HomeMy WebLinkAboutContracts & Agreements_217-2016 SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT AND
JOINT ESCROW INSTRUCTIONS
This Second Amendment (the "Second Amendment") to that certain PURCHASE AND
SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS dated June 7, 2016 (the "PSA") is
made and entered into as of October 18, 2016 by and between CITY OF REDLANDS, a
municipal corporation ("Seller"), and VANTAGEONE REAL ESTATE INVESTMENTS V,
LLC, a California limited liability company or assignee ('Buyer"), as follows:
RECITALS
A. Effective on June 7, 2016, Buyer and Seller entered into the PSA providing for the purchase
and sale of that certain real property located at 212 Brookside Avenue, Redlands, California
("the Property"), and on June 14, 2016, opened Escrow Number 23076941-012-JDL at
Fidelity National Title Company ("Escrow") to complete the purchase and sale of the
Property.
B. Buyer and Seller desire to amend the PSA to extend certain contingency approval deadlines
and the Closing Date.
C. Capitalized terms as used in this First Amendment shall have the same meaning set forth in
the PSA.
In consideration of these Recitals and the conditions and covenants below, Buyer and Seller
hereby agree as follows:
TERMS
1. Paragraph 7.1 of the PSA shall be and is hereby amended to provide that the Closing Date
shall be and the Closing shall occur on October 20, 2016.
2. In case of any conflicts between the PSA and this Second Amendment, the terms of this
Second Amendment shall prevail. Otherwise, except as expressly amended hereby, the
PSA and Second Amendment shall remain in full force and effect.
SIGNATURES ON FOLLOWING PAGE
IAealdjmlAgreements1212 Brookside 2nd Amendment.doc - 1
BUYER: SELLER:
VANTAGEONE REAL ESTATE CITY OF REDLANDS, a municipal
INVESTMENTS V, LLC, a California corporation
limited liability company
By
By: Paul W. Foster, Mayor
Thomas N. Robinson
Its: Managing Member
ATTEST:
Sam. lrwin, City Clem `
Acknowledged and Accepted:
FIDELITY NATIONAL TITLE COMPANY
Janette DeLap, Vice President
Senior Commercial Escrow Officer
t:\car\d_ 12 Brookside 2nd Amendnient-doc - 2
File No.:
Escrow No.:
RECORDING REQUESTED BY FIDELITY
TITLE INSURANCE COMPANY, AND WHEN
RECORDED, RETURN TO AND MAIL TAX
STATEMENTS TO:
VantageOne Real Estate Investments V,
LLC
a California limited liability company
4 Corporate Plaza, Suite 210
Newport Beach, CA 92660
Attn: Thomas N. Robinson
FOR RECORDER'S USE
APN Numbers 0171-101-01, 0171-101-02, 0171-101-03, 0171-101-04,
0171- 101-05, 0171-211-15, 0171-211-17, 0171-211-25
DECLARATION OF RESTRICTIONS
This Declaration of Restrictions (Restrictions") is made as of October 18, 2016 by the CITY OF
REDLANDS, a municipal corporation ("Seller"), and VantageOne Real Estate Investments V,
LLC a California limited liability company ('Buyer") as follows:
1. General. Seller and Buyer have entered into a Purchase and Sale Agreement
dated June 7, 2016 pertaining to that certain real property located at 212 Brookside Avenue in
the City of Redlands, San Bernardino County, State of California and legally described on
Exhibit "A" attached to and made a part of this Declaration (the "Property").
2. Use Restrictions. In return for valuable consideration, Seller and Buyer agree that
the Property shall be subject to the following restrictions:
From the date that this Declaration is recorded [until the
Expiration Date], no person may construct on the Property (i) a
grocery store, (il) a drug store, or(iii) a drive-through lane serving
any other business operated on the Property (collectively, the
"Prohibited Uses"; individually, a "Prohibited Use").
Except as set forth below, the Use Restrictions shall remain in
effect for twenty five (25) years from date this Declaration is
recorded.
Notwithstanding the foregoing, upon mutual agreement, Buyer and Seller
reserve the exclusive right to modify any or all of this Declaration to permit
certain Prohibited Uses as they shall in their sole discretion determine to be
reasonably compatible with development of the Property. Any modifications
shall be evidenced by written and recorded documentation.
