HomeMy WebLinkAboutContracts & Agreements_80-1995_CCv0001.pdf SETTLEMENT AGREEMENT AND GENERAL RELEASE
This Settlement and Release Agreement (the "Agreement") is dated the I st day of October,
1995 (the "Effective Date"), by and between the City of Redlands, a municipal corporation,
("Redlands"), and Donald H. and Laura G. Teunissen individually and as Trustees for the Teunissen
Revocable Living Trust (collectively, the "Teunissens").
RECITALS
Whereas, in accordance with the provisions of the California Code of Civil Procedure and
the California Government Code, Redlands initiated action to acquire a portion of land owned by
the Teunissens, which is more particularly described in Exhibit "A," attached hereto and
incorporated herein by this reference (the "Property"), for the purpose of expanding the
geographical boundaries of Redlands' California Street Landfill; and
Whereas, the Teunissens subsequently rejected Redlands' initial offer of just compensation
for the Property and made a counter-offer to Redlands for the sale of the Property; and
Whereas, Redlands rejected the Teunissens' counter-offer for the Property and, after a duly
noticed public hearing, adopted Resolution No. 5237 declaring that the acquisition of the Property
by eminent domain was necessary for the geographical expansion of Redlands' California Street
Landfill; and
Whereas, the Teunissens claim that Redlands is responsible for certain damages to the
Property as a result of the alleged improper placement by Redlands of solid waste on the Property;
and
Whereas, the Teunissens desire to acquire certain real property owned by Redlands which
is more particularly described in Exhibit "B," attached hereto and incorporated herein by this
reference (the "Exchange Property"); and
Whereas, Redlands and the Teunissens now desire to resolve and settle all present and past
controversies, claims, causes of action or purported causes of action, both real and potential, arising
between the parties as result of Redlands' proposed acquisition of the Property and the Teumssens'
claim that Redlands improperly placed solid waste upon the Property; and
Whereas, this Agreement is a compromise of the claims and liabilities alleged by Redlands
and the Teunissens and shall never be treated as an admission of liability by any of the parties
hereto for any purpose;
DJM381I,r
Settlement Agreement and General Release
The Teunissens
Page 2
Now, therefore, in consideration of the mutual promises contained herein, and for such other
good and valuable consideration, the receipt of which is hereby acknowledged, the City of Redlands
and Donald H. and Laura G. Teunissen individually and as Trustees for the Teunissen Revocable
Living Trust agree as follows:
AGREEMENT
Section 1. Acquisition of the Propeqy and Conveyance of the Exchange Propgny.
Redlands and the Teunissens shall conclude the purchase and sale of the Property, and the
conveyance of the Exchange Property, in accordance with the terms and conditions of that Purchase
and Sale Agreement attached hereto as Exhibit "C" which is incorporated herein by this reference.
Section 2. Teunissen Rights Regarding the Exchange PropeM.
The Teunisseds shall not be subject to any prohibition against, nor liability for, the
placement of fill materials or construction over any Redlands' utilities pipelines underlying the
Exchange Property. Redlands shall have sole responsibility for the costs of maintaining and
repairing any damage to such pipelines; provided, however, such damage is not caused by the willful
and intentional destruction of such pipelines by the Teunissens.
Section 3. Survey Stakes/Boundar)�Markers.
Prior to close of escrow of the Property and the Exchange Property, Redlands shall cause the
placement of appropriate survey stakes on boundary markers for both such properties in accordance
with standard engineering practices.
Section 4. Vertical Expansion.
Redlands shall not expand vertically that portion of its landfill lying east of Redlands'
Wastewater Treatment Plant except as is necessary to close and "cap" the landfill in accordance with
law. It is the express intention of the parties hereto that the successors-in-interest and assigns of the
parties shall be bound by this provision.
Section 5. Water Service.
At the request of the Teunissens, Redlands shall provide the Teunissens with a one (1) inch
water meter for the delivery of domestic water service to that certain real property owned by the
Teunissens and located at Newport and Garnet Street in the County of San Bernardino, California,
Redlands shall cause the water meter to be installed within ninety (90) days of close of escrow of
DIM39ILF
Settlement Agreement and General Release
The Teunissens
Page 3
the Property and the Exchange Property and at Redlands' sole cost. All water delivered to the
Teunissens at the Newport and Garnet Street property shall be charged at the City's "Governmental
Rate" unless and until a dwelling unit is constructed on the property at which time the property shall
be charged at the prevailing rates paid by the citizens of Redlands. The Teunissens shall not be
responsible to pay any other charges or assessments for water service to the Newport and Garnet
Street property.
Section 6. Street Improvements.
Redlands shall be responsible for all costs for any City street improvements required by
Redlands in connection with Redlands' proposed widening of Alabama Street, for that specific
portion of Alabama Street which fronts the Exchange Property.
Section 7. Teunissens' Ingress and Egress Rights.
Redlands shall provide the Teunissens ingress and egress rights across the Property for
purpose of accessing the Exchange Property. Such ingress and egress rights shall include the
temporary storage on the Property of certain personal property owned by the Teunissens which is
more particularly described in Exhibit "D" attached hereto and incorporated herein by this reference.
The ingress and egress rights described herein shall be evidenced by an easement deed in the form
attached hereto as Exhibit "E" which is incorporated herein by this reference. Redlands shall have
no responsibility or liability, whatsoever, for the storage of such personal property or any damage
or destruction of such property.
