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HomeMy WebLinkAboutDeeds & Easements_R-26 AGREEMENT FOR SALE OF WATER STOCK AND TEMPORARY USE OF WATER This Agreement is entered into this 1st day of August 2000 (theEffecti ve Date"),by and between the City of Redlands, (hereinafter "City") and S-P East Highlands, LLC, a California limited liability company (hereinafter "Company") RECITALS WHEREAS,Company owns six thousand five hundred seventy-nine(6,579)shares of capital stock in the Bear Valley Mutual Water Company("BVMWC"),hereinafter the("Shares"),which Company agrees to sell to City,and WHEREAS, City desires to purchase the Shares from Company for the sum of Nine Hundred Fifty-Three Thousand Nine Hundred Fifty-Five Dollars ($953,955 00) (the "Purchase Price"), and WHEREAS,immediately upon City' s purchase of the Shares,Company desires to obtain from City the right to temporary use of the water represented by the Shares(the"Stock Water',)for the purpose of irrigating Company' s property described on Exhibit "A" to this Agreement, NOW,THEREFORE,in consideration of the mutual promises contained herein,the parties agree as follows I Purchase and Sale of Shares Company shall sell the Shares to City for the sum of Nine Hundred Fifty-Three Thousand Nine Hundred Fifty-Five Dollars($953,955 00),and City shall pay such sum to Company concurrent with Company' s delivery to City of the stock certificate representing the Shares 2 Close of Sale Within ten(10)days after the Effective Date of this Agreement, Company shall cause the stock certificate representing the Shares to be delivered to City in exchange for City' s check made payable to Company in the amount of the Purchase Price 3 Temporary use of Stock Water A Concurrent with its delivery of the stock certificate representing the Shares,Company shall pay to City the sum of Six Thousand Five Hundred Seventy-Nme Dollars($6,579)for the right of temporary use of the Stock Water for a period of one(1)year from and after the Effective Date of this Agreement Company shall have options to acquire temporary use of the Stock Water for an additional two years, and may exercise each of those options by giving written notice to City by May 1,2001 and May 1,2002,respectively and by making payment to City in the amount of$6,579 for use of the Stock Water by August 1, 2061, and the same payment by August 1, 2002, respectively I B Company acknowledges and agrees that the Stock Water is not suitable for human consumption without proper treatment Company also acknowledges and agrees that the specific amount,quality,delivery rate and availability of the Stock Water is solely within the discretion of GVROJECTS CURRENMAST HIGHLANDS RANCHNSALES\WATER STOCK CITY OF REDLAINDS\SPRING PACIFIC WATER STOCK AGREEMENT WED I { BVMWC City makes no guarantee,warranty or promise regarding the amount,quality,deliver rate or availability of the Stock Water, and shall have no liability therefor to Company y i C For each year that Company obtains the right of temporary use of the Stock Water, 7 Company shall reimburse to City the cost incurred by City in paying to BVMWC the annual assessment for the Shares,and any other charges levied by BVMWC upon the Shares or the Stock Water Company's reimbursement shall be made to City within thirty(30)days of the date of City's written invoice to Company for the same D Nothing in this Agreement shall give Company any right,title or interest in the Shares or the Stock Water,except for the right of temporary use of the Stock Water on the property described in Exhibit"A' pursuant to the terms and conditions stated herein 4 Notice Notice given to either party shall be in writing and delivered in person{actual,or by courier}or by registered or certified mail,postage prepaid,return receipt requested,and shall be deemed communicated as of mailing or,in case of personal delivery, upon receipt Notice to City Notice to Company Douglas Headrick,P E William J Griffith Chief of Water Resources Managing Director City of Redlands S-P East Highlands,LLC P O Box 3005 c/o Spring Pacific Properties, LLC Redlands,California 92373 15751 Rockfield Boulevard,Suite 100 Irvine,California c 5 Attornevs' Fees In the event any action is commenced to enforce or interpret erpret any term or condition of this Agreement the prevailing party shall,in addition to any costs and other relief, be entitled to the recovery of its reasonable attorneys' fees 6 Entire Aereement This Agreement represents the entire Agreement between the parties hereto as to the subject matters contained herein 7 Counterparts This Agreement may be executed in two or more counterparts and each shall be deemed an original 8 Assimnment This Agreement shall be binding upon and inure to the benefit of the successors and assigns of the parties 9 Governme Law This Agreement shall be governed by and construed in accordance with the laws of the State of California 10 Amendment This Agreement maybe amended only by written agreement signed by the parties hereto GVROJECTS CURRENTIEAST HIGHLANDS RANCHISALESIWATER STOCK CITY OF REDLANDSISPRING PACIFIC WATER 2 STOCK AGREEMENT WPD EXHIBIT "A" TO AGREEMENT FOR SALE OF WATER AND TEMPORARY USE OF WATER EAST HIGHLANDS RANCH PLANNED UNIT DEVELOPMENT CENTRALLY LOCATED ALONG CHURCH STREET AND BASELINE IN THE CITY OF HIGHLAND, COUNTY OF SAN BERNARDINO, CALIFORNIA Si°IMni.ypi Mifbni/Fxit1 .1 i. 2.11 T H �♦ At 1 ;, to ♦ f r j i 1 0 ' O ,sic d91 .� N L 4 t t� MCC \ 1.3k.SA ♦ �J �f fram 4614L� 4 SN C PRI PACIFIC PROPERTIEs, LLC Via Messenger August 1, 2000 I- Mr Gary Phelps CITY OF REDLANDS Dept of Municipal Utilities 35 Cajon Street, Suite I 5A Redlands, California 9137' RE AGREEMENT FOR SALE OF WATER STOCK AND TEMPORARY USE OF WATER- EAST HIGHLANDS RANCH Dear Mr Phelps Per your request, enclosed YOU Will find two original copies of the agreement for the City's execution Please note that the Effective Date was changed to August 1", and the payment dates by our Company for the temporary use of the Stock Water were changed to August 1, 2001 and August 1, 2002 Please call me if you have any questions or need further assistance Please advise if there are any changes to our meeting this Thursday at 9AM Thank you, S-P EAST HIGHLANDS, LLC By SPRING PACIFIC PROPERTIES, LLC Thug T N 01uVen ,uyen Analyst cc Camille Bahri Encl 15 751 ROCKFIELDBLVD, SUITE 100 • IRVINE, CALIFORINIA92618 PHONE (949) 581-4994 * FAx (949) 581-4137 • E-MAIL SPRNGPACfFIC@EARTHL1NK NET u. IN WITNESS WHEREOF, the parties cause this Agreement to be executed as of the date written above By City 'ty of Redlands Attest Mayor Pro TeriCity lerk By Company Date August 1, 2000 S-P EAST HIGHLANDS, LLC a California limited liability company By Underhill Properties, LLC a California limited liability company, a Member By Rivendell Land Company,Inc a California corporation, a Member ill am J Griffith,President Dade G IPROJECTS CURRENTtEAST HIGHLANDS RANCIFSALESIWATER STOCK CITY OF REDLANDSISPRING PACIFIC WATER STOCK AGREEMENT WPI}