EXHIBIT "A"
LEGAL DESCRIPTION
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF REDLANDS, COUNTY OF SAN
BERNARDINO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:
PARCEL A:
LOTS 1 THROUGH 5, INCLUSIVE OF BLOCK 1 OF TOWN PLAT OF REDLANDS, IN THE CITY OF
REDLANDS, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN
BOOK 5, PAGE 10 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
APN(s): 0171-101-01-0-000 THROUGH 0171-101-05-0-000, INCLUSIVE
PARCEL B:
LOT 7 OF STONE'S SUBDIVISION IN THE CITY OF REDLANDS, COUNTY OF SAN BERNARDINO, STATE
OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 5, PAGE 37 OF MAPS, IN THE OFFICE OF THE
COUNTY RECORDER OF SAID COUNTY.
EXCEPT THEREFROM THAT PORTION OF SAID LAND MORE PARTICULARLY DESCRIBED AS
FOLLOWS:
BEGINNING AT THE NORTHERLY CORNER OF SAID LOT ON THE EASTERLY LINE OF LOT 1, BLOCK
"C" OF PELLER, PRATT AND KENDALL'S SUBDIVISION SOUTH OF THE SOUTHWEST CORNER OF
SACRAMENTO AND FIRST STREETS;
THENCE ALONG THE EAST LINE OF SAID LOT 1, 97.1 FEET;
THENCE NORTH 150 3' EAST 88.3 FEET TO THE CONTINUATION OF FIRST STREET;
THENCE NORTH 620 47' WEST ALONG THE SOUTHWESTERLY LINE OF THE CONTINUATION OF FIRST
STREET, 25.83 FEET TO THE POINT OF BEGINNING.
AP N(s): 0171-211-15-0-000
PARCEL C:
LOT 1 OF BROOKSIDE AVENUE SUBDIVISION, IN THE CITY OF REDLANDS, COUNTY OF SAN
BERNARDINO, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 17, PAGE 1 OF MAPS, IN
THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
TOGETHER WITH THE SOUTHEASTERLY 112 OF THE 12 FOOT WIDE ALLEY AS SHOWN ON THE MAP
OF STONES SUBDIVISION AS PER PLAT RECORDED IN BOOK 5 OF MAPS, PAGE 37 THAT ADJOINS
SAID
LOT 1 OF BROOKSIDE AVENUE SUBDIVISION ON THE NORTHWEST AS ABANDONED BY THE CITY OF
REDLANDS BY RESOLUTION NO. 7667 RECORDED SEPTEMBER 8, 2016 AS INSTRUMENT NO. 2016-
0368219 OF OFFICIAL RECORDS.
AP N(s): 0171-211-17-0-000
PARCEL D:
THOSE PORTIONS OF FIRST STREET AND SECOND STREET, IN THE CITY OF REDLANDS, COUNTY OF
SAN BERNARDINO, STATE OF CALIFORNIA, AS SHOWN ON TOWN PLAT OF REDLANDS, ON FILE IN
BOOK 5, PAGE 10, STONE'S SUBDIVISION, ON FILE IN BOOK 5, PAGE 37, AND BROOKSIDE AVENUE
SUBDIVISION, ON FILE IN BOOK 17, PAGE 1, ALL OF MAPS, IN THE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY, BOUNDED AND CONTAINED BY THE FOLLOWING DESCRIBED LINE:
BEGINNING AT THE SOUTHEAST CORNER OF LOT 1, BLOCK 1, TOWN PLAT OF REDLANDS;
THENCE WESTERLY ALONG THE SOUTH LINE OF LOTS 1, 2, 3, 4 OF SAID BLOCK 1 AND
NORTHWESTERLY ALONG THE SOUTHWESTERLY LINE OF THAT CERTAIN UNNUMBERED LOT
BLOCK 1 TO THE WEST LINE OF SAID BLOCK 1, SAID LINE BEING ALSO THE EAST LINE OF FIRST
STREET;
THENCE SOUTHWESTERLY ACROSS FIRST STREET FROM SAID AFOREMENTIONED POINT TO THE
MOST NORTHERLY CORNER OF TRIANGULAR SHAPED LOT 7 OF STONE'S SUBDIVISION;
THENCE ALONG THE NORTHEASTERLY LINE OF LOT 7 AND LOT 6 OF STONE'S SUBDIVISION TO THE
MOST EASTERLY CORNER OF LOT 6;
