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HomeMy WebLinkAbout25F - AGMT PROPERTY EXCHANGEREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: FEBRUARY 20, 2018 TITLE: APPROVE PROPERTY EXCHANGE AND TENANT INTEREST PURCHASE AGREEMENTS FOR BRISTOL STREET IMPROVEMENTS PHASE 4 (PROJECT NO. 116741, NON -GENERAL FUND) (STRATEGIC PLAN NOS. 6, 1 G; 3, 2C) Cl ANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute Agreements for the Exchange of Real Property and Tenant Interest in the property listed below and goodwill (if any) with the following property owner, subject to nonsubstantive changes approved by the City Manager and City Attorney: No. Property Owner Property commonly Acquisition Amount known as / location Type 1. Dianne Rose Mendez 2223 S. Bristol St. Exchange $0 (APN 015-194-28) Dianne Rose Mendez, Javier Mendez dba J.M. 2223 S. Bristol St. Tenant $51,980 2. Realty, Orange County (APN 015-194-28) Interest Community Funding Inc. DISCUSSION Bristol Street is a north -south transportation facility which is 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, raised 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 2018, and construction is anticipated to begin in summer 2018. 25F-1 Property Exchange — Bristol Street Improvements Phase 4 February 20, 2018 Page 2 The property exchange is necessary to accommodate the improvements and widening for Phase 4 (Exhibit 1). The City owns property at 510-518 N. Bristol Street (Exhibit 2), which consists of an unused commercial office building and several remnant residential parcels from an earlier Bristol phase. Under the agreement (Exhibit 3), the parties will exchange fee interests in their respective properties with no further compensation. Mrs. Mendez is obligated under the agreement to complete construction and development of the City property as commercial office space and begin operation within 24 months following the close of escrow. If this condition is not satisfied, the City will have the right to re -purchase the property from her. The appraised values of the two properties are consistent with each other. To settle the matter would also avoid litigation costs of around $50,000 to $75,000. Additional savings will be seen in the termination of property management services for the 510-518 N. Bristol Street site to mitigate vandalism and break-ins. The acquisition of tenant interest is also necessary to accommodate the improvements. The above listed tenant agreed to quitclaim all of their tenancy interest, including loss of goodwill, for the listed purchase price. The purchase price was based on the appraised value determined by a State -licensed appraiser, and the offer was accepted by the respective tenant -seller. The purchase price for the acquisition listed above is shown in the corresponding agreement (Exhibit 4). 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 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. 25F-2 Property Exchange — Bristol Street Improvements Phase 4 February 20, 2018 Page 3 FISCAL IMPACT Funds in the amount of $51,980 are available in the Bristol Street Improvements Project (No. 116741) for expenditure in FY 2017-18: $25,990 in the Select Street Construction Fund (Account No. 05917661-66100), and $25,990 in the Measure M2 Street Construction Fund (Account No. 03217663-66100), subject to nonsubstantive changes. L— Frea Mousavipour Executive Director Public Works Agency FM/EWG/JG/ST APPROVED AS TO FUNDS & ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency Exhibits: 1. Location Map — APN 015-194-28 2. Location Map — APNs 405-065-18, 19 & 38 3. Property Exchange Agreement — APN 015-194-28 4. Tenant Interest Purchase Agreement — APN 015-194-28 25F-3 25F-4 MATCHLINE SEE BELOW RIGHT I I r j 7-'-T"7--- 1 -.-r..---j 408-336.17 1 ST GERTRUDE PL I 1408-471-01i I I 1 Ib19.194d1 F -. --. ?� ; — j wL(i 408,471A7w I ---"-� LL :018.184,23; 4, - -i � o1s-103.23; ! J y• :[315194-26, i i i O I2- d i co � 1 4' JJp/f�� b I I01319636; WARNER AVENUE LEGEND: sm 8UP,INT PNDPEPTv ACOU[FE PPLPEPT[ES SANTA ANA P� PUBLIC VMS AGENCY 1 ST ANDREW PL I I L..L._L_.L. CAR LTON PL r w--T--�-.. _1-__ }-----'�--- I I I OZI I I co GLENWOODPL J ® T -f Z CAMDEN PL r La I I I I 7Z/At- ST I I I I 1 I ANNE PL ry l i i ---� -- / _.- ------ MATCHLINE SEE TOP LEFT EXHIBIT 1 PROPERTY EXCHANGE AND TENANT INTEREST PURCHASE AGREEMENTS FOR BRISTOL STREET IMPROVEMENTS PHASE'4 (PROJECT NO, 1116741 NON -GENERAL FUND) [,Strategic Plan No. 6, 1, G; and 3, 2, CI 25F-5 PAGE 1 OF 1 ii ' i I--------- _._._..__.�. `..a� CIVIC CENTER DR i i -- i 7TH ST i_._L-_ 6TH ST 49 8 1495 9 L..L. 4 0 ---- STH ST i I j I I F_ Ill rr J 1-- 00 m SANTA ANA BLVD LEGEND sm--M1U13.1Eci vPevee n' EXHIBIT 2 SANTA ANA PROPERTY EXCHANGE AND TENANT INTEREST PURCHASE AGREEMENTS FOR BRISTOL STREET IMPROVEMENTS PWA PHASE 4 (PROJECT NO, 116741 NON -GENERAL FUND) PUBLIC WORKS AMIM (Strategic Plan No. 6, 1, G and 3, 2, C) 25F-6 PAGE 1 OF 1 AGREMENT FOR EXCHANGE OF REAL PROPERTY This Agreement for Exchange of Steal Property ("Agreement") is entered as of the � day of Ilil 2018, by and between the CITY OF SANTA ANA, a charter city and municipal cerporatlon duly organized urjder the Constitution and lbws of the State of California ("City"), and DIANNE ROSE ME, NDEZ, an individual ("Mendcz'J. The City and Mendez are hereinafter sometimes referred to collectively oa the "Parties." UCITALS A. City owns certain real property commonly known as Orange County Assessor Parcel Nos. (APN) 405-065-18, 405.065-1.9, and 405-065-38, located at 51.0-518 N, Bristol Street, in the City of Santa Ana, County Of Orange, State of California, as more particularly described and depicted in the Legal Description attached hereto as Exhibits "A-1" through "A-3" and incorporated herein by reference ("City Property'. B. The Grant Deeds for the City Property, are attached hereto as Exhibits "B-1" through "$�3" and incorporated herein by reference. C. The City Property was aoquired by the City as part of the Second Street to Civic Center Drive Phase of the Bristol Street Improvement Project. D. Mendez mums oortain real ,property commonly known as Orange County Assessor ;Parcel No. 015- 194-28, located at 2223, S. Bristol Street, in the City of Santa Ana, County of. Orange, State of California, as more particularly described and depicted in the Legal Description attached hereto as Exhibit "C" and incorporated herein by reference ("Mendez Property„) E. A copy of the Grant Deed for the 'Mendez Property, fled with the County of Orange as Document No. 2002001100330, is attached hereto as Exhibit "Ir and incorporated herein by reference. P. The Parties desire by this Agreement to provide the terms and conditions for the exchange of fee interests in the City Property and the Mendez Property. THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditinns and provisions of this Agreement, the Parties agree as follows: 1. Exchange of Real Property 1.1. Convevance bi City. City agrees to convey the City Property to Mendez by Grant Deed, and Mendes agrccs to accept the name from the City. 1.1n_v_eyance by Mendez. Mendez agrees to:convoy the Mendez Property to City. by Grant Deed, and City agrees to accept the same from Mendez. 1.3. Title Convevaaee. The Partics agrue that, cxoupt as may hereinafter be othorwisc oxpressly provided, the real properties subject to this Agreement shall be conveyed by the Parties, as Pry&n 1 006 Exhibit 3 25F-7 aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, casements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, Including any and all leaschold interests), liens, clouds or defects in title. The Parties hereby warrant that the tittle to said real properties to be conveyed by the Parties shall be free and clear as provided above. The Parties further agree that acccptancc of any decd to said real property, with or without knowledgc of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, eneumhrance (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 either Party of its right to the full and clear title hereinabove agreed to be conveyed by the Parties, nor of any right which Might accrue because ofthe failure of the Parties to convey title as hereinabove provided. 