HomeMy WebLinkAboutContracts & Agreements_94-1997_CCv0001.pdf ORIGINAL
SETTLEMENT AGREEMENT
This Settlement Agreement ("Agreement") is entered into this 7thday of October
1997, by and between the CITY OF REDLANDS, a public entity ("AGENCYY'), and KENT
RICHARDS doing business as RICHARDS METAL FABRICATION ("RICHARDS").
AGENCY and RICHARDS are hereinafter sometimes referred to collectively as the
„Parties."
RECITALS
A. The AGENCY plans to adopt a resolution of necessity on September 16,
1997 to acquire all of the real property located at 515 North Eureka Street in the CITY OF
REDLANDS, California (the "Property").
B. At the time the notice of the public hearing was served, RICHARDS was
operating a business located on the Property. Kent Richards is also an owner of the
property as co-trustee. The purchase of the real property will be covered under a separate
agreement.
C. The AGENCY and RICHARDS have reached a settlement as to the amount
of compensation to be paid by the AGENCY to RICHARDS, The terms and conditions of
the agreement are fully set forth below.
D. RICHARDS represents that he is the sole owner of Richards Metal
Fabrication and that there are no UCC liens against the corporation or furniture, fixtures
and equipment.
AGREEMENT
NOW, THEREFORE, the Parties agree as follows:
1. COMPENSATION. AGENCY shall pay to RICHARDS the sum of Sixty
Thousand Dollars and NO/100 -- ($57,000.0{0. Said amount is compensation in full for all
compensation to which RICHARDS may be entitled under Eminent Domain Law including
but not limited to compensation for temporary and permanent loss of goodwill, relocation
assistance, immovable furniture, fixtures and equipment, damages resulting from activities
associated with the Project, and any other damages resulting from the take.
2. DISCLAIMER. In consideration for the compensation paid, RICHARDS shall
execute and convey to The CITY OF REDLANDS a disclaimer in the form attached hereto
as Exhibit "1" and incorporated herein by reference.
SDLMS ,3469
3. RELEASE.
(a) This release is intended as a release by RICHARDS of the CITY OF
REDLANDS. No part of this paragraph shall release any rights or obligations of the
Parties created by this Agreement. RICHARDS for itself, its agents and related entities,
fully releases, acquits and discharges AGENCY and its officers, directors, employees,
attorneys, accountants, other professionals, insurers and agents and all entities related
to AGENCY, from all rights, claims, demands, actions or causes of action which
RICHARDS now has or may have against the CITY OF REDLANDS arising from the
acquisition of the property interests, or otherwise, including, but not limited to, any claim
to relocation assistance, relocation benefits, compensation for fee value, improvements
pertaining to realty or goodwill from the CITY OF REDLANDS.
(b) This release is intended as a full and complete release and discharge
of any and all such claims that RICHARDS may or might have against AGENCY and its
related entities arising from the facts and circumstances arising out of the Action and the
acquisition of the property interests. In making this release, RICHARDS intends to release
the CITY OF REDLANDS, its related entities and agents from any liability of any nature
whatsoever for any claim or injury or for damages or equitable or declaratory relief of any
kind, whether the claim, or any facts on which such claim might be based, is known or
unknown to the party possessing the claim. RICHARDS expressly waives all rights under
section 1542 of the Civil Code of the State of California, which RICHARDS understands
provides 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
executing the release, which if known by him must have
materially affected his settlement with the debtor.
(c) RICHARDS acknowledges that it may hereafter discover facts different
from or in additional to those which they now believe to be true with respect to the release
of claims. RICHARDS agrees that the foregoing releases shall be and remain effective in
all respects notwithstanding such different or additional facts or any RICHARDS discover.