THENCE SOUTHWESTERLY ALONG THE SOUTHEASTERLY LINE OF LOT 6 TO A POINT, SAID POINT
BEING THE INTERSECTION OF THE NORTHWESTERLY PROLONGATION OF THE NORTHEASTERLY
LINE OF LOT 1 BROOKSIDE AVENUE SUBDIVISION SAID POINT BEING ALSO A PERPENDICULAR
DISTANCE OF 10 FEET FROM SAID NORTHEASTERLY LINE OF SAID LOT 6 STONE'S SUBDIVISION;
THENCE SOUTHEASTERLY ALONG THE NORTHEASTERLY LINE PROLONGED AND SAID
NORTHEASTERLY LINE OF LOT 1 BROOKSIDE AVENUE SUBDIVISION TO THE MOST EASTERLY
CORNER THEREOF, SAID CORNER BEING ALSO THE NORTH LINE OF BROOKSIDE AVENUE, A
STREET
OF 100-FOOT RIGHT-OF-WAY AS SHOWN ON SAID MAP;
THENCE NORTHEASTERLY ALONG THE PROLONGATION OF THE NORTHERLY LINE OF BROOKSIDE
AVENUE 69.78 FEET TO A POINT WHICH IS 52.32 FEET MEASURED SOUTHWESTERLY ALONG SAID
NORTH LINE OF BROOKSIDE AVENUE FROM ITS INTERSECTION WITH THE CENTERLINE EXTENDED
OF EUREKA STREET, A STREET OF 50-FOOT RIGHT-OF-WAY AS SAID EUREKA STREET IS SHOWN ON
MAP OF ORANGE GROVE ADDITION AS PER PLAT RECORDED IN BOOK 4, PAGE 38 THEREOF,
RECORDS OF SAID COUNTY;
THENCE ALONG A TANGENT CURVE OF 12 FOOT RADIUS, CONCAVE TO THE WEST, THROUGH AN
INCLUDED ANGLE OF 890 53' 30" 18.83 FEET;
THENCE ALONG A TANGENT NORTH 330 33' 30" WST 26.60 FEET;
THENCE ALONG A TANGENT CURVE OF 220 FOOT RADIUS CONCAVE TO THE NORTHEAST THROUGH
AN INCLUDED ANGLE OF 120 40' 12"A DISTANCE OF 48.27 FEET TO THE EAST LINE OF SAID LOT 1
BLOCK 1, TOWN PLAT OF REDLANDS;
THENCE SOUTH ALONG THE EAST LINE OF LOT 1 TO THE POINT OF BEGINNING.
APN(s): 0171-211-25-0-000
(See,signatures on the next page)
Dated: q 2 016 SELLER:
CITY OF REDLANDS, a municipal
corporation
'g
By.
Paul W. Foster, Mayor
ATTEST:
Sam Irwin, tfity-berk
Dated: IC'elizil201
1�016 BUYER:
VANTAGEONE REAL ESTATE INVESTMENTS V,
LLC, a California limited iiability company
By:
Thomas N. Robinson
Its: Managing Member
(ATTACH NOTARY ACKNOWLEDGMENTS)
CALIFORNIA Lair LCIVIL CODE § 1189
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
y r
County �
Obeforeme'
ate _ _._
D ,Fere Insert Name and Tit e of the Officer
personally appeared (It.a. " t , e)
Name(s) of Signer(s)
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed' the same in
his/her/their authorized capacity(ies), and that by his/her/their signature(s)on the instrument the person(s),
or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws
of the State of California that the,foregoing paragraph
is true and correct.
BRENDA BOON
WITNESS my hand an official seal.
d offic.
WNotary
ommission #2146092
Public-CaliforniaSi naturean Bernardino County 9 onan.Ex 'res Mar t',2C2t1 Signature o'f Notary Public
Place Notary Seal Above _ OPTIONAL
Though this section is optional, completing this information can meter alteration of the document or
fraudulent reattachment of this form to an unintended document,
Description of Attached Document
" _ eNamed
Document Gate:iiTf Ioument _____..__.q __---
Number of
_
Vumberof Pages: Si net s Other Thanam d above
_._.._..