Section 8. Redlands' Inaress and Egress RiAts.
The Teunissens shall provide Redlands with ingress and egress rights across the Exchange
Property for purposes of monitoring and carrying out Redlands' obligations associated with the
operation of the California Street Landfill and Redlands' Wastewater Treatment Plant. Such ingress
and egress rights shall be evidenced by an easement deed in the form attached hereto as Exhibit 7"
which is incorporated herein by this reference.
Section 9. Effect of Annexation.
Redlands and the Teunissens acknowledge that there have been informal, ongoing efforts and
proposals by owners of property within the so-called "donut hole" located in the County of San
Bernardino to execute a development agreement with Redlands as part of a possible annexation to
Redlands. At the written request of the Teunissens to the Redlands City Clerk, Redlands shall
include any real property owned by the Teunissens within the "donut hole" in any development
agreement for annexation entered into by Redlands with a majority of the owners of property
DJM3811,E
Settlement Agreement and General Release
The Teunissens
Page 4
located within the "donut hole," as such owners are shown on the last equalized assessment role of
the County of San Bernardino.
Section 10. Solid Waste Disposal Services.
For ten (10) years from and after the Effective Date of this Agreement, Redlands shall
provide, at no cost to the Teunissens, solid waste disposal service for the two residences and the
currently-operating fruit stand on Teunissens' real property located at 9092 Alabama Street. Such
disposal services shall be provided through the use of a 3-yard bin or other collection arrangement
acceptable to Redlands.
Section 11. Farmina of Oranyze Trees.
Redlands and the Teunissens acknowledge that the Teunissens have benefitted from the
farming of certain orange trees located upon the Property. Redlands shall, for a ten year period
from and after the Effective Date of this Agreement, permit the Teunissens, as part of the ingress
and egress rights granted pursuant to the easement referenced in Section 7 of this Agreement, to
continue to farm such orange trees and retain the benefits thereof Notwithstanding the foregoing,
the Teunissens acknowledge that Red-lands must comply with certain closure requirements
mandated by the State of California and other public agencies for Redlands' California Street
Landfill. Such closure requirements may result in the need for Redlands or the Teunissens to
remove all or part of the orange trees from the Property or from other adjacent property owned by
the Teunissens for an access road. In such event, Redlands shall pay to the Teunissens the sum of
$40 for each tree removed, for each year from and after the date of removal until the expiration of
the ten (10) year period described herein.
Section 12. Harvesting of Eucalyptus Trees.
The Teunissen's shall have the right to enter upon the Property and harvest, for purposes of
firewood, the existing Eucalyptus Trees on the Property; provided, however, such harvesting shall
only occur upon prior written notice to the Municipal Utilities Director of the City and in a manner
which does not interfere with City's operations or maintenance of the Property.
Section 13. Teunissens' Cooperation with "Greenspot" Annexation Proposal.
The Teunissens acknowledge Redlands' interest in extending Redlands' sphere of influence,
and possibly annexing, certain lands south of the Santa Ana River in the geographical area of the
County of San Bernardino commonly referred to as "Greenspot." The Teunissens own real property
within the "Greenspot" area and the Teunissens hereby agree that they shall not oppose any effort
by Redlands to include any property owned by the Teunissens within the "Greenspot" area in
Redlands' sphere of influence or within Redlands' corporate boundaries.
DIM381LE
Settlement Agreement and General Release
The Teunissens
Page 5
Section 14. Teunissens'Legal Costs.
Concurrent with the execution of this Agreement, Red-lands shall pay to the Teunissens the
sum of Four Hundred Fifty Dollars ($450) for legal consultation costs incurred by the Teunissens
in connection with the resolution of this dispute. Such payment shall be made by check separate and
apart from Escrow.
Section 15. Teunissens' Release.
In consideration of the actions to be taken by Redlands pursuant to this Agreement, the
Teunissens, individually and collectively, do hereby release, hold harmless and forever discharge
the City of Redlands and its respective City Councilmembers, employees, attorneys, agents and
assigns of and from any and all claims, debts, liabilities, demands, obligations, costs, expenses,
actions and causes of action, of every nature, character and description, known or unknown, which
the Teunissens own or hold or have at any time heretofore owned or held, or may at any time own
or hold, by reason of any manner, cause or thing whatsoever that occurred or was done, omitted or
suffered to be done prior to the Effective Date of this Agreement, including, without limiting the
generality of the foregoing, all claims and causes of action currently pending by the Teunissens
against Redlands with respect to the matters that are the subject of this Agreement.
Section 16. Redlands' Release.
In consideration of the actions to be taken by the Teunissens pursuant to this Agreement,
Redlands does hereby release, hold harmless and forever discharge the Teunissens and their
respective employees, attorneys, agents, spouses, heirs, executors and assigns of and from any and
all claims, debts, liabilities, demands, obligations, costs, expenses, actions and causes of action of
every nature, character and description, known or unknown, which Redlands owns or holds or has
at any time heretofore owned or held or may at any time own or hold, by reason of any manner,
cause or thing whatsoever that occurred or was done, omitted or suffered to be done prior to the
Effective Date of this Agreement, including, without limiting the generality of the foregoing, all
claims and causes of action currently pending by Redlands against the Teunissens with respect to
the matters that are the subject of this Agreement,
Section 17. Waiver.