(d) The AGENCY or any of its agents or any related entities have made
any statement or representation to RICHARDS regarding any fact relied upon in entering
into this Agreement, and RICHARDS expressly states that it does not rely upon any
statement, representation or promise of AGENCY or its agents or related entities in
executing this Agreement, except as is expressly stated in this Agreement. RICHARDS
has made such investigation of the facts pertaining to this Agreement, and of all other
matters pertaining thereto, as it deems necessary.
4. DUTY TO CLEAN PROPERTY. Thirty (30) days from the execution of this
document, RICHARDS shall remove all furniture, fixtures and equipment and all other
material and debris so that the property shall be free of material and debris. The sum of
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SDLFI'ULW'\3468 Settlement Agreement:City of Redlands/Richards Metal Fabrication
$5,000 of the $57,000 shall be withheld from payment to RICHARDS to insure that the
property is clean upon transfer. If the property is not clean to the AGENCY's sole
satisfaction, the $5,000 may be used to clean and remove all material, debris, furniture,
fixtures and equipment remaining on the property. If upon AGENCY's inspection, the site
is clean, AGENCY shall release the remaining $5,000 to RICHARDS.
GENERAL PROVISIONS
5. NOTICE-$. All notices or other communications required or permitted under
this Agreement shall be in writing and shall be personally delivered or sent by registered
or certified mail, return receipt requested, or by facsimile transmission followed by delivery
of a "hard" copy, and shall be deemed received on the date of receipt thereof to the
following addresses:
CITY OF REDLANDS:
c/o Bruce W. Beach, Esq.
Best Best & Krieger, LLP
402 West Broadway, 13th Floor
San Diego, CA 92101
RICHARDS:
Kent Richards
901 Cardinal Avenue
Redlands, CA 92374
Notice of change of address will be given by written notice in the same manner set forth
in this paragraph.
6. MISCELLANEOUS.
(a) No Modifications. No addition or modification of any term or provision
of this Agreement shall be effective unless set,forth in writing and signed by all the parties.
(b) Construction_of Agreement. The agreements contained herein shall
not be construed in favor of or against any of the parties, but shall be construed as if all
the parties prepared this Agreement.
(c) Eurtber Assurances. Each Party will execute such other and further
documents and instruments as may be necessary or proper in order to consummate the
transactions contemplated by this Agreement. Whenever under this Agreement a party
may or must approve or disapprove any document, action or other matter prepared or to
be taken by the other party, such approval shall not be unreasonably withheld unless
otherwise expressly set forth in this Agreement.
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SDL1rJJ-W'\3468 Settlement Agreement:City of Redlands/Richards Metal Fabrication
(d) Entire Agreement. This Agreement constitutes the entire agreement
between the Parties and supersedes all prior oral or written agreements between the
Parties with respect to the subject matter of this Agreement, it is understood that there are
no oral or written agreements or representations between the Parties hereto affecting this
Agreement, and that this Agreement supersedes and cancels any and all previous
negotiations, arrangements, representations, estimates, agreements and understandings,
if any, made by or between the Parties with respect to the subject matter thereof.
(e) Governing Law. The laws of the State of California shall govern this
Agreement and venue shall be in any court of competent jurisdiction in the County of San
Diego.
(f) Time of Essence. Time is of the essence of each and every provision
of this Agreement.
(g) Survival of Covenants. All covenants, representations, obligations,
or agreements contained in this Agreement shall survive the execution and delivery of this
Agreement, the Close of Escrow, and the delivery and recordation of all documents or
instruments in connection therewith.
(h) Severability. If any portion of this Agreement shall become illegal,
null, or void or against public policy for any reason or shall be held by any court of
competent jurisdiction to be illegal, null, or void or against public policy, the remaining
portions of this Agreement shall not be affected thereby and shall remain in full force and
effect to the full extent permissible by law.
(i) Waiver. The waiver by one Party of the performance of any
covenants, condition, or promise shall not invalidate this Agreement, nor shall it be
considered as a waiver by such Party of any other covenant, condition, or promise
hereunder. The waiver of the time for performing any act shall not constitute a waiver of
the time for performing any other act or identical act required to be performed at another
time. The exercise of any remedy shall not preclude the exercise of any other remedies
the parties may have at law or in equity.