2. Consideration 2.1 Consideration, In full andcomplete payment for the exchange of fee Interests in the City Property and the Mendez Property, City shall provide to Mendez the signed grant deeds for the City Property in the form attached as Exhibits "B-1" through "i3-3", and lAettdet shall provide,to City a signed grant deed for the Mendez Property in the form attached as Exhibit "p}_1„ 3. Escrow 3,1 1Jscrow Agent. Within five (5) days from and after the execution of this Agreement by all Parties, City agrees to open an escrow at the otYice of Pirat Amorloa,r Title Insurance Company, 2 Mrst American Way, Santa Ana,, California ("Escrow Agent"). This Agreement oongdtutes the joint escrow instructinnfi of the parties and, a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow ("Effactive Date"), 3,2 Escrow Agent Authorization. The Escrow Agent hereby is empowered to act under this Agreement and the General Escrow Provisions, attached hereto as Nbibit E and incorporated herein by reference, and upon indicating Its acceptance of this Agreement and the General lwscrow Provisions, in writing, delivered to the Parties within five (5) days alter delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder, 3.3 Escrow Agent Liability, The liability to the ,Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under this Agreement. 3.4 Closing Costs. City agrees to bear, and Escrow Ageart Is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cast 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 W California Code of Civil Procedure Section 1265.240. 3.3 Tltle Insuratice. The Parties agree to deliver, concurrently with the conveyance of said real properties, within the time and at the placo horcinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the receiving Party therein named. as the insured, in an amount equal to the Page 2 of'26 25F-8 appraised value of the subject property, insnring the title 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 detects in title, excepting such specific ones as the reeeiAug Party may hereinafter expressly agree to take subject to, Acceptance by the receiving Party of any such policy of insurance, whcthcr such insurance complies with the requirements of this paragraph or .not, shall not constitute a waiver by the receiving Party of its right to such insurance as is herein required of the granting Party, nor a waiver by the receiving Party of any rights of action for damages or any other rights which may accrue to the receiving Party by reason of the failure of the giving Party to convey title or to provide title Insurance as required in this Agreement. 3.6 Property Taxes, (a) Such real property taxes, if any, on the subject real properties for the fiscal year within which said real property is conveyed to the receiving Party as are unpaid at the tithe 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 Cal➢fbmia. (b) The granting Party shall be eligible 'for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that partlon 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 the receiving Party is recorded which is allocable to that portion of the fiscal year which begins on the date the decd conveying said real property to the receiving Party is recorded andmade uncollcctiblo if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that the granting Party has prepaid any taxes or assessments attributable to the subject real property, the granting Party shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, the receiving Party shall assist the granting Party, at the granting Party's sule cost, in obtaining said mound, if any; however, in no case shall the receiving Party credit or otherwise pay the granting Party for that refund, if any, through or cumide of Escrow. (c) All, unpaid taxes on either property for any and all years prior to the fiscal year within which said convoyanoe is made shall be paid by the granting Party before conveyance of said real property to the receiving Party. 3,7 Deposit of Funds and Documents, (a) prior to Close of Escrow,, the Parties shall deposit into Escrow (i) all escrow and Closing Costs as described above; and (ii) such other documentation as is necessary to close Escrow; (b) Prior to the Close of Escrow, each Party shall deposit into Escrow (i) the properly executed grant deed for conveyance of each Property; (ii) a duly oxecuted bill of sale, assignment and assumption agreement with respect to the tangible and intangible personalproperty included In each Property; and (iii) such other Page 8 of 26 25F-9 dodo nenta and sums, if any, as are necessary to close Escrow in conformance herewith. 3.8 Conditions Precedent to Close of Escrow. The obligation of the Parties to exchange the Properties as contemplated by this Agreement and the Close of Escrow is subject to eatisfacliun of twl, of the following condltlons: (a) All representatinns and warranties of each Party .aet. Forth in this Agreement s11a.11 he true and correct as of the date Of the Close of Escrow; (b) Each Party shall timely perform all obligations required by the terms of this Agreement to be performed by it; (c) The irrevocable and unconditional written agreement of Title Company to record the grant deeds at the Close of Escrow and to issue the Title Policy to the receiving Party, effective as of the date and time the deed is recorded.; and, (d) No material adverse physical change to either Property, including those caused by condemnation and/or casualty, shall have occurred subsequent to the Effective Date and on or prior to the Closo of Escrow. 3,9 Close„of,EscrSL. The Escrow Agent is hereby authorized to close escrow upon and after ("Close of Escrow'): (a) Conveyance of the City Property by the City and, the Mendez Property by Mendez as hereinabove provided; (b) Acceptance by Mendez of a. Grant Deed conveying the City Property, and acceptance by the City of a Grant Deed conveying the Mendez Property, (c) Delivery to each Party of the policies of title Insurance as bereinabove provided-, (d) Recordation of the Grant Deed conveying the City Property and the Grant Deed cnnvaying the Mendez Property. 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 either Property that cannot be resolved in Escrow, then either Party may, at its option, request cancellation of Escrow and this Agrccmant 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. 4. Representations and Warranties 4.1 Representations and Warranties of Clty, City makes the following representations and warranties with respect to the City Property, each of which shall survive Close ofEsorcw; (a) The execution and delivery of this 'Agreement, performance hereunder, and the consummation of the transaction contemplated hereby will not constitute a violation Page 4 a£26 25F-10 of any order or decree or requIt in the branch of any r.nntrnnr or agreement to which the City is at present a party or by which the City is bound, (b) To City's actual knowledge, no litigation and no governmental, administrative or regulatory act or proceeding regarding the environmental, health and safety aspects of the City Property is pending, proposed or Qtteatened, (c) City will not enter Into any agreements or undertake any new nhligatinn.s prior to Close of Escrow that will In any way burden, encumber or otberwise affect the City Property without the prior written consent of Mendez. (d) City is aware of its obligation under Califomia Health and Safety Code Section 25359,7 to disclose any knowledge whi.oh they may have regarding any release of Hazardous Substances (as defined by applicable federal, state and local statutes, riles and regulations) upon or under the City Property. The City Property remains subject to ongoing environmental assessment under the oversight of the Santa Ana Regional Water Quality Control Board,, Case No. 0$30030127, including the presence of groundwater monitoring wells. Shot] Oil Company is the responsible party for the environmental remediation, (c) To the best of City's knowledge the City Property compiles with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and lora] 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, 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, (f) City, as a government agency, has not been subject to real property tax assessment on. the City Property. Trnn.afer of title to the City Property to Mendez st the Cime of Escrow will subject the City Property to an assessment iirom the Orange County O ice of the Assessor and shall be the obligation of Mendez henceforth. 