Except as otherwise provided in this Agreement, it is the intention of Redlands and the
Teunissens that the releases entered into by them shall be effective as a bar to all actions, causes of
action, obligations, costs, expenses, attorneys' fees, damages, losses, claims, liabilities and demands
of whatsoever character, nature and kind, known or unknown, suspected or unsuspected, to be so
DJM381LE
Settlement Agreement and General Release
The Teunissens
Page 6
barred; in furtherance of which intention Redlands and the Teunissens, individually and
collectively, hereby expressly waive any and all rights and benefits conferred upon them by the
provisions of Section 1542 of the California Civil Code, which reads as follows:
"A general release does not extend to claims which the creditor does not know or
suspect to exist in his favor at the time of execution of the release, which if known
by him must have materially affected his settlement with the debtor."
Redlands and the Teunissens hereby acknowledge that the foregoing waiver of the provisions of
Section 1542 of the California Civil Code was bargained for separately. The parties hereto expressly
agree that the release provisions herein contained shall be given full force and effect in accordance
with each and all of their express terms and provisions, including but not limited to those terms and
provisions relating to unknown or unsuspected claims, demands and causes of action hereinabove
specified. The parties individually and collectively, assume the risk of the subsequent discovery or
understanding of any matter, fact or law which if now known or understood would in any respect
have affected this Agreement.
Section 18. No Admission of Liability.
All parties to this Agreement acknowledge that they have relied wholly upon their own
individual judgment,belief and knowledge of the existence, nature and extent of each claim, demand
or cause of action that they may have against the other party hereto which is hereby released and that
they have not been influenced to any extent in entering into this Agreement by any representations
or statements regarding any such claim, demand or cause of action made by any other party hereto.
The parties acknowledge that this Agreement is intended to settle certain disputes between the
parties and to avoid the expense and time of litigation. Neither the execution of this Agreement nor
the performance of the terms hereof shall be deemed or construed to be an admission by such party
or establish any fault or liability in connection with any matter or thing by either party.
Section 19. Costs and Fees.
Except as otherwise expressly provided for herein, all parties hereto shall bear their own
attorneys' fees, expenses and costs incurred in connection with the disputes arising out of, relating
to or connected with matters which are the subject of this Agreement and/or the preparation of this
Agreement. In the event any party to this Agreement files an action to enforce or interpret the terms
hereof, the prevailing party in such action shall be entitled to recover its reasonable attorneys' fees,
including expert witness fees and costs.
Section 20. Entire Aueement.
DM391LE
Settlement Agreement and General Release
The Teunissens
Page 7
This Agreement comprises the entire understanding between the parties concerning the
subject matter hereof and supersedes and replaces all prior negotiations and proposed agreements,
written and oral. There are no other contracts, understandings, representations or warranties made
by any party to this Agreement except as expressly contained in this Agreement.
Section 21. Interpretation.
This Agreement is to be construed fairly and not in favor of, or against, any party regardless
of which party drafted or participated in the drafting of its terms. It is acknowledged that all parties
have had an opportunity to consult with their lawyers concerning the terms and conditions of this
Agreement. As a result, this Agreement shall be deemed to have been drafted by all parties hereto
and no party shall urge otherwise. No representation, warranty or guarantee, express or implied, has
been made by Redlands or its counsel regarding the tax effect of the transactions contemplated by
this Agreement. Plaintiffs have relied on their own investigation, knowledge and tax advisors with
respect to all tax aspects of this Agreement.
Section 22. Successors and Assigns.
The provisions of this Agreement shall be binding upon and inure to the benefit of the parties
hereto and their respective heirs, executors, administrators, agents, representatives, successors and
assigns.
Section 23. Counterparts.
This Agreement may be executed in any number of counterparts, each of which shall be
deemed to be an original, and all of which together shall be deemed to be one and the same
document.
Section 24. Governing Law.
This Agreement and any of the documents referred to herein, shall in all respects be enforced
and governed by, and construed in accordance with the laws of the State of California.
DJM381LE
Settlement Agreement and General Release
The Teunissens
Page 8
IN WITNESS WT]EREOF, the parties hereto execute this Agreement as of the date first
above written.
City of Redlands Attest:
Swen Larson, Nfayor L oyzer, "erk
Donald H. Teunissen individually, and Laura G. Teunissen individually, and
as Trustee for the Teunissen Revocable as Trustee for the Teunissen Revocable
Living Trust Living Trust
DJM--,811,E
EXHIBIT "A"
ALL THAT PORTION Or LOTS I AND 2, BLOCK 1, or BRowN, s suBDiV71sioN or
LOTS 1, 2, 3 AND 4, BLOCK 2, AND LOTS 1, 2, 3, 4, 13, 14, 15, AND 16,
BLOCK 1 OF MAP NO. 1 OF THE HENRY L. WILLIAMS TRACT, IN THE CITY OF
REDLANDS, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT
RECORDED IN BOOK 8 OF MAPS, PAGE 96, OFFICIAL RECORDS OF SAID COUNTY,
DESCRIBED AS FOLLOWS:
COMMENCING AT A POINT IN THE CENTERLINE OF ALABAMA STREET, DISTANT SOUTH
108S.98 FEET FROM THE NORTHEAST CORNER OF BLOCK 71, RANCHO SAN
BERNARDINO, AS SHOWN ON RECORD OF SURVEY RECORDED IN BOOK 60, PAGE 53 OF
RECORDS OF SURVEY, OFFICIAL RECORDS OF SAID COUNTY, THENCE NORTH
89610' 16" WEST, 71.00 FEET TO THE WEST RIGHT-OF-WAY LINE OF ALABAMA
STREET; THENCE ALONG THE NORTH LINE OF SAID LOT 1, BLOCK 1, NORTH
89*10'16" WEST, 230.63 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH
00*49' 44 WEST, SO.00 FEET; THENCE NORTH 89*10' 16" WEST, 101.S4 FEET;
THENCE NORTH S6*40116" WEST, 292.48 FEET; THENCE NORTH 89*10' 16" WEST,
227.21 FEET, MORE OR LESS, TO A POINT 450.00 FEET EAST OF THE WEST LINE
OF SAID LOT 2, BLOCK 1; THENCE PARALLEL WITH THE WEST LINE OF SAID LOT
2, BLOCK 1, NORTH 0003S' 17" EAST, 234. 60 FEET TO THE NORTH LINE OF LOT
2, BLOCK 1; THENCE ALONG THE NORTH LINE OF LOT 2 AND LOT 1, BLOCK 1,
SOUTH S6040116" EAST, 636.04 FEET; THENCE SOUTH 89*10116" FAST, 39.98
FEET TO THE POINT OF BEGINNING.