6) Attorneys' Fees. Should any of the Parties institute any action or
proceeding to enforce any provision of this Agreement or for damages by reason of any
alleged breach of any provisions of this Agreement, the prevailing party shall be entitled
to recover such amounts as the court may judge to be reasonable attorneys' fees and
costs for services rendered to the prevailing party in such action or proceeding.
(k) Assignment. RICHARDS may not assign or otherwise transfer its
interest in this Agreement to any other entity or individual without the prior written approval
of the CITY OF REDLANDS.
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SDLITULLW3468 Settlement Agreement;City of Redlands t Richards Metal Fabrication
IN WITNESS WHEREOF, the Parties have executed this Agreement on the date
set forth apposite their signatures.
CITY OF REDLANDS
Dated. /0--7 1997 B
f°
Swen Larson, Mayor
ATTEST.
--Lorpfe Poyze y Clerk
Richards Metal Fabri affon
Dated: , 1997
Kent Richards
Dated: , 1997
i
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Sr31v1"i'J1-1V=3468 Settlement Agreement:City of Redlands J Richards Metal Fabrication
'T-15-97 14 : S4 FROM:BEST BEST
PURCHASE AND SALE AGREEMENT
Karen J. Gary and Kent S. Richards, Trustees of the Lorelei H. Richards Trust
and
CITY OF REDLANDS
$68uyee)
OCT- IS-97 14 ; S4 FROM:BEST BEST & KRIEGER
]:able of Contents
Recitals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Covenants . . . . . . . . . . . . . . . . .
Section 1 - Definitions
1.1 Business Day(s) . . . . . . . . . . . . . . . . . . . . . .
1.2 Buyer's Counsel . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1.3 Closing . . . . . . . . . . . . . . . . . . . . . . . .
1.4 Closing Date . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
1.5 Deed . . . . . . 1
1.6 Effective Date , . - . - - . - . . . . . . . . . . . . . . . . . 2
1-7 Escrow . . . . . . . . . . . . . . . . . . . 2
1-8 Hazardous Materials . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
1.9 Permitted Encumbrances . . . . . . . . . . . . . . . . . . . 2
1.10 Property - - - - - - – _ _ . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
1-11 Purchase Price . . . . . . . . . . . . . . . 2
112 Tenant Lease . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
1.13 Title Company . . . . . . . . . - - - - . . . . . . . . . . . . . . . . . . - - - - - - - - 3
1.14 Title Policy . . . . . . . . . . . . . . . . . . . . . . . . . . _ _ . . . . . . 3
Section 2 - Sale and Purchase of Property . . . . . . . . . . . . . . . . . . . . . . . . _ _ _ 3
Section 3 - Payment of Purchase Price . . . . . . . . . . . . . – – – . . . . . . . . . . . . . . . _ 3
Section 4 - Escrow . . . . . . . . . . . . . . . 3
4.1 Buyer's Deliveries to Escrow . . . . . . . . . . . . . . . . . . . . . . . . . . 3
4.2 Seller's Deliveries to Escrow . . . . . . . . . . . . . . . - - - 3
Section 5 - Buyer's Special Condition Precedent . . . . . . . . - - - - - - - - - — 4
5.1 Special Conditions . . . . . . 4
5.2 SatisfactionlWaiver . . . . . . . . . . . . . . . 4
5-3 Termination of this Contract 4
Section 6 -The Closing . . . . . . . . . . 5
6.1 Conditions to Closing . . . . . . . . . . . . . . . . . . 5
6-2 Delayed Closing . . . . . . 5
Section 7 - Closing Costs, Prorations . . . . . . . . . . . . . 5