4.2 Reot'esentations at7d 4 arrantieg of Mendez. Mendez makes the following representations and warranties with rc9pcct to the Mendez Property, each of which shall survive Close of Escrow: (a) rhe execution and delivery of this Agreement, performance hereunder, and the consummation of the transaction contemplated hereby will not constitute a violation of any order or decree or result in the broach of any contract or agreement to which :Mendez is at present a party or by which Mendez is bound, (b) To Mendez's actual knowledge, no litigation and no governmental, administrative or regulatory act or proceeding regarding the environmental, bcaltb and safety aspects of the Mendez Property is pending, proposed or threatened. Page F of 26 25F-11 (c) ,Mendez will not enter into any agreements or undertake any new obligations prior to Close of Escrow that will in any way burden, encumber or otherwise affect the Mendez Property without the prior written consent of the City, (d) Mendez is aware of its obligation under California Health and Safety Code Section 25359.7 to disaluse auy knowledge whlob they otay have regarding any release of Hazardous Substances (as defined by applicable federal, state and. local statutes, ndes and regulatinns) upon or under the Mendez Property. Mendez warrants and represents to the City that Mendez is not aware that any such Hazardous Substances have been generated, stored or disposed of upon or under the Mendez Property, (c) To the best of Monde, -Is knowledge the Mendez 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 1t,esponse Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and Ordinances Of the City, 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. (fj Mendez hereby represents and guarantees that, subject to :Permitted Delay (as defined below), it will complete construction and d.avOuprnant of tlic City Property as commercial office space and begin operation thereof ("Opening Covenant") within twenty-four (24) months following the Close of Escrow ("opening Deadline"). Such construction and development must comply with all current state and local planning, building, and zoning code regulations, If Mendez has not satisfied the Opening Covenant on or before the Opening Deadline, City may unilaterally elect to repurchase the City Property from Mendez. The repurchase deed shall be identical in form to the deed by which title to the City Property was conveyed by City to Mendez and shall be free and clear of any and all mortgage liens or other evidence of indebtedness. The purchase price to be paid by City shall be $650,000. As used herein, the term "Permitted. Delay" shall refer to any delay resulting from acts of God; fire; earthquake; flood; explosion; action of the elements; war; invasion; insurrection; riot; mob violence; sabotage; malicious mischief; inability (.notwithstanding good faith and diligent efforts) to procure (or goneral shortage 4 labor, equipment, facilities, materials, or supplies in The open market; failure of transportation; strikes; lookouts; action of labor unions; condemnation laws; requisition or order of government or civil or military or naval authorities; or any other similar cause to those stated above, not within Mendez's reasonable control, Notwithstanding anything to the contrary contained herein, in no event shall finanoial inability constitute Permitted Delay. S. Right of Possession 5,1 Ri ht of Possession. In accordance with the terms of the Agroemont for Acquisition of Tenant -Se ler's Interest In Real Property, executed concurrently with this Agreement, the Parties agree to deliver to each other quiet and peaceful physical and legal possession of the Page 6 of 26 25F-12 respective Properties, free of all personal property, effective as of the Close of Escrow, The ,fatties agree, however, that Mendez shall have the right to occupy the Mendez Property until June 30, 2018 at no cost to Mender. City shall take possession of the Mendez Property on July 1, 2018, Mendez agrees to deliver possession of the Mendez Property to City by June 30, 2018, After June 30, 2018, access to the Mendez Property is revoked by thu City aiAJ the City shall have a right to padlock or othcrwisc securo the Mendez Property. Any and all property or fixtures left by Mendez in the Mendez Property after Junc 30, 2018 shall be considered forfeited. No notice need be given prior to securing the Mendez Property after June 30, 2018, The City shall not need to seek a writ of possession in order to obtain access or otherwise secure the Mendez Property atter June 30, 2018. To the extent that any writ of possession is required, or the City seeks a writ of possession, the parties hereby agree that the City is entitled to seek an immediate writ of posse;Nivti as crJuly 1, 2018, and Mendez agrees it cannot oppose tho issuance of any writ of possession as of that date. 6, As -Js Condition 6.1 As -is Condition. Parties shall rely solely and exclusively upon the results of their own Due Diligence Investigations of the subject Properties with regard to any physical condition or state o£tho Properties. By completing the exchange of the Properties, parties evidence their unconditional acceptance of the condition of each respective Property. Parties acknowledge and agree that each is acquiring its respective Property on an "AS -I5," "WHERE -W' basis. Parties are net offering to acquire the respective Property based, on any representation by the other Party, or a third party, except those expressly set forth in this Agreement. Parties hereby acknowledge tlM,t the excltaugc of the Properties is witbout warranties of any .kind from the other Party, expressed or implied, except as expressly set north in this ,Agreement, as to the condition of the subject Property or ib; improvements, if any, including, without implied limitation, soils, access to the subject ,Property or to Utilities, appliances, structure utility systems, roof, foundation, landscaping or any other component of the subject Property. Parties do not warrant that either Property conforms with any ordinances, including, without implied limitation, zoning or building ordinances, Acknowledgement of Fit]] Benefits 7.1 FullBenefits, By execution of this Agreement, the Parties hereby acknowledge that this Agreement provides full payment for the acquisition of the subject Properties, and each Party hereby expressly and unconditionally waives any claim for damages, interest, loss of goodwill, severance damages, or any other compensation or benefits other than as already expressly provided for in this Agreement, 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 subject Properties. 8, Remedies 8.1 Remedies. If either Party defaults under this Agreement, and such default is not cured within thirty (S0) days following thee date of written notice of default, then the other Party may either! (i) terminate this Agreement by written notice, whereupon this Agreement and the obligations of the Parties hereunder shall terminate (other than those obligations that expressly survive a termination of this Agreement); or (ii) bring an action for specific performance of this Agreement. Page 7 of 26 25F-13 9. Miscellaneous 9.1 1 oboe, All notices or other communication provided for under this Agreement shall be in writing, and shall be delivered personally, sent by reputable overnight mail equivalent carrier, or sent by registered or certified mail, return receipt requested, postage prepaid, addressed to the person to receive such notice or communication at the following address and shall be effective upon the earlier of actual, receipt (including by facsimile) or refusal to accept delivery; 1'£to the City: The City of Santa, Ann Clerk of the Council 20 Civic Center Plaza P.O, Box 1988 Santa Ana, CA 92702 With a copy to: City Attorney 20 Civic Catiter Plaza (M-29) P.O. Box 1988 Santa Ana, CA 92702 If to Mendez: Diane Rose Mendez 2223 S, Bristol Sued Santa Ana, CA 92704 Notice of change of address shall be given by written notice In the manner set forth in this subsection. 92 Time is of the Essence, Time is of the essence with respect to each and every provision hereof, 9.3 Waive, s. The waiver by either Party of any breach of anv covenant or agreement heroin contained on the part of the other Party 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, 9.4 Asninnment. Neither this Agreement, nor any interest herein, shall be assignable by any Party without prior written consent of the other, non -assigning Party hereto. 9.5 Inurement, Subject to the restrictions against assignment as herein contained, this Agreement, and all the terms, covenants, and conditions hereof, shall inure to the benefit of and shall be binding upon, the assigns, suoeussurs in interest, persunal representatives, estates, heirs and legatees of the respective parties hereto, 9.6 Qovemins Law. All questions with respect to this Agreement, and rights and liabilities of the Parties hereto, shall be governed by the laws of the State of California. Venue shall be in the County of orange, Plan S 006 25F-14 9.7 Attorney Fees. In the event of any controversy, claim or dispute between the Parties hereto, arising out of or relating to this Agreement or the breach thereof, the prevailing party shall be entitled to recover from the other party reasonable expenses, attorney fees and costs. 9.8 Entire Agreement. The Agreement contai,.,s the entire agreement of the Parties hereto, and supersedes any prior written or oral agreements between them concetning the subject matter contained herein. Thcre are no rcpresentadons, ngraements, arrangements, or understandings, oral or written, between the Parties hereto, relating to the subject matter contained in this Agreement which are not fully expressed herein. 