for these items is
to be made payable to their respective owner
See attached Exhibit "A° and items initialed by Grantor /Lessor
GRANTOR/LESSOR None()
See attached Exhibit "B ", and items initialed by Tenant/Lessee
TENANT/LESSEE None ( )
bated this , day of
25D -17
> Yo r
.�
nature of T %.NANT () or LESSEE ( )
1I 1 -
Print Name of TENANT ( ) or LESSEE ( )
Signature of GRANTOR( LESSOR)
Print Name of GRANTOR ( LESSOR)
EXHIBIT "B"
IMPROVEMENTS PERTAINING TO THE REALTY
OWNED BY THE 'TENANUL E SSEE
25D -18
LAWNMOWER CITY
IMPROVEMENTS PERTAINING TO THE REALTY
EFFECTIVE )DATE, OF VALUE - OCTOBER 8, 2015
2501-19
Fair Market
Forced
ltom
Value in
Liquidation
No.
Qty.
Description
Place
Value
y1
Letter signs, 17" high, foam, plastic fascias,
$2,250
$300
"Lawnmower City ", wall- mounted
2
V 5/22
Square feet of accordion security gate, 9' high, metal,
7,400
0
including wall - mounted slide hack
3
V%
Epic Land S3olutions,.lnc.
PULL ACQUISITION OFFSET STATFMFNT
(Conforms to CatTraas Exhibit 8 -EX-I SA)
PERSONAL INFORMATION NOTICE
Pursuant to lire Federal privacy Act (P.L. 95.579) and fire Information Practices Act of 1977 (Civil Code Sections 1789, at sec.), notice is hereby given for the regnsst
of personal information by this form, The requested personal infomrntion is voluntary. The principal purpose ofthe voluntary information is to facilitate the processing
of this Igrm. The failure to provide all or any part of the requested information may delay processing of this Corm. No disclosure of personal information will be made
unless pprmissible Linder Article 6, Section 1798.24 of lie IPA of 1977. Each individual has the right upon request end proper identification, to inspect all personal
information in any record maintained on the Individual by an identifying padicular, Direct any inquiries oft infornmtlonmaintaimnoR to your IPA Office._
Cra Rte Post Parcel No. _
—� e'T '�-e
Grantor
WHEREAS, The City of Santa And (City) seeks to acquire the fee - simple title to certain lands and buildings,
including that certain�buildingknownas: It
and,
(Address)
WHEREAS, the City and the owner of said building are negotiating a sale of said building.
NOW, THEREFORE, The undersigned makes the following statement of facts and represents to the City that
each of said facts are true and correct in every detail.
That the undersigned are the tenants in possession underthe terms of:
1. O An oral lease fiotn month -to -month
() written least) for a term ending `D' i C 2--011 at a monthly rental of
$ %0 and that the undersigned has paid all rents to and including the _ day of
year , and has paid no rents beyond said date except
2. That the last rental payment was made to and that the next rental payment of $ will be due and
payable an the day of year_
3. ( ) That no offsets are claimed by the undersigned tenants and/or lessees against any rents which have been
paid or which may hereafter become due.
( ) That the following offsets are claimed by the undersigned tenants ( ), lessees ( ), against future rents:
25D -20
FULL ACQUISITION OFFSET STATEMENT (Cont,)
h. That it is understood and agreed between the undersigned that the £oltowing Improvements Pertairdng to the
Realty are considered part of the realty and are owned by the following, and just compensation for these items is
to be made payable to their respective owner:
See attached Exhibit "A" and items initialed by Grantor/Lessor
GRANTOR/LESSOR None ( )
See attached Exhibit "B ", and items initialed by Tenant/Lessee
TENANT/LESSEE None( )
Y
Dated this day of
25D -21
f Ye r'
nature of T/N,ANT ( ) or LESSEE ( )
Print Name of TENANT ( ) or LESSEE ( )
Signature of GRANTOR ( LESSOR.)
Prhnt Name of GRANTOR ( LESSOR)
EXHIBIT "B"
IMPROVEAMNTS PERTAINING TO THE REALTY
OWNFI) BY THE TENANT /LESSEE
25D -22
LAWNMOWER CITY
IMPROVEMENTS PERTAINING TO THE REALTY
EFFECTIVE DATE OP' VALUE - OCTOBER 8, 2015
Item
No, Qty. Description
YI2 Latter signs, 17" high, foam, plastic fascias,
"Lawnmower City ", wall- mounted
2 V5 22 Square foot of accordion sedurity gato, 9' high, metal,
including wall - mountod slide track
3 L,116 Surveillance cameras, manufacturer and model nos. vary,
including wall mounts and cabling to monitor
4 Service counter, 16 linear feet x 39" x 24" deep, wood
base, 4 under tiers, dual - sided, stainless steel top
5 "t/ 1 Alarm system, manufacturer and model no. not available,
including:
I Control panel
1 Code pad
2 Door contacts
2 Motion sonsors
1 Roll -up door contact
6 V1 Lotpf setup and installation for 2 telephone lines and
1 DST, line
7 /1 Lotofminormiscell aneous installations including but
not limited to hooks, fasteners, bracket&, incidental
shelving and signage
8 y 192 Square feet of pegboard, with furring/ wood backing
9 ✓82 Linear feet of hoso/ bolt wall making, metal wire hooks
10 Built -in tire storage rack, 6'x 55" x 24 ", wood
eonstruetlon, 4 -tier
I I l✓ ` Through -wall air condMouing unit, manufacturer and
model no, not availablo
TOTAL IMPROVEMENTS PERTAINING
TO THE REALTY
25D -23
Fair Market Forced
Value in Liquidation
Place Value
$2,250 $300
7,400 0
1,950 ISO
2,525 0
560 0
105
0
350
0
350
0
285
25
250
0
150
20
$16,175 $495
25D -24