7.1 Costs - - . - - . . . . . . . . . . 5
7.2 Prorations . . . . . . . . . . . . . . . 5
SDLM-9-W,34rZ i
OC'T-IS-S7 14 : 54 FROM 18EST BEST & KRIEGER 10 :
Section 8 - Representations and Warranties . . . . . . . . . 6
8-1 Sellers Representations and Warranties . . . . . . . . . . . . . . . . . . 6
8.2 Covenants of Seller . . . . . . . . . . . . . . . . . . . . . . . 8
Section 9 - Possession . . . . . . . - - . . . . . . 8
Section 10 - Duty to Clean . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . _ 8
Section 11 - Miscellaneous Provisions . . . . . . . . . . . . . . . - - 8
11.1 Time is of the Essence . . . . . . . . . . . . . . . . . . . . . . 8
11.2 Interpretation of Agreement . . . . . . – . . . . . . . . . . . . 8
11.3 Sole Agreement . . . . . . . . . . . . . . . . . . 9
11.4 Partial Invalidity . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
11.5 Exhibits . . . . . . . . . . . – . . . . . . – . . . . . . . . . . . . . . – . . . . . . . . . . . . 9
11,6 Notices . . . . . . . – . . . . . . . . . . . . . . . . . . . - - . . . . . . . . . . . . . . _ 9
11.7 Headings of Sections . . . . . . . . . . . . . . . . . . . . . . . _ - _ 9
11.8 Counterparts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 10
OCT- IS-97 14 : 54 FROM:BEST' BEST & KRIEGER
Purchase and Sale Agreement
This Purchase and Sale Agreement("Agreement"} is made as of October— , 1997
("Effective Dateo) by and between Lorelei H. Richards, Karen J. Gary and Kent S.
Richards, as Trustees under Declaration of Trust dated July 13, 1989 for the Benefit
of Lorelei H. Richards("Seller) and the City of Redlands (*Buyer ). This Agreement is
entered into with reference to the following facts:
Recitals
A. Seller is the owner of certain improved real property located at 516 North Eureka
Street in the City of Redlands, County of San Bernardino, State of California, which is
more particularly described in Exhibit W attached hereto ( the Property").
B. Buyer is vested with the power of eminent domain and Buyer has identified the
Property as being necessary for the Eureka Street Widening Project, a public use.
C. Buyer and Seller entered into this agreement in order to avoid the expenses and
delays which would be incurred in connection with a contested condemnation proceeding
which would otherwise have been initiated by Buyer if the parties were unable to agree
upon the terms set forth in this agreement.
Covenants
Seller and Buyer hereby agree as follows:
itions The following terms shall have the following definitions in this
agreement
11 Busingl§ Clams. Any day other than a Saturday, Sunday or legal holiday
recognized in the State of California.
12 Buyer's Ccounsel.. Best Best & Krieger, LLP, by Bruce W. Beach, Esq,
13 Closing, The time and date when the Dead conveying fee title to the
Property is recorded in the County Recorder's Office of the San Bernardino
County and payments required by the terms of this Agreement are made to
Seller_
1.4 Closing Date, November 10, 1997, or as soon as all necessary
documents have been executed_
1.5 Deed The grant deed to be used to convey title to the Property to Buyer.
Such deed shall be in Escrow's standard form.
M,J-C1-\JL',V34V2
14 = 55 FROM:BEST BEST & KRIEGER
1-6 Effective Date. The date specified above.
1-7 E-s—crow Guardian Escrow.