9,9 Additional boouments, All Parties hereto agree to execute any and all additional documents and instruments necessary to carry out the teens of this Agreement. 9.10 No Merger. All warranties, representations, acknowledgements. releases, covenants and obligations contained in this Agreement shall survive delivery and recordation of the grant deeds. 9.11 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 end approval of the City herein, The execution of these documents and the delivery of same to Escrow Agent constitute said. acceptance and approval. 9.12 Modification and Amendment. This Agreement may not be modified or amended except in writing signed by the Parties. 9.13 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 Agreemont shall remain in full force. 9,14 Cantlons. Captions and headings in this Agreement, including tiro title of this Agreement, are for convenience on.ly and are not to be considered in construing this Agreement. 9.15 No ei'ance b Qlie P on the Othcr. Each Party has received independent legal advice from its attorneys with respect to the advisability 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. 9.16 No 11ird P&M geneficiarv. This Agreement is intended to benefit only the Parties hereto and no other person or entity'has or shall acquire any rights hereunder. 9.17 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 suob other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this Agreement, without cost. 9,18 Incorporation_of._Exltibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully sot forth in the body of this Agreement. IPago 9 ot'16 25F-15 9.19 Authority to Execute Agreement. The persons executing this Agreement and the instruments referenced herein on behalf of City and Mendez hereby represent and warrant that such persons have the right, power and authority to bind City and Mendez., respectively. Mendez shall indemnify City £ally, including reasonable costs and attorney's foes, for any injuries or dounig s to City in the cvcnt that such authority or powor is not, in fact, held by the signatory or is withdrawn. 9.20 Counteroavts. This Agreement may be signed in counterpart or duplicate copies, and any signed counterpart or duplicate copy shall be equivalent to a signed original for all purposes. [SIGNATURES ON NEXT PAGE] Page 10 of 26 25F-16 SIGNATURE PAGE TO AGREEMENT FOR EXCHANGE OF REAL PROPERTY IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written. CITY: CITY OF SANTA ANA, a California charter city and municipal corporation By: Raul Godinez Ii. City Manager ATTEST: M Maria Huizar Cleric of the Council P.lsr'.ROVED AS TO FORM; By: W � IA,, JW M. Funk Assistant City Attorney RECOMMENDED BY: By: Fred Mousavipour Executive Dircotor, Public Works Agencv MENDEZ: Dianne Rose Mendez, an individual rr By:/G�Yt t., 1fitCLG7 Dianne Rose Mender PASO 17. of U 25F-17 1:KHIBIT'AX LEGAL DESCRIPTION FOR REMNANTPARCEL E36 W 9914ITOL ST< WITHIN ASSESSOR'S PAR CEL No. 465-0065-38 IN THE CITY OFSANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA. BEING A PARCEL OF LAND MORE PARTICULARLY DESCRIBED AS FOLLOWS: ALL OF THE LAND DESCRIBED IN THAT DOCUMENT RECORDED OCTOBER 15, 2010, AS INSTRUMENT NUMBER 21"1106Lf0%4 AIA OF OFFICJAI RFCORDA'OF THF COUNTY OF ORANNF, FXCFPTIN✓:,TWAT PORTION OF LAND AS DESCRIBED IN INSTRUMENT NUMBER 2012000349237 OFOFFICIAL RECORDS, IN THECOUNTYOFORANGE, RECORDED JUNE 20,2012: CONTAINING AN AREA OF APPROXIMATELY 9,084 SQUARE FEET, MORE OR LESS; SU81E.CI ILF OJV'ENAN-IS, CONDFFION5, RESERVAT1ON5, RESTRI£TMNS, RIGIHT3 OF WAY, AND EASEMENTSO'FRECORD, I'ANY; ALL AS SHOWN ON SXHIBIT'A•1a, SKETCH TO ACCOMPANY LEGAL DESCRIPTION,, A17ACHED HERETO AND BY, THIS REFERENCE MADE A. PART HEREOF, ANTHONY C. CUOMO Pl.G. 6042 DATE: 2018-1-4 PaK01of 2 Page 12 of26 25F-18 � s�xrHs7�rw�r ,figi c, I EOT6 92'. p, 4G EOE NB9Y1°34"W I 11 Q. 94 Iih � LOT 13 -N�. "e.G+.�...;..._ d _ top° — TfZ" 8.98' 60,,61'�LU9'P7'5*V 13490-4 N w 4• � � 30 ,0 o t°�4C7' ._..�, } � � — Inca• —� �, _ W � P�f If{4�r1 ♦LC� ��n re'. *�m+mror�anw.sta} Pago 13 of Z6 25F-19 E" ISR.A-2. UGAl DE$(RIPTIO'N FOR REMNANT PARC'E'L 514 N. 9RISTOI..ST. WITHIN A5SE5$O'WS PARCEL No. 495-055-19 IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, BEING.A PARCEL OF LAND, SITUATE WITHIN LOT 13 OF TRACT No. 1137, AS SHOWN ON THE MAP FILED IN ROOK 38, PAGE 9, OF MISCELLANEOUS MAPS, RECORDS Of SAID COIJNTY, SAID PARCEL:LYING W E5TERCY OFA LINE, SAID LINE BEING PARALLEL WM AND 190.00 FEET WESTERLY OF THE CENTERLINE OF BRISTOL STREET, AS SAID CENTERLINE IS SHOWNON THE MAP OF SAID TRACT No.1152; CONTAINING AN ARRA OF APPROXIMATELY k,77.3 S'OLIARE FEET, MORE OR LESS; SUBJECT TO COVENANTS, CONDFTIONS, RESERVATIONS, RESTRVIONS. MGM OF WAY, AND EASEMENTS OF RECORD, IFANY; ALLAS SHOWN OWN EVIBIT'A2-8', SgETCH TO ACCOMPANY' LEGAL DESCRIPTION, ATTACHED HERETO AND 9YTHISREFERENCE, MACIE A PART HEREOF. ANTHONY C. CUOMO P.L.5.0042 DATE; 2018-1.4 page of 2 PaSe 1,4 of 2G 25F-20 Cf 6T°9093"36" L=15.66' _ S}XPN STREET 5b, 93' Dr99az'a9^w --— � " _ �I iz I ct p( g LOT ' M1 4 12 'Ell f 10 M LOTym'' N89"7,1'54"{y 110,7,3' J Nd92i S4"W 1f G,GG" —w,Mp 49.99" ».. n•- 60,01. (.�. N89'7}',y4"W 134.90" I N+ Lor w I 28 z }1^ ¢ FIFTH STREET ���,•. xrnramdo�a m�anannl.0.+ Pageis0 6 25F-21 EXHIBR'A-B' LEGAL DESCRIPTION FOR REMNANT PARCEL 519 N. BRISTOI ST. wl7u N ASSESSOR'S PARCEL, No. 405-065-18 IN THE CITY OF SANTA ANA, COUNTY OF ORAN OF, STATS OF CALIFORNIA, BEING A, PARCEL OF LAND, SITUATE, WITHIN LOT 120F TRACT No, 1152, AS SR4IYWN ON THE MAP FILED IN BOOK 38, PAGE 9, OF MISCELLANEOUS, MAPS, RECORDS, OF SAID COUNTY, SAID PARCEL LYING WESTERLY OF ALINE, SAID LINE BEING PARALLEL WITH AND 100.00 FEET W E5TERLT OF THE. CENTERLINE CP 9RISTOL STREET. AS SAID CENTERLINE fS SHOWN ON' THE MAP OF SAID TRACT No. 1152, CONTAINPNG AN AREA OF APPROXIMATELY '1,8145tMARE FEET, MORE OR LESS, SUBJECTTO COVENANTS, CONDITIONS, RESERVATIONS, R'ESTRICY[ONS, RIGHTS OF WAY, AND EASEMENT$ ©F RECORD, IF ANY; ALL A5 SHOWN ON EXHIBIT'A-9a', SKETCH TO ACCOMPANY LEGAL DESCRIPTION, ATTACHED HERETO AND BY'i'HW KEFEfthNCE MADE APART HEREOF. ANTHONY C. CUOMO P,LS, 6042 DATE! 2D16.1 -4I Pap 1o42 Page 1.6 of 26 25F-22 Fes'" 46? LOT 14 LOT 26' �SV,XTHSTREFT Sas3 N&9'22'09"w 7ae29' 57,44' 45.95' Cr LOT 50 72" �• .• Btr.Or''" N851'34" 97x,73' p LOT �4�, M.. N09S7"d4"Wi HOM' 49,05" 90.01' w N99'21'54."w P34,80" w It I� {� 45' i0.n7"_ f I N8921^64^w 0 FIFTH STREET Pngc 17 of 29 25F-23 dwwmv mwrmum " When recorded, please mail this instrument and tax sla4eMoms to: Diane Rose Mendez I EXHIBIT "B-1" Grunt D®ad for 610 N ttristol $PACL+ AEOVE 77TIR LINE ]FOR RFpgRT)tAi,�s Y= _— Te #e„ APPROVI:YY AA T4 PDAMDYATTY. APPROYap RY DMECTbk 4P5CmMON WNITTiN DY o"r,RRTON CRI,fkr4-U.k, Ap. NL= WMAP N(IMRFg PhdTFCT MIMhr.R nn3-Ofl.3R 510 N. Snnm Ana, CA 92704 nehD NUMDnn GRANTDEED EEE FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, City of Santa Ana, a charter City and municipal; corporation duly organized under the Constitution and laws of the State of California, Does Hereby Grant to Diane Rose Mendez all that real property in the City of Santa Ana, Orange County, State of California, located at 510 N. Bristo( Street Avenue,Santa. Ana, CA 92704 described as follows: SEI= EXHIBITS OA -1"& "A -1a" ATTACHED HERF.70 ANO RY THIS REFERENCE MADE APART HEREOF; Dat�3d By; City of Santa Ana, Raul Godinez 11 City Manager Pape, Is of 26 25F-24 When recorded please mail this instrument and lax staements to: Diane Rose Mendez 5XHIBIT "B_2" Grant Deed for 514 N Bristol SPACE ABOVE MIS LINT: FOR RECO=Ws 119E nppagy3p A3 TO APPabvvp By LBSCWPT10N VSSCRiPT1gN A, P, R/WM AP pA03HCr bV(PS FOAMBY ATTY. DTMUDR WRITTaJ BY CHECRE0.01 N{�MIBER NUMBER NUMBER dnpdny-19 414 N. Bristol SireH, SMkv knsy CA S3704 DE80 NOMRBA FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, City of Santa Ana, a charter City and municipal; corporotion duly organized under the Constitution and laws of the State of California, Goes HereGy Durant to Diane Rose Mendez all that real properly in the City of Santa Ana, Orange County, State of California, located at 514 N. Bristol Street Avenue, Santa Ana, CA 92744 described as follows: SEE ExHISITS "A-2" & "A -2a" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF; Dated : BY: City of Santa. Ana, Raul Godinez II City Manager Pap 1,9 of 26 25F-25 When recorded'please mail this Instrument and tax statements to: Diane Rose Mendez EXHIBIT "B-3" Grant Dead for 518 N Bristol SPACEAFOYE TI11S LINE FOR RECORhER'S USE_. TAXES NPAO WAS TO TORMDYATIY. APPRAVCOI,Y DIRECTOR VMWG ] N TIEY BY OLSORIMOn MCR .Mr 6.1� 19UM65131 P W"TROR.CT WU ER MMAER Any -OA$ -IA 515 N. Eristol Street, Sonia Ana, CA 427114 DEEnnuMmER GRANT DEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged. City of Santa Ana, a charter City and municipal; corporation duly organized under the Constitution and laws ur the Slate of Calitomia, Does Heraby Grant to