Capacity(les) CI1t ed by Signer(s)
Signer's Name &'"1je" CJ U) T-o., fir..;r Signer's Name:
1-1 Corporate Officer — Tirale(s): ._.__...w.___.........,__ .w..w I .l Corporate Officer — Title(s): _m
1:] 'Partner — I Limited I General I...] Partner — I:] Limited 1 General
Individual I l attorney in Fact ] Individual I:;!attorney in Fact
V1 Other: f i Other: Guardian or Conservator
Conservator r i Trustee
Signer Is Representing. CETT r � �����° �° �__ Magner Is Representing�
t a
02014 National Notary association ^ www.National Notary.org 1-800-US NOTARY (1-800-876-6827) Item #f 90'7
ACKNOWLEDGMENT (Buyer)
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 Orange )
On , before me, ,
personally appeared
who proved to me on the basis of satisfactory evidence) to be the person(s) whose
name(s) is/are subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of
which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
(Signature)
LEGAL DESCRIPTION OF THE REAL ESTATE
(See Exhibit "A" following this cover sheet.)
EXHIBIT "A"
LEGAL DESCRIPTION
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF REDLANDS, COUNTY OF SAN
BERNARDINO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:
PARCEL A:
LOTS 1 THROUGH 5, INCLUSIVE OF BLOCK 1 OF TOWN PLAT OF REDLANDS, IN THE CITY OF
REDLANDS, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA,AS SHOWN BY MAP ON FILE IN
BOOK 5, PAGE 10 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
APN(s): 0171-101-01-0-000 THROUGH 0171-101-05-0-000, INCLUSIVE
PARCEL B:
LOT 7 OF STONE'S SUBDIVISION IN THE CITY OF REDLANDS, COUNTY OF SAN BERNARDINO, STATE
OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 5, PAGE 37 OF MAPS, IN THE OFFICE OF THE
COUNTY RECORDER OF SAID COUNTY.
EXCEPT THEREFROM THAT PORTION OF SAID LAND MORE PARTICULARLY DESCRIBED AS
FOLLOWS:
BEGINNING AT THE NORTHERLY CORNER OF SAID LOT ON THE EASTERLY LINE OF LOT 1, BLOCK
"C" OF FELLER, PRATT AND KENDALL'S SUBDIVISION SOUTH OF THE SOUTHWEST CORNER OF
SACRAMENTO AND FIRST STREETS;
THENCE ALONG THE EAST LINE OF SAID LOT 1, 97.1 FEET;
THENCE NORTH 15° 3' EAST 88.3 FEET TO THE CONTINUATION OF FIRST STREET;
THENCE NORTH 620 47' WEST ALONG THE SOUTHWESTERLY LINE OF THE CONTINUATION OF FIRST
STREET, 25.83 FEET TO THE POINT OF BEGINNING.
APN(s): 0171-211-15-0-000
PARCEL C:
LOT 1 OF BROOKSIDE AVENUE SUBDIVISION, IN THE CITY OF REDLANDS, COUNTY OF SAN
BERNARDINO,STATE OF CALIFORNIA,AS SHOWN BY MAP ON FILE IN BOOK 17, PAGE 1 OF MAPS, IN
THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
TOGETHER WITH THE SOUTHEASTERLY 112 OF THE 12 FOOT WIDE ALLEY AS SHOWN ON THE MAP
OF STONES SUBDIVISION AS PER PLAT RECORDED IN BOOK 5 OF MAPS, PAGE 37 THAT ADJOINS SAID
LOT 1 OF BROOKSIDE AVENUE SUBDIVISION ON THE NORTHWEST AS ABANDONED BY THE CITY OF
REDLANDS BY RESOLUTION NO. 7667 RECORDED SEPTEMBER 8, 2016 AS INSTRUMENT NO. 2016-
0368219 OF OFFICIAL RECORDS.
APN(s): 0171-211-17-0-000
PARCEL D:
THOSE PORTIONS OF FIRST STREET AND SECOND STREET, IN THE CITY OF REDLANDS, COUNTY OF
SAN BERNARDINO,STATE OF CALIFORNIA, AS SHOWN ON TOWN PLAT OF REDLANDS, ON FILE 1N
BOOK 5, PAGE 10, STONE'S SUBDIVISION, ON FILE IN BOOK 5, PAGE 37,AND BROOKSIDE AVENUE
SUBDIVISION, ON FILE IN BOOK 17, PAGE 1, ALL OF MAPS, IN THE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY, BOUNDED AND CONTAINED BY THE, FOLLOWING DESCRIBED LINE:
BEGINNING AT THE SOUTHEAST CORNER OF LOT 1, BLOCK 1, TOWN PLAT OF REDLANDS;
THENCE WESTERLY ALONG THE SOUTH LINE OF LOTS 1, 2, 3,4 OF SAID BLOCK 1 AND
NORTHWESTERLY ALONG THE SOUTHWESTERLY LINE OF THAT CERTAIN UNNUMBERED LOT
BLOCK 1 TO THE WEST LINE OF SAID BLOCK 1, SAID LINE BEING ALSO THE EAST LINE OF FIRST
STREET;
THENCE SOUTHWESTERLY ACROSS FIRST STREET FROM SAID AFOREMENTIONED POINT TO THE
MOST NORTHERLY CORNER OF TRIANGULAR SHAPED LOT 7 OF STONE'S SUBDIVISION;
THENCE ALONG THE NORTHEASTERLY LINE OF LOT 7 AND LOT 6 OF STONE'S SUBDIVISION TO THE
MOST EASTERLY CORNER OF LOT 6;
THENCE SOUTHWESTERLY ALONG THE SOUTHEASTERLY LINE OF LOT 6 TO A POINT, SAID POINT
BEING THE INTERSECTION OF THE NORTHWESTERLY PROLONGATION OF THE NORTHEASTERLY
LINE OF LOT 1 BROOKSIDE AVENUE SUBDIVISION SAID POINT BEING ALSO A PERPENDICULAR
DISTANCE OF 10 FEET FROM SAID NORTHEASTERLY LINE OF SAID LOT 6 STONE'S SUBDIVISION;
THENCE SOUTHEASTERLY ALONG THE NORTHEASTERLY LINE PROLONGED AND SAID
NORTHEASTERLY LINE OF LOT 1 BROOKSIDE AVENUE SUBDIVISION TO THE MOST EASTERLY
CORNER THEREOF, SAID CORNER BEING ALSO THE NORTH LINE OF BROOKSIDE AVENUE, A STREET
OF 100-FOOT RIGHT-OF-WAY AS SHOWN ON SAID MAP;
THENCE NORTHEASTERLY ALONG THE PROLONGATION OF THE NORTHERLY LINE OF BROOKSIDE
AVENUE 69.78 FEET TO A POINT WHICH IS 52.32 FEET MEASURED SOUTHWESTERLY ALONG SAID
NORTH LINE OF BROOKSIDE AVENUE FROM ITS INTERSECTION WITH THE CENTERLINE EXTENDED
OF EUREKA STREET,A STREET OF 50-FOOT RIGHT-OF-WAY AS SAID EUREKA STREET IS SHOWN ON
MAP OF ORANGE GROVE ADDITION AS PER PLAT RECORDED IN BOOK 4, PAGE 38 THEREOF,
RECORDS OF SAID COUNTY;
THENCE ALONG A TANGENT CURVE OF 12 FOOT RADIUS, CONCAVE TO THE WEST, THROUGH AN
INCLUDED ANGLE OF 890 53' 30" 18.83 FEET;
THENCE ALONG A TANGENT NORTH 330 33' 30"WST 26.60 FEET;
THENCE ALONG A TANGENT CURVE OF 220 FOOT RADIUS CONCAVE TO THE NORTHEAST THROUGH
AN INCLUDED ANGLE OF 120 40' 12"A DISTANCE OF 48.27 FEET TO THE EAST LINE OF SAID LOT 1
BLOCK 1, TOWN PLAT OF REDLANDS;
THENCE SOUTH ALONG THE EAST LINE OF LOT 1 TO THE POINT OF BEGINNING.
APN(s): 0171-211-25-0-000