1.8 Hazardous Materials.. For the purpose of this Agreement, Hazardous
Materials shall mean (a) "hazardous waste", "extremely hazardous waste' or
"restricted hazardous waste" as defined in Chapter 6.5 of Division 20
(Section 25100, et seq.) of the California Health and Safety Code, as
amended, or any successor statute, (b) "hazardous substance's as defined
in the Comprehensive Environmental Response, Compensation and Liability
Act(42 U.S.C. Section 9601, et ggg.), as amended, or any successor statute,
(c) "hazardous material" as defined in the Hazardous Materials
Transportation Act (49 U.S.C. Section 1801, et-sed,.); as amended, or any
successor statute, (d) "hazardouswaste, "solid waste, "sludge", "used oil",
"recycled oil', "lubricating oil" and "refined oil" as defined in the Resource
Conservation and Recovery Act of 1976 (42 U-S-C. Section 6901 et m-),
as amended, or any successor statute, (e) "hazardous substances as defined
in the Carpenter-Pres-ley-Tanner Hazardous Substance Account Act,
Chapter 6.8 of Division 20 (Section 25300 et M.) of the California Health
and Safety Code, as amended, or any successor statute, (f) "hazardous
substance as defined in Chapter 6.7 of Division 20 (Section 25280 et M )
of the California Health and Safety Code as amended, or any successor
statute, (g) "hazardous material", "hazardous substance" or "hazardous
waster as defined in Chapter 6-95 of Division 20 (Section 25501 et=.) of
the California Health and Safety Code as amended, or any successor
statute, (h)"hazardous substance as defined in Clean Water Act (33 U.S.C.
Section 1251 et sem.. ..), as amended, or any successor statute, (i) asbestos
or products containing asbestos or 0) any substances, materials or wastes
listed in (1) the United States Department of Transportation Hazardous
Materials Table (49 C.F.R. Section 172.101), as amended, (2) the
Environmental Protection Agency List (40 C.F.R. Part 302), as amended, or
(4) any other list published by any federal or state governmental entity now
or in the future_
1,9 Permitted Encu
m—brances- The encumbrances to title to the Property
approved by Buyer as provided in Section 5 below.
1,10 Prope[ty. The real property legally described in Exhibit W attached
hereto.
1-11 Purchase Price. The sum of$78,200-00,
1.12 Seller's Counsel. None.
SDLjj',TL,V34924
14 : 55 FROM:BEST BEST & KRIEGEH
1.13 Tenant Lease. Any Commercial Lease or Rental Agreement between
Seller, as landlord, and Richards Metal Fabrication, as tenant.
1.14 Title Comgan--. Commonwealth Land Title Insurance Company.
1.15 1[ft1e Policy_. The Title Policy shall be California Land Title Association
("CLTA7) owner's policy of title insurance.
2 Sale and Purchase of Property. Seller hereby agrees to sell the Property to Buyer
and Buyer hereby agrees to purchase the Property from Seller at the price and on
the terms, covenants and conditions set forth in this Agreement.
3 Payment of Purchase Pd-Qe. Buyer shall pay to Seller the $78,200 00
Purchase Price in full at the Closing.
4 Es! r_ow Guardian Escrow shall act as escrow under this Agreement- An
executed copy of this Agreement shall be delivered to Escrow by both parties on
the Effective Date, and the parties hereby instruct Escrow to act in accordance with
the terms of this Agreement. Buyer and Seller shall execute such further escrow
instructions as may be required by Escrow to consummate the transactions
contemplated by this Agreement, but in the event of any conflict between the
provisions of such escrow instructions and this Agreement, the provisions of this
Agreement shall control.
4-1 Buygr s Qel�y-eries to Escrow. No later than 3:00 p-m. of the last regular
Business Day before the Closing Date, Buyer shall deliver to Escrow cash
in an amount equal to the sum of(1) the balance of the Purchase Price and
(2) Buyers costs.
4.2 Seller's Deliveries to Escrow. No later that 3.00 pm. of the last regular
Business Day before the Closing Date, Seller shall deliver to Escrow:
4-2.1 The Seller's Grant Deed. The Deed conveying the Property to
Buyer, signed and acknowledged by Seller and such person(s) as
Title Company requires in order to issue the Title Policy.