0 %.ANO S,
U4?
PREPARED BY: . 1�
10%
HAROM R.
WARTWInK
xn. June 30. 1996
HAROLD R. HARTWICX, L.S. NO. 2851
OF CAL-00
9910OLOb.DOC
City
Exhibit "B"
AT-1 THAT PORTION OF LOT 8, BLOCK 71, RANCHO SAN BERNARDINO, IN THE CITY
OF REDLANDS, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT
RECORDED IN BOOK 7 OF MAPS, PAGE 2, OFFICIAL RECORDS OF SAID COUNTY,
DESCRIBED A.S FOLLOWS:
COM!dENCING AT A POINT IN THE CENTERLINE OF ALABAMA STREET, DISTANT SOUTH
1085.98 FEET FROM THE NORTHEAST CORNER OF SAID BLOCK 71, RANCHO SAN
BERNARDINO, AS SHOWN ON RECORD OF SURVEY RECORDED IN BOOK 60, PAGE 53 OF
RECORDS OF SURVEY, OFFICIAL RECORDS OF SAID COUNTY; THENCE NORTH
89010' 16" WEST, 71.00 FEET TO THE WEST RIGHT-OF-WAY LINE OF ALABAMA
STREET, BEING THE TRUE POINT OF BEGINNING; THENCE ALONG THE SOUTH LINE
OF THAT CERTAIN PARCEL CONVEYED TO THE CITY OF REDLANDS BY INSTRUMENT
NO. 93-184316, RECORDED APRIL 29, 1993, OFFICIAL RECORDS OF SAID COMM,
NORTH 89*10' 16" WEST (SHOWN AS SOUTH 89010'00- EAST ON SAID INSTRUMENT
NO. 93-184316) , 230.631 FEET; THENCE NORTH 00*49144" EAST, 146.00 FEET;
THENCE SOUTH 89*10116" EAST, 230.00 FEET TO THE WEST RIGHT-OF-WAY LINE
OF ALABAMA STREET; THENCE ALONG THE WEST RIGHT-OF-WAY LINE OF ALABAMA
STREET, SOUTH 00*34'57" WEST, 146.00 FEET TO THE POINT OF BEGINNING.
PREPARED BY: LANO
HAR040 R. 0
17 �!P`.VICK w
5 t
OLD R. RAIRTWItt, L.S. NO. 2 8 51 FX0. Jure A, 1996
op C Of
8910OW4.00C
Teunissen
Exhibit "C"
AGREEMENT FOR PURCHASE AND SALE
AND ESCROW INSTRUCTIONS
THIS AGREEMENT FOR PURCHASE AND SALE AND ESCROW INSTRUCTIONS
("Agreement"), dated October 1, 1995 ("Effective Date") is made and entered into by and
between Donald H. and Laura G. Teunissen, individually and as Trustees for the Teunissen
Revocable Living Trust (together "Seller"), and the City of Redlands, a municipal corporation
("Buyer"), (both of which are sometimes herein collectively referred to as the "Parties").
RECITALS
A. Whereas, Seller owns approximately 1.50 acres of real property located in the
County of San Bernardino, California, which is more particularly described in Exhibit "A"
attached hereto and incorporated herein by this reference, which Buyer is interested in purchasing
(the "Property"); and
B. Whereas, Buyer owns approximately .77 acres of real property located in the City
of Redlands, San Bernardino, California, which is more particularly described in Exhibit "B"
attached hereto and incorporated herein by this reference, which Seller is interested in acquiring
(the "Exchange Property"); and
C. Whereas, Seller agrees to sell to Buyer, and Buyer agrees to buy from Seller, the
Property subject to the terms and conditions contained herein;
NOW, THEREFORE, in consideration of the mutual promises contained herein, the City
of Redlands and Donald H. and Laura G. Teunissen individually and as Trustee for the Teunissen
Revocable Living Trust agree as follows:
AGREEMENT
1. PURCHASE PRICE
Based upon the Parties determination that the Property consists of 1.50 acres and the
Exchange Property consists of .77 acre, and that the purchase price for the Property shall be the
difference in acreage between the Property and the Exchange Property multiplied by Sixty
Thousand Dollars ($60,000) per acre, the total purchase price for the Property to be paid at
Close of Escrow shall be Forty-three Thousand Eight Hundred Dollars ($43,800) (the "Purchase
Price").