Diane Dose Mendez all that real property In the City of Santa Ana, Orange County, State of California, located at 5,18 N. Bristol Street Avenue, Santa Ana, CA 9P704 described as follows: SEE EXHIBITS "A-3" & "A -3a" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF; Dated : By:� --- Cite of Santa Ana, Raul Godinez II City Manager Fagg 28 of U 25F-26 EXHIBIT "C„ 2223 S. Bristol Legal Description Real property in the City of Santa Ana, County of Orange, State of California, described. as follows: LOT 189 OF TRACT 1192, IN THE CITY Or SANTA ANA, COUNTY OF ORANGE, CALIFORNIA AS PER'MAP RECORDVD IN BOOR 39, PAGE(S) 16 ANT)17, OF MISCELLANEOUS MAPS IN THE OFFICE OF THE COUNTY RECORDER, OF SAID COUNTY. APN; 015.194-28 Page 21 of 26 25F-27 6 l0 Ire g �p • R'rYY� SNC yNy N LnrJ 3i�' i, 4 91 Pngr. 22 of 26 25F-28 EXHIBIT D Recorded Geed for 2223 S, Bristol I� jur mourn AM(MMO IM Reoardtd in fN[lohi Radotda, County or drangp AND i WHEN RNMIMID MAo.T0, Moline 61001, clerk^R05crttler fliunrxROaaI&AUa IIiIg Irk 61�1uBIi��IIIC�phNI I IMI"r,t�p gSmol AM, CA 92704 200204110301'2:11pim TOM 11S or Got 1 moo 0,00 0,90 0.0 9:00 6.00 a 00 0,00 Ap- Alm# This maI, v.a—l"v-+!Gapy t l"— Mean- oa GRANT DEMD, 71+11VNI) srrnaORANTOR(a)PRCI.AIMAYTATri0CUMMANTTRANSVERTaxtaiOfInTV1,1MRrAKTLYTPASFER until an full value at y�ro ety 0veytd, or 1 cam iutla pn ria1 value le.4t vaplt Of liop Of enturnlymem reemining at time at S�Ie, � 60NSYOERAI fC1I 1 antarcaparatnf afaa; 1 T ®ey of-Umm, and FOR A VAwAum coNRlt)RRATION, Itmaipt of 1 hith is haemhy moUrpWlCdNal, jff4w Mmdq, a 01011164 man as III$ MOO and Napnmte praporty hmtdry GRAN7(S) m DianntJkmot lYfandesr a awla'iolt Nv[tMn ae h!r fii>Te 0nd SLhraPnla T°+trPart9 Tho Ml moving detenled ptvlpe0y la the City of Rmta Ana„ County of OR n,N4E„Stars 3rcaliferrig; Lot ISo yf'b"t IM to flim CRtx or SAN rA ANA, ,0viNaty or abRAY9rgASr cemarnr0 as par.° �p40p roeardod 0p Book 39. R'ogaia) td end 17. of Mlarailmmu4MAP In flit 0MOO of the COMP XWOMer of soIll County, e. favH11401, D. a 'Inn arm or mmaAl aapthl "3. Moil Tax St IVM Ma Po: SAXE AS ABOVE or Mama Noted Below Papa 23 ofZ6 25F-29 When recorded, please mail this Instrument and tax statements to: Clerk of the Council City of Santa Ana 20 Civic Center.riaza, M-30 Santa Ana, California 92701 Free recording requested by THE My Of SANTA ANA PER OOVSRNM.ENT CODE sEcnoN S 103. EXHIBIT °D-9° 2228 S. Bristol Grant Deed SPACE ABOVE TRIS LINO FOR RECORDER'S USE ats.tsa•2s 7443 S. brigtol yireet, Nat %Ana, (:A YW704 GRAW DEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, DIANNE ROSE MENDEZ, a marrled woman as her sole and separate property Does hereby Grant to the CITY OF SANTA ANA, a charter City and municipal corporation duly organized under tate Constitution and laws of the State of California, for public roadway purposes, all that real prnporty in tha City of Santa Ana, Orange County, State of California, located at 2223 S. Bristol Street, Santa Ana, CA 92704, described as follows: SEE EXHIBITS "C" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF; Dated-,. / l%�-2L9 PROS 24 of 2r 25F-30 fi by: L01ANNiRO$E G d��". 'D, ME EZ, Viinlival ACKNOWLEDGPVIU+NT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of. OnlmuA YIr,2A1` ._bafcreme, ]38,4MI-ICj f jP-,jOF-?.1A a7-kPZY PUBLIC. (Insert nameand Lltta WAM oFl Icu.) personally appeared 1 )IAFtgME 26SE MMPJ 7E:Z• Ntarne of S Ig mr ( p Naim of 4, Ignpr (2) who proved to me. on the hasix of vatisfactcny evidence to be the persort(s) whose name(OAfisW subscribed to the within instrument and acknowledged to me that kftWtbey executed the same in lyrs/Ohiyail• authorized capacity(.ie*, and that by 1t 4NtWr Signature() on the instrument the person(, or the entity upon behalf of which the persoW acted, executed the instrument. S certify under PLNALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and offioial seal. Rrad, 2 Signature of Otary P tc r RRAU"" MEN"" tl _ COM��q. 0 2223747 N4TARr PUiuR •tAuFQRNIA ORANGECOUNiY lti GOMM.eXPJRt5nf ,1,261 Page 2S of 26 25F-31 (Seal) EXHIBIT "E°, (First American) GFNFRAL FSCROWWr PROVISIONS All disbursements shall be in.ade 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 referncd to hervia arc filed for rcwrJ. All adjusttucnts ace 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 autborized. There shall be no proration of any existing insurance policies In this escrow. You are to fbinish a copy of these instructions, amendments thereto, closing statements and/or any other documents deposited in this csorow to the lender or lenders, the roal 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 hCTetn, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all farther acts on. your pan until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend, any action or proocedings for the determination of such eonfliot. 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 InterplcadeT 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 reasnnahle monthly charge as custodian tbereof 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 eutiticd 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. Page 26 of 26 25F-32 SELL ALL (NO SALVAGE) Project: ristol Street lm rovemenl, Proiect= Lhase APN: 015-194-28 Tenant -8010r: Dianne Use-MendezOrange CQu,nty c mr_y,uniCy�+t�n ig Tnc g� Javier 1VIe{tde7 dba a M R rait A,CRE',)WENT FOR ACQUISITION OF TENANT-SEL',LB1d,y IN'I rREST IN REAL IPAOFER'1'X THIS AGREEMP NT ("Agreument") is entered into as of this __Z1IV day of L4&Y _-,__, 2018, by and between THE CI'T'Y OF SANTA ANA, a charter city and )al rprporation dilly nreani7ed un&r thn f nnoinTfinn and 12wc of !ho gtato of CnlifZrnia it), and. Dianne Rose. Mendez.-Oranun C.AUndv P enr ,,, :a,> F.. a; sw„ a_ in real property described for the acquisition by Buyer of certain TT i,", HFPWEBY Ap,TREED BETWEEN TIM PARTTIoS .A.S FOLLOWS; 1. AGREEMENT, Tcnant-Seller agrees to sell andconvey to Buyer, and Buyer agrees to purchase and acquire til•om Tenant -Seller, upon the terms and for the consideration set forth in this Agreement, (a) all right, title and interest, in and to certain improvements, including fixtures anri rriniprnent (conaoti+,roly "Impm-ovemontoN) larateJ iA„ vey VL ¢,(fiR.Gd lu any manner ro Site premises known and numbered as 2223 S. Bristol Street 5antaAna, California ("Preoxises") which Premises are part of that real property described in Exhibit A attarhed hereto, located in the City of Santa Ana, Orange County, California ("Property"), and (h)and (h) any tonanry interrst of Tenant -Seiler ("Tenaney Interest") in and to the Premises and the Property, and (c) any and all goodwill of Tcnant-Seller's business on the Premises. The Improvements to be conveyed by Tenant -Seller area part of the Premises, and specifically include, without limitation, the items described in the list of Trnprovamentc Pertaining to tho Realty a4tnehed. keret, -,o 8Aldbit B urrti, Movable r9u)pmcnt SwrnW as Exhikit 2. PIJRCHhS�E PRICE, The total purchase price, payable in cash through this Agreement, shall be the gum of; I IF.TY-ONE THOUSAND NINE HUNDRED EIGIdT�( AND NOMI) DQT.T.ARp,.(..441, 0530.00) (iOPumhftsv Aeric®") wh h iu uumputod, 40 fallowva: Value of Conveyed Improvements as shown on Exltibix B (owned. by Diane 59,010.00 Rose Mendez) Value of Movcab,lc Equ,ipmant as shown vn Exhibit�C (owned by Javier $12,970.00 Mender) Loss of Business Goodwill $30,000.00 TOTAL AIVIOUNT PcA"YABJi,1L 1'H1dUV94kA'J.'WS AGRERMENI° $51,990.09 0�1M11 25F-33 3. CONVEYANCE OFINTEREST IN REAL PI2GrPP1�I SC. Teuarrt-Seller agrees to execute a Quitalalm Deed. in the same form as that attached hereto as Cxhi ' D in favor oFBuycr ("Qiuitelaim Deed") relinquishing, releasing, and forever quitclaiming in Itrnyer all right title and interest in and to the Tenancy Interest at the close of escrow. 