4.2-2 6f-td-avit of Non-Foreign Status. An affidavit in a form satisfactory to
Buyer pursuant to (1) Internal Revenue Code section 1445, fully
signed and acknowledged, by Seller confirming Seller not a foreign
person and (2) California Revenue & Taxation Code section 18662
(California Form 590-RE) fully signed and acknowledged by Seller
confirming facts to allow Buyer to determine if this transaction is
subject to California gat-source'' withholding.
SDL11TJL%-\349'2 3
CT- 15-97 14 : SS FROM:BEST BEST & KRIEUt-M
Buyer's Soecial Conditions Precedent.
5.1 al2eciaL-c-onditiongi. Buyers obligations under this Agreement (including,
without limitation, the obligation to deliver to Escrow the Purchase Price) are
subject to the following conditions precedent:
5.1.1 Review of Undated Title Report. Buyers review and approval of an
updated preliminary report of title 'issued by the Title Company on or
after the Effective Date covering the Property together with copies of
all instruments described in the title report and evidencing or affecting
exceptions to title thereto(the title report and copies of exceptions are
referred to herein as the 'Title Report"). As soon as practicable
following the Effective Date, Buyer shall order the Title Report from
Title Company- Buyer shall approve or disapprove the Title Report
within two Business Days following Buyer's receipt thereof. Buyer
shall not unreasonably withhold Buyers approval of the Title Report
and Buyer shall approve the Title Report if the Title Report does not
list any exceptions other than the exceptions listed in the Preliminary
Title Report dated as of February 12, 1997, by Commonwealth Land
Title Insurance Company, Order No. 3701502-37. The exceptions to
the Title Report approved by Buyer shall constitute "Permitted
Encumbrances" for all purposes of this Agreement- The definition of
Permitted Exception shall not include, under any circumstances, the
following which Seller shall cause to be paid and released at the
Closing-, (1) any delinquent real property or personal property tax
and/or assessment liens and/or (2) income tax liens and/or (3) any
other liens securing monetary obligations owed by Seller and/or
tenant (other than non-delinquent real property taxes and
assessments).
5-2 BAt-i-s-ta-pt ion/Wa iver. Satisfaction or waiver of the special conditions
will be effective only if the same is (i) in writing, (ii) signed by Buyer and (iii)
delivered to Escrow no later than the date such condition is to be satisfied.
5-3 Termination of this Acreement. In the event the special conditions
precedent above are not timely satisfied or waived within the time period
provided above, either party may terminate this Agreement by delivering to
Escrow and the other ;)artv, a notice of termination, provided. however,
Seller's notice of terrni,lation shall not be effective if. within two Business
Days following Seller's. delivery to Buyer of the notice oaf termination, Buyer
delivers to Escrow Buyer's written waiver of the conditions- If this Agreement
is terminated as provided in the preceding sentence, then (1) all rosts
incurred by each party shall be borne by such party, (2) all costs incurred by
Escrow shall be borne by Buyer provided herein and (3) thereafter, no party
shall have any further rights or obligations under this Agreement-
4
C'#osinQ.
The parties further agree'
Escrow will close this escrow on the Closing Date
Concritig_ns—to-Q-to�in.- if any, as May
by (i)filing for record the Deed (and such Other documents,
be necessary to procure the Title policy) and (ii) delivering funds and
documents to the parties WHEN AND ONLY WHEN each of the following
conditions has been satisfied:
eriegi. All funds and documents required to be delivered to
Escrow have been delivered to Escrow.
6.1.2 The Title Policv. Escrow can procure the Title PoPricelicy from uringTitle
Company,with liability in the amount of the purchase , ins
that fee title as to the property vests in Buyer subject to the Permitted
Encumbrances and subject to Settees responsibility for
General and special real estate taxes and assessments which
are owing as of the Closing and subject to apportionment;
All delinquent taxes, if any-,
(c) Supplemental taxes, if any, assessed before the Closing and
subject to apportionment.