2. TITLE TO THE PROPERTY AND EXCHANGE PROPERTY
A. Seller shall, at Close of Escrow, by grant deed convey to Buyer good and
marketable fee title to the Property as evidenced by a Standard form A.L.T.A. Joint Protection
DJT1,13 90LE, I
Policy of Title Insurance in an amount equal to the Purchase Price of the Property issued by
Commonwealth Title Company (the "Title Company") showing title vested in Buyer subject to
the exceptions to title approved by Buyer pursuant to paragraph 3.1 below. Buyer shall be
responsible for the premium for the standard policy of title insurance.
B. Buyer, shall, at Close of Escrow, by grant deed convey to Seller good and
marketable fee title to the Exchange Property as evidenced by a standard form A.L.T.A. Joint
Protection Policy of Title Insurance in an amount of$8,400, which represents Buyer's appraised
value of the acreage comprising the Exchange Property, issued by the Title Company showing
title vested in Seller subject to the exceptions to title approved by Seller pursuant to paragraph
4.1 below. Buyer shall be responsible for the premium for the standard policy of title insurance.
3. BUYER'S CONDITIONS OF PURCHASE
Buyer's obligation to perform this Agreement and acquire the Property shall be subject
to the satisfaction of the following conditions which are for Buyer's benefit only. In the event
any of the following contingencies are not satisfied within the specified time limit(s), Buyer may,
at its sole option, either waive such conditions or terminate this Agreement.
3.1 Approval of Title. Promptly after execution of this Agreement by Seller and
Buyer, Escrow Holder shall deliver to Buyer a current preliminary title report ("PTR") covering
the Property from the Title Company. Buyer shall have ten (10) days after receipt of the PTR
to approve or disapprove the status of title to the Property as disclosed in the PTR. Any
disapproval of status of title shall be within the reasonable discretion of Buyer and shall be
limited to monetary encumbrances and covenants, conditions, restrictions and easements of
record which adversely affect Buyer's intended use of the Property. Any exception not
disapproved in writing within the ten (10) day period shall be deemed approved by Buyer, and
shall constitute a permitted exception hereunder. Any objection to a title exception shall be in
writing, and Seller shall thereafter have seven (7) days within which to use reasonable efforts to
cure or to provide assurance of the cure of the title defect and cause such item to be removed
from the title policy to be issued at Close of Escrow. The term "reasonable efforts," as used in
this Paragraph 3.1, shall not include any obligation of Seller to spend any money or to file a
lawsuit or maintain any legal action to correct any exceptions within the seven (7) day period.
Seller shall notify Buyer, in writing, of any disapproved title exceptions which Seller is unable
to cause to be removed prior to or at Close of Escrow. Buyer shall then, within five (5) business
days thereafter, elect by giving written notice to Seller and Escrow Holder (i) to terminate this
Agreement, or (ii) to waive its disapproval of such exceptions, in which case such exceptions
shall then be deemed to be permitted exceptions. Buyer's failure to give such notice shall be
deemed an election to terminate this Agreement. In the event Buyer elects to terminate this
Agreement, both Parties shall be relieved from any further liabilities and/or obligations under
this Agreement.
2
4. SELLER'S CONDITION OF ACQUISITION
Seller's obligation to perform this Agreement and acquire the Exchange Property shall be
subject to the satisfaction of the following conditions which are for Seller's benefit only. In the
event any of the following contingencies are not satisfied within the specified time limit(s), Seller
may, at its sole option, either waive such conditions or terminate this Agreement.
4.1 Approval of Title. Promptly after execution of this Agreement by Buyer and
Seller, Escrow Holder shall deliver to Seller a PTR covering the Exchange Property from the
Title Company. Seller shall have ten (10) days after receipt of the PTR to approve or disapprove
the statue of title to the Exchange Property as disclosed in the PTR. Any disapproval of status
of title shall be within the reasonable discretion of Seller and shall be limited to monetary
encumbrances and covenants, conditions and restrictions and easements of record which adversely
affect Seller's intended use of the Exchange Property. Any exception not disapproved in writing
within the ten (10) day period shall be deemed approved by Seller, and shall constitute a
permitted exception hereunder. Any objection to a title exception shall be in writing, and Buyer
shall thereafter have seven (7) days within which to use reasonable efforts to cure or to provide
assurance of the cure of the title defect and cause such item to be removed from the title policy
to be issued at Close of Escrow. The term "reasonable efforts" as used in this paragraph 4.1,
shall not include any obligation of Buyer to spend any money or to file a lawsuit or maintain any
legal action be correct any exceptions within the seven (7) day period. Buyer shall notify Seller,
in writing, of any disapproved title exceptions which Buyer is unable to cause to be removed
prior to or at Close of Escrow. Seller shall then, within five (5) business days thereafter, elect
by giving written notice to Buyer and Escrow Holder (i) to terminate this Agreement, or (ii) to
waive its disapproval of such exceptions, in which case such exceptions shall then be deemed
permitted exceptions. Seller's failure to give such notice shall be deemed an election to terminate
this Agreement. In the event Seller elects to terminate this Agreement, both Parties shall be
relieved from any further liabilities and/or obligation under this Agreement.