4, 1`OSSCS&0& Of EREMI3ES, In accordance with the terms ofthe Agreement For Exchange for Real Property, executed concurrently with this Agreement between Buyer and Dianne Rose Mendez, owner of the Property, the parties agree to deliver to each other quint and, peaceful physical and legal possession of the respective Properties, free of all personal property, efl'cetive as of the Close of Escrow. As set forth in the concurrent Agreement for the Exchange of Real Property between .Dianne Rose Mendez and Buyer, the Parties agree, however, that Tcnant-seller shall have the right to occupy the Promises until June 30, 2018 at no cost to Tenant -Seller. Buyer shall take possession of the ,I+rcmises on July], 2018. Tcnanv&llcr agrees to deliver possession of the Premises to Buyer by the Possession Date. After June 30, 2018, access to the Premises by Tcnant-Seller is revoked by the .13uyer and the ,Buyer shall have aright. to padlock or otherwise secure the Premises. Any and all property or .fixtures left by Tenant -Seller in the Premises after June 30, 2018 shall be considered forfeited,. No notice need be given prior to scouring the Premises atter June 30, 2018. The Buyer shall not need to seek a writ of possession in order to obtain access or otherwise secure the Premises atter June 30, 2018. To the extent that any writ of possession is required, or the $uyer seeks a. writ of possession, the Parties hereby agree that the 13uycr is eutitlud to seek an immediate writ of possession as of July .1, 2018, and Tcnant-Seller agrees it cannot oppose the Issuance of any writ of possession as ofthat date. S. CONVEYANCE OF INTEREST IN IMPROVEMENTS. The Quitclaim ,Beed will also convey from Tcnant-Seller to Buyer all of Tcnunt-Seller's interest in and. to the Improvements and Movable Peluipmont, which conveyance shall be free and clear of all recorded and unrecorded eneumbrances, liens, assessments, leases, and taxes. ihtleas ntherwise.. provided, recording of the Quitclaim Deed and Closing (as defined below) of the transaction described herein shall be subject to Tenant -Seller's vacation of the, Premises and proof of clear title to all said Improvements having been obtained and, received by Buyer in accordance with Paragraphs 4 and 10 of this Agreement. 6. RECORLr NG. Pwcordation of any documents delivered through this Agreement is authorized, if necessary or proper, upon acceptance by Buyer as described herein. 7. CEI.JTIk1CATION OF OWNERSHIP. To the best of Tenant -Seller's knowledge, Tenant-Sellcr hereby warrants and certifies under penalty of perjury that Tenant -Seller is the owner of the Improvements and that no document bus been signed by or on behalf of Tenant -Sailer for the purpose of creating any lien, encumbrance, or security interest in any of the Improvements, and that the Tenant -Seller does not know of any claim of lien, encumbrance, or other security interest therein, EXCEPT: (a) "Crust Deods on the Property, duly recorded; and. (b) real and personal property taxes. 8. PERMJS5I0,10, ENTER PREMISES. Tenant -Seller hereby grants Buyer or its authorized agent's permission to enter upon the Premises at all reasonable Omni prior to Closing of this transaction for the purpose or making necessary inspections, provided Buybr provides seven calendar days notice to Sellcr, and Seller agrees in writing that the inspection time proposed by Buyer will not unreasonably impair of aftbot Seller's operations at the Premises. 25F-34 9. BULK SAM In order to establish proof of clear title to the Improvements, Buyer may publish aNotice to Creditors pursuant to the Bulk Sales Law of the State of California and obtain a title report and/or a report From the Secretary of State's Office as to filings of security interests covering the Improvements, 10. CONFLICT.ING_INTEREST$. In the event any conflicting claim o£ title of any security interest or lien of any kind is discovered or asserted as to any of the Improvements, Buyer shall, upon receiving notice or knowledge thereof, withhold an amount otherwise payable to Tenant -Seller as is reasonably necessary, in the sole opinion of Buyer, to protect Buyer against such claim of Interest or lien. The withholding of such funds ,hall not prevent closing of this transaction if the total funds to be withheld from Tenant -Seller do not exceed the net amount to be paid to Tonant-Selior through this transaction. Buyer will not pay out the withheld funds; or disburse any withheld funds to any claimant or other party (except upon court order or levy) without the written consent of Tenant -Seller. A general creditor's claim shall not be deemed to be a claim against any specific itcm, oflmprovemcnts and Tenant-Scllcrhercby agrees to accept all responsibility therefore. tUnims otherwise provided, it shall be presumed. that Tenant-Wler is entitled to payment under this transaction for the Improvements, It shall be presumed that the Property owner is the owner of all improvements, fixtures and equipment associated with the Premises other than the Improvements, 11. 1]I_SMTSSAI Ql? LxMTNI NI' DO_M&iNL ACT.IQN, lf.Buyer has previously filed an action to condemn the Tenancy Interest and/or Tenant -Seller's interest in the Improvements, Temnt-Sellar hereby cnnSents to the dimtni.esml of much actinn and waivam nny clsimm for compensation, costs, claims, interest, goodwill, attorney's fees and, deposits in said action, or any claim whatsoever which might arise out of the fling of such action, whether or not such claim is specifically identified herein, Tenant -Seller hereby authorizes Buyer to withdraw and make payable to Buyer any funds deposited with the Court in any such eminent domain action. 12. CLOSING; PURCHASE PRICE ADJUSTMENTS. Recording of the Quitclaim Deed by Buyer will constitute "Closing" of this transaction. At Closing, Buyer will pay the Purchase Price to Tcnant-Seller, subject to the following adjustments: A. Fay and clnargc Tcnant-SrIlcr for any and all cur eut and/or delinquent taxes and any penalties and interest thereon against the Improvements and the Tenancy Interest, and for any delinquent or non -delinquent assessments or bonds against the ,improvements and the Tenancy Interest. B. Pay and charge Tenant -Seller for any amount necessary to place title in the condition necessary to satisfy Paragraphs S and 10 of this Agreement; C. Disburse funds when conditions of this Agreement have been satisfied by Buyer and Tenant -Seller. 13. PULL AND COMPLETE SETTLEMENT, A. Subject: to the terms and conditions of the Agreement for Exchange of Real Property, signed concurrently herewith by Buyer and Dianno Rose Mendez, owner of the Property, Tenant - Seller hereby acknowledges that the compensation paid to Tenant -Seller through this Agreement 25F-35 constitutes the full and complete settlement of any and all claims against Buyer, resulting kola or arising out of Buyer's acquisition of the Property, the Improvements and Movable Equipment, the laeasehold Interest and the Tenancy Interest and any dislocation of'rcua.nt-Scller from the Promises, specifically including, but not limited to the value of the Improvements and Movable Equipment, loaschold improvements, any and all claims for rental or Icasehold value, loss urguudwill, Hilo arty and all claims in inverse condemnation and for precondemnation damages, and any and all other claims that Tenant -Seller may have, whether or not specifically mentioned here, relating directly or indirectly to the acquisition by Buyer of the Improvements and the Tenancy Interest. Tenant -Seller hereby disclaims any right, title or interest in or to the Premises and the Property. Tonant-Seller and Buyer and each and all of their agents, representatives, attorneys, principals, predecessors, successors, assigns, administrators, executors, heirs, and beneficiaries (collectively "Releasees'), hereby reionoc tho other party, and its Releasees, and caoh of them from any and all obligations, liabilities, claims, costs, expenses, demands, debts, controversies, damages, causes of action, including without limitation those relating to just compensation or damages which any of them now have, or might hereafter have by reason of any matter or thing arising out of or in any way related to any condemnation action affecting the Improvements and the Tenancy Interest, Additionally, Tenant -Seller hereby expressly and unconditionally waives any claims (known or unknown) including loss of goodwill, statutory interest, claims for inverse condemnation or unreasonable pre - condemnation conduct, or any other compensation, damages or benefits, arising from the acquisition of the Improvements that Tenant -Seller may have against Buyer, its officials, representatives, and attorneys. B. Seller acknowledges that, in accordance with applicable provisions of California law, Sclicr may othcrwisc be entitled to the payment of relocation expenses, compensation for loss of goodwill, just compensation, inverse condemnation, unlawful pre-eondem.nation conduct, and other benefits and claims other than those expressly provided for In this Agreement in connection with Buyer's acquisition of the Property. Seller, on behalf of itself and its heirs, executors, administrators, successors and assigns, acknowledges that Buyer's performance under this Agreement constitutes ball and complete satisfaction of Buyer's obligations to Seller with respect to such claims. Seller acknowledges that it may be entitled to benefits under the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended, 42 United States Code section 4601 ot, seq. and/or California Relocation Assistance Law, as amended, or the Real Property Acquisition Relocation Assistance Rules and Regulations. As a result of this Agreement, Buyer waives any right to relocation assistance, moving expenses, or other payments to which Buyer might otherwise be entitled under the Uniform Relocation Assistance and Real, property Acquisition Policies Act of 1970, as amended, 42 United States Code scctlon 4601 at, seq. and/or California Relocation Assistance Law, as amended, or the Real ,Property Acquisition Relocation Assistance Mules and Regulations, as payment for said benefits is acknowledged to have been compensated for pursuant to this Agreement. 