5. ESCROW
5.1 Opening of Escrow. The purchase and sale of the Property shall be completed
through an escrow ("Escrow") to be opened at the Redlands office of Guardian Escrow, Inc.,
or other escrow company mutually acceptable to the Parties (the "Escrow Holder"). Within five
(5) days after the execution of this Agreement, Buyer or Seller shall deposit with the Escrow
Holder one fully executed counterpart of this Agreement, which shall constitute the Escrow
instructions along with any additional Escrow instructions executed by the Parties pursuant to
Section 5.5 of this Agreement. The date of delivery to Escrow Holder of such fully executed
counterpart shall be deemed the opening of escrow ("Opening of Escrow") and Escrow Holder
shall notify Buyer and Seller in writing of the Opening of Escrow date, the date set for Close of
Escrow, and its acceptance of the escrow instructions.
5.2 Close of Escrow. Escrow shall close, if at all, on or before the date which is
DA1390LE 3
thirty (30) days after the Effective Date of this Agreement.
5.3 Costs. Buyer shall pay all the usual Escrow costs and charges normally paid by
a buyer and seller in an escrow closing in San Bernardino County.
5.4 Prorations. Current real property taxes, bonds and assessments for both the
Property and the Exchange Property shall be prorated at the date of recordation of the respective
deeds, on the basis of a thirty (30) day month.
5.5 Additional Documents. Buyer and Seller shall execute such additional Escrow
instructions as Escrow Holder may reasonably require to act as Escrow Holder, but in no event
shall such additional Escrow instructions increase the rights the Parties hereto or modify the terms
and conditions of this Agreement.
5.6 Vesting. Unless otherwise agreed by the Parties in escrow, title to the Property
shall vest at Close of Escrow in the name of the City of Redlands, a municipal corporation, and
title to the Exchange Property shall vest at Close of Escrow in the name of Donald H. and Laura
G. Teunissen, as Trustees for the Teunissen Revocable Living Trust.
6. SELLER'S REPRESENTATIONS, WARRANTIES AND ACKNOWLEDGEMENTS
Seller hereby makes the following representations, warranties, and acknowledgements and
agrees that such representations, warranties and acknowledgements shall survive Close of
Escrow.
6.1 Seller has full right, power, and authority to execute this Agreement and to convey
fee simple title (with the acknowledgement that outstanding Trust Deeds exist that are applicable
to the Property) to the Property to Buyer as provided herein.
6.2 Seller is not a foreign person under Section t445 of the Internal Revenue Code
and shall execute a Certificate of Non-foreign status and deposit the same into the Escrow prior
to Close of Escrow.
6.3 This Agreement has been duly executed by Seller and constitutes the valid and
binding agreement of Seller enforceable against Seller in accordance with its terms.
7. BUYER'S REPRESENTATIONS AND WARRANTIES
Buyer hereby makes the following representations, warranties, and acknowledgments and
t:'
agrees that such representations, warranties and acknowledgements shall survive the Close of
Escrow.
7.1 Buyer hereby represents and warrants that the person executing this Agreement has
DA1390LE 4
the full authority and power to enter into this Agreement on behalf of Buyer to purchase the
Property from Seller and to convey the Exchange Property to Seller, and to take all actions
required of it by the terms of this Agreement.
7.2 All the documents executed by Buyer which are to be delivered to Seller at Close
of Escrow shall be duly authorized, executed, and delivered by Buyer and will be legal, valid,
and binding obligations of Buyer enforceable against Buyer in accordance with their respective
terms, and will not violate any agreement to which Buyer is a party or to which it is subject.
7.3 Buyer is not a foreign person under Section 1445 of the Internal Revenue Code
and will execute a Certificate of Non-foreign status and deposit the same into the Escrow prior
to Close of Escrow.
8. NOTICE
Unless otherwise provided herein, any notice, tender, or delivery to be given hereunder
by either party to the other may be effected by personal delivery in writing or by registered or
certified mail, postage prepaid, return receipt requested, and shall be deemed communicated upon
delivery or as of mailing. Mailed notices shall be addressed as set forth below, but each party
may change its address by written notice in accordance with this paragraph.
Seller: Buyer:
Donald H. and Laura G. Teunissen City of Redlands
Individually and as Trustees for the P. 0. Box 3005
Teunissen Revocable Living Trust Redlands, California 92373
4075 Mirada Street Attention: City Manager
Highland, California 92346
9. GENERAL PROVISIONS
9.1 Entire Aareement. This Agreement and the Settlement Agreement and General
Release dated October 1, 1995, between the Parties hereto contain the entire agreement of the
Parties hereto with respect and supersede any and all prior or written agreements respecting such
matters, No amendment of this Agreement and no other agreement, statement, or promise made
by any party or to any employee, officer, or agent of any party to this Agreement shall be
binding upon the Parties hereto unless agreed to in -,vriting and executed by the Parties hereto.
All obligations of Buyer and Seller under this Agreement and the Escrow shall be joint and
several.
9.2 Time is of the Essence. Time is of the essence of this Agreement and the Escrow
referred to herein.
9.3 Cgptions and Construction. The captions appearing at the commencement of the
DJM390LF 5
paragraphs hereof are descriptive only and for convenience in reference. Should there be any
conflict between any such caption and the paragraph at the head of which it appears, the
paragraph shall control and govern in the construction of this Agreement. This Agreement shall
be construed as a whole and in accordance with its fair meaning. Organization is for convenience
and shall not be used in construing meaning.
9.4 Bpyer's Performance. Close of Escrow and performance of any duty imposed on
Buyer by this Agreement is conditioned on Seller's full performance of all duties imposed on
Seller in this Agreement.