14, ACKNOWLLDGMENT CONCCRNINQ QVIL COPT~ 81.4,01ON 1547. Subject to the terms and conditions of the purchase and Sale Agreement, signed concurrently herewith, Tenant-Scllor and Buyer acluiowlodgo that they have been advised by their attorneys concerning, and is familiar with, the provisions of California Civil Code §1542, which provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of 25F-36 executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." Tenant -Seller a,nd Buyer acknowledge that they and any others acting on their behalf herein may have sustained damage, loss, cost, or expenses that are presently unknown and unsuspected and which may give rise to additional damages, loss, costs, or expenses in the future. Nevertheless, Tenant-Sellcr and. Buyer acknowledge that thls Agreement has been negotiated and agreed upon in light of that sltuatluu and huroby t mprassly wuives any and all rights which it or others acting on its behalf may have under Callfbrnia Civil Code §1542, or under any statute or common law or equitable principle of similar effect. 15. CONTINGENCY. Transaction is subject to and contingent upon receipt by Buyer of the duly executed Quitclaim Deed from 'Tenant-Sellcr with respect to the Tenancy Interest and the Improvements. This transaction is further subject to and contingent upon approval and acceptance by Buyer. 16. AGREEMENT TO EXECUTE. Tenant -Seller and Buyer agree to execute and file any additional agreements, consents or other documents reasonably necessary to effect the full and complete settlement and purchase of the Improvements and the Tenancy Interest. 17, AUTHORIZATION TO EXECUTE. Tenant -Seller and Buyer represent and warrant that the persons executing this Agreement are duly authorized to do so and to act on behalf Of Tenant -Seller and Buyer respcotively. is. c_0, !R0MISE.IN SETTLEMENT. Tbi8 Agreement is a compromise in settlement of pending or potential litigation between Tenant -Seller and Buyer and shall never be treated as an admission by'Ruyer for any purpose of liability or as to value of any property or claim. 19, SIMYIVAL OF RIGHTS..ANI7 OBLIGATIONS. Notwithstanding the releases contained herein and agreement concerning this transaction, all the rights and obligations created under and pursuant to this Agreement shall survive the execution of the Agreement, the releases contained herein and the Closing of this transaction. 20. WARRANTIES REPRESENTATIONS AND COVENANTS OF TENANT - SELLER. '1'en.ant-Seller hereby warrants, represents, and/or covenants to buyer that: A, To the best of'rnnwt.Reiler',s knnwladgc, there arc nn wflona, suits, matnrisl elalms, legal proceedings, or any other proceedings affecting the Improvements, the Tenancy Interest or any portion thereof, at law or in equity, before any court or governmental agency. B. Until the Closing, Tenant -Seller shall maintain the Improvements and the Promises in good condition and Mate of repair and maintenance, and shall perform all of its obligations under any service contracts or other contracts affecting the Improvements and the Premises. C. Until the Closing, Tenant -Seller shall not do anything which would impair Tenant, -Seller's title to the improvements or the Tenancy )ntercgt. 25F-37 D. All utilities including gas, electricity, water, sewage, and telephone, are available to the Premises, and to the best of Tenant -Seller's knowledge, all such items are in good working order. T. To the best of Tenant-Sollar's knowledge, nolther the execution or this Agreement nor the performance of the obligations herein will conflict with,, or violate any of the provisions of any bond, note, evidence of indebtedness, contract, lease, or other agreement or instrument to which Tenant -Seller, the Premises, the Improvements or the'fenancy Interest may be subject. F. Until the Closing, Tenant -Seller shall, upon learning of any ;Pact or condition Which Would Cause any of the warranties and rnprnsen,titinns In this Paragraph 20 not to be true n,6 of Closing, immediately give written notice of such fact or condition to'13uyer, 21. HAZARDOUS WASTE. Neither Tenant-Sellcr nor, to the best of Tenant -Seller's knowledge, any previous owner, tenant, occupant or user of the Property or the Premises, has 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 the Premises, or transported any Hazardous Materials to or from the Property ar the Premises. Tenant -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 froin the Prurnlses. The term " Hazardous Materials" shall mean, any substance, material, or waste which IF or becomes regulated, by any local governmental authority, the State of California, or the United States Governmont:, inahrding, but nnt limited to, any material or substance which is (i) defined as a "hazardous waste", "extremely hazardous waste", or "restricted hazardous waste" under §25115, §25117 or §25122.7, or listed pursuant to §25140 oftlic California Health and Safely Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (fl) defined as "hazardous substance" under §25316 of the California Health and Safety Code, .Division 20, Chapter 6.8 (Carpcntar-Preslcy-Tanner llazardous Substance ,Acoount Act), (Iii) defined era a "bwarduus material", "hazardous substance", or "hazardous waste" under §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 §25281 of the California Health and Safety Code, Division 20, Chapter 6,7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated byphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely .hazardous" pursuant to Article 11 of Title 22 of the California Adminiatrative Code, ,Division, 4, Chapter 20, (ix) dosignatod as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. 81317), (x) defined as a "hazardous waste" pursuant to Seed on 1004 of the Resource Conservation and Recovery Act, 42 U.S.C, 56901 et seq. (42 U.S,C. $8903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, and Liability Act, 42. U.S.C. 56901, et seq.(42 U,S.C- 56901). 22. f'OMPl IANCR WITH MYIRONMENTAL LAWS. To the hest ni`Tcnani.=Rcllcr's knowledge, the Premises and its use complies rwlth all appiivable laws and buvurnrnuntal regulations Including, without litnhation, 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 Reeov€ry and Comprehensive Environmental Response Compannation and Liability 25F-38 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 Rr ional Water Quality Control Board, the State Water Resources Control Board, the Envirornmontal protootion Agoney arAd all applicable &LIv,al,'tato and local agencies and bureaus. 23,—C—OUNTER'PARTS. This Agreement may be executed in counterparts and when so executed by both parties, each counterpart will constitute an original document. 24, BINDIN� �.. G t.VFECT. The terms, conditions, covenants and agrcomeni.v set forth herein shall apply to and bind the hoiri, oxccutors, adauinistratvr,, +usigns and successors of the parties hereto, 25. ENTIRE AGREEMENT. This Agreement contains the entire agreement between both parties; neither party relies upon any warranty or representation not contained in this Agroomont. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year set forth hereinabove. isiEnatutres appear on following page] 25F-39 Mailing Address of Tenant -Seller 2223 S. Bristol Santa Ana CA 92704 Mailing Address o03uyer 20 Civic Center Plana, M-30 Santa Ana, California 92701 Tenant -Seller Diane Rose Mendez I3y:-.l "3 2n� e,- Its: CIO,tYjR— Data: 1.9 Javier Mendez rAd' Orange County Community Funding, I.ne, Buyer THE Ci'I'Y OF SANTA ANA Raul Godinez II City Manager Date: Attest: Maria D, .Ruizar City Clerk 25F-40 Approved as to form: By; Jo i M.Fun$ A , istant City Attorncy Date:_ ZS -1 q — Recommended for Approval: 0 Fred Mousavipour Executive Director - public Works Agency 25F-41 LEGAL DESCRIPTION OF PROPFRTV Real property in the City of Santa Ana, County of Orange, Stato oFCa1i£ornia, danoribed er followo! LOT 189 OF TRACT 1192, I.N THE CITY OF SANTA ANA, COUNTY OF ORANGE, CAL,(PO,N.NIA AS PER MAP RECORDED IN UOUA Sy, PAUL(S) lb AND 17, OF MISCELLANEOUS MAPS IN TIIE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. APN; 015-194.28 10 25F-42 EXHIBIT B-WROV)KMENTS PERTAINING TO THE REALTY L QG p T T DVSCRTPn0N:V uEN IMPRO'VEMENTSPERTAININGTOTHEREALTV N A � RAN PLACE OLV E d L 25F-43 (NWFREj. WE'Afoed, AaM, W:(�awP iEcl'irfa 758 1 1 LOT CVO IN P'ER'IORCCNUI KVCI ION43A I NNUUu1 Q U ;WA4 G G 24322 (NVPRE) 15 2 (52)SF TILE FLOORING, NATURAL STONE 3 (5)Uf GRANITE COUNTER 24ZB 4 (S)LF