9.5 Seller's Performance. Close of Escrow and performance of any duty imposed on
Seller by this Agreement is conditioned on Buyer's full performance of all duties imposed on
Buyer in this Agreement.
9.6 CounteEparts. This Agreement may be executed in any number of counterparts
each of which shall be deemed an original, but all of which, when taken together, shall constitute
one and the same instrument.
9.7 Successors and Assigns. Each covenant and condition contained in this
Agreement shall inure to the benefit of and be binding on the Parties to this Agreement, their
respective heirs, personal representatives, assigns and successors in interest.
9.8 Attorney's Fees. In the event any action is commenced to enforce or interpret the
terms or conditions of this Agreement the prevailing party shall, in addition to any costs or other
relief, be entitled to the recovery of its reasonable attorneys' fees.
10. BROKERS AND FINDERS
Buyer and Seller warrant that the execution of this Agreement was not induced or
procured through any person, firm or corporation acting as a broker or finder. Seller agrees to
defend, indemnify and hold the Buyer harmless from and against any damage, liability or cost,
including without limitation, reasonable attorney's fees, arising from or in connection with any
claim by any other person, firm, or corporation based upon its having acted as broker or finder
for or in connection with this transaction on behalf of Seller.
W1,1300LE 6
IN WITNESS WHEREOF, the Parties hereto executed this Agreement on the dates set
forth opposite their respective signatures.
SELLER:
Executed this ;2-6day of October, 1995,
Laura G. Teunissen individually and at Redlands, California
as Trustee for the Teunissen Revocable
Living Trust
Donald H. Teunissen 'individually and
as Trustee for the Teunissen Revocable
Living Trust
BUYER: CITY OF REDLANDS
Executed this Alo day of October, 1995,
§Wen Lar`son,�Mayor at Redlands, California
ATTEST:
By:C�:�
L
DA1390LE 7
EXMIT "D"
ITEMS ON THE TEUNISSEN PROPERTY
(As of October 1,1995)
Yale Forklift
1939 International Truck
Fertilizer Spreader
20 h.p. electric motor with Myers water pump
3 water tanks
32 foot tandem axel box trailer
Ford "White Rose Dairy" milk delivery truck
7 prefab building slabs
Miscellaneous steel beams
I lot of concrete irrigation pipes
I lot Misc. Wood planks
I Ford Skiploader bucket
DJM451PIVtb
RECORDING REQUESTED BY
City of Redlands
AND WHENRECORDED MAIL TO
City Clerk
City of Redlands
P, 0. Box 3005
Redlands, CA 92373
No recordingfee required, this document is exempfftom fee pursuant to
Government (ode Section 6103
EASEMENT DEED
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,
The City of Redlands, a municipal corporation (hereinafter "Grantor") does hereby grant and
convey to Donald H. Teunissen and Laura G. Teunissen, individually and as Trustees for the
Teunissen Revocable Living Trust, its successors and assigns ("Grantees"), a non-exclusive,
easement for the purpose of storing certain personal property of Grantees and farming certain citrus
trees,together with the fight of ingress and egress over and across land now owned by Grantor in
connection with the exercise of any of the rights granted herein, on the following described real
property in the County of San Bernardino, State of California, to wit�
All that portion of Lots I and 2, block 1, of Brown's Subdivision of Lots 1, 2 3 and
4, Block /2, and Lots 1, 2� 3, 4� 13, 14, 15 and 16, Block I of Map No, I of the Henry
L Williams Tract, in the City of Redlands, County of San Bernardino, State of
California, as per plat recorded in Book 8 of Maps, Page 96, official records of said
county, descn'bed as follows,
Commencing at a point in the centerline of Alabama Street, distant south 1085.98
feet from the northeast comer of Block 71, Rancho San Bernardino, as shown on
record of survey recorded in Book 60, page 53 of records of survey, official records
of said county thence north 8110� 10' 16" west, 71.00 feet to the west night-ofwa-,�
he of Alabama Street-,thence along the north line of said lot 1, block 1, north 89'10'
16" west, '430.63 feet to the true point of beginmingl- thence south 00' 49' 44" west,
50.00 feet-,thence north 89' 10' 16" west, 10 1-54 feet- thence north 56' 4016" west,
292,48 feet, thence north 89' 1Y 16" west, 227.21 feet, more or less to a point
450.00 feet east of the west line of said lot 2, block 11 thence parallel with the west
line of said lot 2, block I.- north 00' 35' 17" east, 234.60 feet to the north fine of lot
2, block I- thence alonv, the north line of lot 21 and lot 1, block 1, south 56' 40' 16"
Dj\V 5911,F Exh4-bit "E"
east, 636.04 feet,thence south 89' 10' 16" east, 39.98 feet to the point of beginning,
The rights, duties and obligations of Grantor and Grantees with regard to this easement shall
be in accord with the terms and conditions of the Settlement Agreement and General Release
executed by the parties hereto and dated October 1, 1995 51
IN' WITINESS WHEREOF, Grantor has caused these presents to be signed on the date
indicated below.
Date&
Mavor, Cit-v of'Redlands
Lorrie APoyzer, City Clerk
Exhibit "E"
STATE OF CALIFORNIA
County of
on before me Personally appeared
personally known to me (or 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(les), 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.
WITNESS my hand and official seal.