CABINET, SOLID WOOD, NATURAL FINISH, ( LOT CIO INTERIOR .UPGRADL=S'-I"AWNIE.ROFFICE G G 24421 3,460 GERAMICORON FLUSH MOUNTED SINK, UPGRADED 16 (1,)BUILT-IN,EN7 RTA1NMENTCEATrRSWALL BRONZE FINISH SINGLE NECK FAUCET 5 CAU INC FTR ', 6W>Mr, W OOD, PAINTED, 3 G'LA55 B 1 LOT CEO INTERIOR CONSTRUCTION THROUGHOUT A A",q (NVPRE) 19 7 Co7)SF INTEREOR WALL, WOOD FRAMING, DBL 20 DRYWALL COVER, TEXTURED, PAINTED7 (464)SFOF INTERIOR WALL, OFFICES, WOOD FRAME, 243'9 DBL DR`rNALL CONSTRUCTION 2'$ IB (2) WINDOW, SLIDE. DBL PANE, 24" X35", 575 0 9 (T.). FRtNC7P1 IUUUK WOOL), 3VX78'H 10 (1) WINDOW, SLIDE', UN(. PANE, 24"X36", 11 (1.0) LF CAEMN'ET AND SHE:L'UI NG, WOW, PARENTED F .A 2436 12 (3); WINDOW, 'INTE'RK)Rl 24 X38", U5L PANE, SLIDER '.l3 (120)3FTILE,CER,AMIC,12" A A, 243T 25F-43 1 LUI rt dU VVINUEJIN COVER 758 5a0 2S 14 (21, W'INDO'W SHUTTEK 43"X4V, WOOD G G 24322 15 (21 WINDOW SHUTTER 50750`, WOOD G G 16 17 ( LOT CIO INTERIOR .UPGRADL=S'-I"AWNIE.ROFFICE G G 24421 3,460 2,785 0 16 (1,)BUILT-IN,EN7 RTA1NMENTCEATrRSWALL CAU INC FTR ', 6W>Mr, W OOD, PAINTED, 3 G'LA55 DOORS, 19 (33)LF X3SH, 4WAMSCOTING„ WOOD, PAINTED (NVPRE) 20 (49)LF 6. CROWN MOLDING, WOOD, PAWTED f FVPRZ) 21 2'$ 1 WINDOW C'O'VER (EDISF, VER'TIC'AL OLINDS, PLASTIC, 3" A A 9m 575 0 PANELS 23 24 1 FLOORING, (45MF WOOD LAMINATRE, fNVPRE) G G 2434 25 2E 1 ALARM SYSTEM, (1) MOTION 'SENSOR 256 oG5 0 EXTERIOR y 2 2E 1 LOT WO IMPROVEt1EIff5 (NVPfif) A .A 1,400 29 (79.S7sF OF BRWKF,NTRYWtaAY W4(aULLNOSE BRICK TRIM 25F-43 L q c Q T 00CRLPTIOI9:. Q u !I RCN FNIV IN OLV N Y IIAP'RQVEMiENT�'3 PERTRIC711 G 70 TM RMALTY N N � PLACE E D L 31 (119.5'XI0.9" ENTRMA1f'CANOPY, WOOD CON9TRLIOTioN, OhIIPsQRD R017F1PVG. GOMPLs((E COVER, PAINTED 32 33 1 5X T PRIOR WALL ACCENT, FLAGSTONE VENEER, (95)LF (MVPRE,I 34 35 3 MATURE TREES, I -Q CEEN2-FICUS C'MIFPRE; M 37 1 SIGNAGE, 4'XV,1LL'UM, MTL CMI.MET, DSL SIDED, PLASTIC SURFACE 38 39 1 PLANTER PART!ITIO N-(MVPRE) 40 41 1 MERIOR'UGHTINGC1C 42 (1') DHL BUL5, SPOT, MOTION SENSOR 43 (1) SECURITY LI GILT FCXFURE. ROOF MOUNTED LIGHT, Hi -PRP -'S5 SODIUM BULB 44 45 1 CARPOWr, 78Mr, 4"7,811.OXM, x.74 WOOD FRAIpI'IE CONSTRUCTION, CCIFIR6 QATEQ, GALV STL CO'VEA (NVrPRE) 4& 47 1 CONCRETE, DERIVE AND PAR1iM, (31)MAF, 8" RP_INFDRCED (ALL CO'N•CRErr: POURED AT SAME TIME. V90 APPF ARS OLDER DUE TO WEATHER AT TIME OF POUR, FEE DWN><R' 9HOWVED PICTURES OFPOUR WHICIA VERTFIESI (AIVPR93 G G 2457 A A 2489 A A 2454 5,832 3,791) 8 245"4 A A 525 5135 p F L 245@ G A 2455 4R 49 TOTAL IMPROVEMENTS PERTATNING TI1 TI1'E MALTY 'S 12.524 MIS 3 25 51 12 25F-44 EXIIIBIT C - MOVABLE EQUIPMENT CITY OF SAKT'AAN4 ACC FUNDING 2223 S. BRgST'OL C(O SOURI AMIRAN I FAIR MARKET VALUE @N -PLACE 0010, SOURCG ENOINrcRINra DATE OF VALUE: OCT OBER 7,201D L 4 DESCRIPTION: C 'q T TENmT MC'WEABLE FURRN)TBR£, PIXTLIRE'S AND ° u PIC N RCN rrAV m OLV e v EDUIPn7rN7 N A PLACE 7 2 3 4 5 5 7 6 4tl 11 12 13 14 15 10 17 18 19 20 21 22 23 24 a5 2B 2T 28 29 tq 31 32 33 04 35 36 37 38 39 40 4'1 42 7 LOT 00 MISC COMPUTER.' EQUIPMENT (1) MONITOR, FLAT SCREEN, 27, VI'EWSONIC (3) CPU, DELL, XPS (3 MOWTOR, 177 (I FPJNTER, 8AM$VmQ, M4WQ (2) MONUOR. IT (1) PP?,iNTER, BROTHER (2) W, MRP, rQUIOS, 47' {�) CPU, GENERIC (j PFJNTER, HP LF42M IID CPU, HP MEDIA CENTER PO ((1 PRINTER, CANON, MFC (16 ROUTER AND AW INTERNET CONNECTION NOT (1) PRINTER, VROTHER MFC 07M (1) PRINTER BROTHER MFC, 7420 (1'J9 COPIER, 5ER3X, CCC CENTER, 43DDC P A 2438 (1i P1.31NTER, HP PHOTOS AART7960 (1) MINTER, BROTHER, 6410d 1 4UTW PEnSMAL MUSIC EQUIPMENT INCLUDING 243C, BUT NOT LIMITED TO. SOUND BOARD, GUITAR AMP. PA SYSTEM,. NCT VALUED 1. LW UO OFFICE FURNITURE .AM A (8)cHAIRS, GUEST, FAUX LEATHER, CHROME SLED FRAME (4) CHAIR IXEC, LEATHER, R BACK (3 CHAIR, AS T, MISC FABRIC, ARMS, MISC STYLES (2) MANAGER CHAIR, FULL ERGO, FABRIC SEAT, MESH BACK (5) a -AIRS, GUE a7, FASRIC, NATURAL WOOD, STL FRAME V, UHAIR�5, QUI4i 1, 1§ I L H1ANIE 1 LOT CIO OFFICE DESKS F A (1) WOODILAM. 647, 054. PEO, a DRWR �1)WOODILgAAND OAK TRIM, TOP, 5DRWR 1) COMPUTER STATION, WOOD, V PWOODfLAh84NGLE PEI), D(1WR, V (1) VECCDILAM, SWGL'E PED 2 DRWR, W 'I LUI M MATCHING FURNITURE, (1) WOOD AND P& A WOOD LAMINATE, 7U' DEAF, WICURVED FRONT TCP' (2) FILE CABINETS, 2 DRWR,'3W LA7ER/AL 25F-45 9,733 4,360 400 4.213 1,605 200 21,500 580 50 2441 1.008 4;0 50 CfIY OF 5A6NTA ANA OCC FUNIa'{NG 2223 9, BRISTOL 'W SOURIANTIRANI FAIR 'MARKET VALUE IN-PLACE COIL SOURCE ENdINEERING DATE OF VALUE: OCT08ER7, 2415 I DESCRIPTION: T 6 w � ' FmV IN TENANT MOVEABLE FURNRURE, FOnRES AND PIC 1I RCN OLV' A PLACE, E Y EQUIPMENL© 43 (1) FILE CABINET, 2 ORWR, Uf COUNTER 44 45 1 LOT GIC} MATCHING FURNITURE, WILAM A A 2442 4,971 3,230 300 COUNTERS, PLASTIC' SURFACE DOORS, DECD STYLE, 45 (1)DI='St1 77, D3L PED,.5 DRWR 41 (1) WALL CASINE7,12,6'7C7 0"H, INCLUDING 1 FULL HIEoH7'oOc7 48 ('1)FULL HEIGHT GLASS'SHEVINGUdIT, .49 (1) CFIADENYA COUNTER AND CIHEAb SHELF, 67"' 80 51 ) LET b(d RI F CA3TIM A A 3,225 1.250 900 52 (2) HON, MdTL. 4 DRWR, LETTER. 53(a) MSL, 4 HNWA, LATERAL, j&54 (r WOOD, 6 ORWR, LEGAL, 62731Yfay 1 p Ntit., 2. iRWR, LAYERAL,16- FA (7) NM A•DRWR, I ATFRAI, 18" 57 (2 M. 2lORWR, LEGAL 58 (1 ) NMN 4DRWR,SECURITY, FIRE, LEG4,L31"DP 53 60 7 PHONE SETS, $80, LW DI$PLAY, MULTILINE 6'I 62 1 LOT 00 WALL ART, 5 FIECES,X X.'1ti"'1iYP SIZE 63, U. 1 LOT, C..OMISC'C4MPUT✓;REQUIPMENT 65 ())'BOOKCMSE,3TER. BT 'E5 (1) TABLE,4E7, POLDING 61 JI) VX. A -RlRf5 , UPRIGHT, CONTOUR "59 '�S MISC,COR'OIJESSPHONESM X65 p2 aDOROASI=, WOOD. 3'TIES, NATURAL I' IM1MGI 1, 20" 7C (1) WLLETIN, BOARD;,ZKV 71 (1) PRIN1"RSTANI7,'TXZ 72 1TA5 LE, COrFEE;WOODAAM, " 73 1; 5'9ARITIFICAL PLANT, T 74 75 TOTAL MOYCAPL,C:FF8E 76 25F-46 A A 2445 2,093 700 79 A A 646 380 50 785 275 40 $20.5.72 EiDlASO EXHIBIT 0 RECORDING REQLIEYt'LI) 13Y: THE CITY OF SANTA ANA AND WHEN RECORDED MAIL 10: Clerk of the Council City of Santa Ana 20 Civio Center Plaza, M-30 Santa Ana, Callfomla 92701 Exempt from Recording Fee Exempt from County Assessor's Parcel Number: 015-194-28 (2223 S, Bristol, Santa Ana, CA 92704) Transfer Tax FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, DIANE ROSE MENDEZ, JAVIER MENDEZ DBA JIM REALTY, AND ORANGE COUNTY COMMUNITY FUNDING,INC. REMISE, RELEASE AND FOREVER QUITCLAIM to the THE CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of Califomia, the real property In the City of Santa Ana, County of Orange, State of Calitamia, described as all right title and interest in and to the following degcrihed real property in Exhibit A including any and all leasehold interest, title and Interest in and to the improvements pertaining to the realty which are attached or affixed in any manner to the following described real property specifically including, but not limited to the items in Exhibit B, list of Improvements Pertalning to the Realty, (fixtures and equipment), and Exhibit C, list of Movable Equipment attached hereto and by this reference made a part hereof, which are either generally or for purpose of this deed a part of that parcel of real property in the City of Santa Ana, County of Orange, State of California, described as follows: Grantor for himself, his heirs, representatives and assigns covenants and warrants that: 1) Grantor is the sole owner of the itemized Improvements Pertaining to the Realty and Movable Equipment conveyed by this Quitclaim Deed free from all liens and encumbrances, and 2) Grantor will defend the title and quiet enjoyment of the real property described above, Including all Improvements Pertaining to the Roalty, cgolnet all demands and ataims of all persons. SEE EXHIBIT "A" &'B" and "C" ATTACHED HERETO AND BY THIS REFERENCE MADE A PAR f HHHECIH IN WITNESS HEREOF, the granter homto has r_auand thig Qiffnlaim Deed to be executed as of thisvhy of &Ry'2018. 5F-47 Data: rat !! J Is g /,//-/ 9 ACKNOWLEDGMENT p ne'tary publi— cur queer officer completing thio certificate verifies only the identity of the Individual who signed the document to which this certificate Is attached, and not the truthfulness, accuracy, or validi of that document. State of CalifoLnia County of_, Rrha___ ) On.Unra4la `i L "��7f4a before me pAuLt —ME �a! F�t3c (insert irerne and tt of —the ct�, affloor) personmlly appeared . ti �PrsG bt vw pa. ,4ND JAV 1 E t E i" , wllo proved to me on the basis of satisfactory evidence to be the person whose namei6Y subscribed to the within instrument and acknowledged to me that WshejtD executed the same in t}iS7,1 e aUthoriZed Capacit ie , and that by biet'Lteggp signaturee;Don the instrument the person sor the entity upon behalf of which the persop acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the ruregoing paragraph is true and correct. r� BRAl1l,tA MENoEZ� D AI)LIO 223797 JN4D WITNESS my -hand and official seal. .�^ NOTARY PUBLIC- CALIFORNIA ORANdt COUNTY Q COMM. EXPIRES DEC' 1, 2021" QtitYd$.A41M 1 �D ^ PARGSL JVUMGVR 015.14W-26'�Z2 .,� S.F @tSib4 �i'. anM iP-)a 4) 25F-48