Signature (Seal)
Notary Public in and or said County and State
Dj:V759LE
RECORDING REQUESTED BY:
City of Redlands
AND WHEN RECORDED MAIL TO:
City Clerk
City of Redlands
P, 0. Box 3005
Redlands, CA 92373
No recordingfee required; this document is exemptftom fee pursuant to
Government Code Section 6103
EASEMENT DEED
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,
Donald H. Teunissen and Laura G. Teunissen, individually and as Trustees for the Teunissen
Revocable Living Trust (hereinafter, "Grantors") do hereby grant and convey to the City of
Redlands, a municipal corporation and political subdivision of the State of California, its successors
and assigns ("City"), a non-exclusive, easement, together with the right to maintain, operate,
improve, alter, relocate, reconstruct, inspect, repair, occupy and use, and otherwise install necessary
appurtenances thereto, for the maintenance of the City's existing landfill gas monitoring wells and
any existing underground pipelines owned by City, as determined necessary by the City of Redlands,
its successors and assigns, together with all necessary right of ingress and egress to said easement
over and across land now owned by Grantors in connection with the exercise of any of the rights
granted herein, under and across the following described real property in the County of San
Bernardino, State of California, to wit:
All that portion of Lot 8,Block 71, Rancho San Bernardino, in the City of Redlands,
County of San Bernardino, State of California, as per plat recorded in Book 7 of
Maps, Page 2, official records of said county, described as follows:
Commencing at a point in the centerline of Alabama Street, distant south 1085.98
feet from the northeast comer of said Block 71, Rancho San Bernardino, as shown
on record of survey recorded in Book 60, page 53 of records of survey, official
records of said county; thence north 89' 10' 16" west, 71.00 feet to the west right-
of-way line of Alabama Street, being the true point of beginning; thence along the
south line of that certain parcel conveyed to the City of Redlands by instrument No.
93-184316, recorded April 29, 1993, official records of said county, north 890 10'
16" west (shown as south 89' 10' 00" east on said instrument No. 93-184316),
230.63'feet;thence north 00' 49'44" east, 146.00 feet; thence south 89' 10' 16" east,
DIM57OLE Exhibit "F11
230.00 feet to the west right-of-way line of Alabama Street; thence along the west
right-of-way line of Alabama Street, south 00' 3457" west, 146.00 feet to the point
of beginning.
City may at any time change the location of pipelines or other facilities within the boundaries
of the easement right-of-way, or modify the size of existing pipelines or other improvements as it
may determine in its sole discretion from time to time without paying any additional compensation
to Grantors, provided City does not expand its use of the easement beyond the easement boundaries
described above. The rights, duties and obligations of Grantors and Grantee with regard to this
easement shall be in accord with the terms and conditions of the Settlement Agreement and General
Release executed by the parties hereto and dated October 1, 1995.
Grantors shall not increase or decrease, or permit to be increased or decreased, the existing
ground elevations of the easement which exist at the time this document without giving prior
written notice to City.
IN WITNESS WFIEREOF, Grantors have caused these presents to be signed on the date
indicated below.
Dated:
Donald H. Teunissen, individually and Laura G. Teunissen, individually and
as Trustee for the Teunissen Revocable as Trustee for the Teunissen Revocable
Living Trust Living Trust
DJI,,157OLE Exhibit "F"
STATE OF CALIFORNIA
County of
on before me personally appeared
personally known to me (or 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.
WITNESS my hand and official seal.
Signature (Seal)
Notary Public in and or said County and State
DA457OLE
presented to the City Council by the City's Public Works Director,
Councilmember Gilbreath moved that this City Council find that substantial
evidence exists that the emergency caused by the deterioration of 36-inch and
42-inch storm drain sections which has caused sink-holes in and around
adjacent property will not permit a delay in undertaking repair work from the
competitive solicitation for bids; that this City Council further finds that the
expenditure of public funds to repair the storm drain and sink-holes is
necessary to respond to the emergency; and that this finding be recorded in the
official minutes of the City Council. Motion seconded by Councilmember
Cunninahani and carried unanimously. Councilmember Gilbreath moved to
adopt Resolution No. 5227, a resolution of the City Council of the City of
Redlands declaring that the public interest and necessity demand the
immediate expenditure of public money to safeguard life, health and property.
Motion seconded by Councilmember Cunningham and carried unanimously.
Funds - Smiley Storm Drain - Councilmember Gilbreath moved to approve an
additional appropriation in the amount of $175,000.00 from the General Fund
and award the contract for emergency repair of the Smiley Storm Drain to
Merlin Johnson Construction. Motion seconded by Councilmember
Cunningham and carried unanimously.
PUBLIC COMMENTS
Fire ExRlorer Scouts - Michael Savello, 32 San Mateo Street, addressed
Councilmembers and asked for their support to establish a fire explorer scout
program within the Redlands Fire Department.
CLOSED SESSION REPOR
Settlement Ag=ment - Teunissen - City Attorney McHugh reported a
settlement and release agreement and an agreement for the purchase and sale
and escrow instructions between the City of Redlands and Donald H. and
Laura G. Teunissen has been finalized. These documents relate to the
expansion of the geographical boundaries of the California Street Landfill and
an exchange of property in the same general vicinity.
CLOSED SESSIO
The City Council meeting recessed at 3:49 P.M. to a Redevelopment Agency
meeting and reconvened at 3:50 P.M. to a closed session to discuss the
following matters:
November 7, 1995
Page 8