6_ Uela Escrow cannot close this escrow on or condi
�Le�dggsin If closethis escrow when all ions
Closing Date, it will, nevertheless.
have been satisfied or waived unless, after the Closing Date and prior to the
Closing, Escrow receives a written notice to terminate this escrow from a
party who, at the time the notice is delivered, is not in default under this
Agreement.
7
7-1 as_—ts- With the exception of Settees attorneys' fees, if any, all
expenses in connection with the transaction contemplated by this Agreement
shall be paid by Buyer.
r
7-2 _ prope
Prorations. All non-delinquent real rt taxes pertaining to the
rorated between Seller and Buyer as of the Closing. in
Property shall be p 1997-1998 fiscal year, the proration shall be
the absence of a tax bill for the
based upon the 1996-1997 tax bill.
SMri'�UXA34V
8 Representation and Warranties.
51 Seller's Representations ond,3-Alarranties. Seller hereby represents and
warrants to Buyer that as of the Effective Date and the Closing-
8-1.1 Om
nintion, Standing-an—cf,Authority.of Seller. Seller is a Tri
under a Declaration of Trust dated July 13, 1989, duly organized and
validly existing and in good standing under the laws of the State of
California and has all requisite power and authority to own the
property that it now owns.
8.1.2 Authority to Execute and Deliver this Agreement. Seller has all
requisite power, title and authority to execute this Agreement and
consummate the transactions contemplated by this Agreement. This
Agreement constitutes the legal and binding obligations of Seller
enforceable in accordance with its terms.
8.13 Litioation. To the best of Settees actual knowledge without any
duty of inquiry, there are no actions, suits or proceedings pending or
threatened against or affecting Seller or the Property in any court at
law or in equity, or before or by any governmental department,
commission, board, bureau, agency or instrumentality, an adverse
decision in which might materially affect the Property or Seller's ability
to perform Settees obligations under this Agreement-
8-1.4 Tenant Lease, Richards Metal Fabrication is the only lease or
occupancy agreement with respect to the Property.
8.1.5 Creditors_ Seller has not (i) made a general assignment for the
benefit of creditors, (ii) filed any voluntary petition in bankruptcy or
suffered the filing of an involuntary petition by Sellers creditors, (iii)
suffered the appointment of a receiver to take possession of all, or
substantially all, of Seller's assets, (iv) suffered attachment or other
judicial seizure of all, or substantially all, of Seller's assets, or (v)
admitted in writing Seller's inability to pay Sellers debts as they
become due,
8.1.6 Seller Not a Fgmigrn Person, Seller is not a "foreign person"
within the meaning of Section 1445 (fl (3) of the Internal Revenue
Code of 1954, as amended. and that Seller will furnish to Buyer, prior
to Closing, an affidavit confirming the same.
8.11 —HazardousMaterials. To the best of Settees actual knowledge,
the Property is not in violation of any federal, state or local law,
ordinance or regulation promulgated thereunder including, but noi
limited to, soil and under ground water conditions- Neither Seller
(nor, to the best of Seller's actual knowledge, any third party) has
used, generated, manufactured, producedT stored or disposed of on,
under or about the Property, or transported to or from the Property,
any Hazardous Materials. To the best of Seller's actual knowledge,
there is no legal or administrative proceeding or inquiry by any
person or any governmental authority (including, without limitation,
the United States Environmental Protection Agency and the California
State Department of Health Services)with respect to the presence of
Hazardous Materials on the Property or the migration thereof from or
to any other property.
8.1.8 "As-is" Sale. The sale of the Property hereunder by Seller, and its
purchase by Buyer, is on an "AS-IS'v basis. Except as expressly set
forth in this Agreement, Seller makes no representations or
warranties of any kind, express or implied, concerning the Property
or its condition, value, compliance with laws, status of permits or
approvals, the sufficiency of the Property for Buyer's purposes or any
other matter of the similar or dissimilar nature relating in any way to
the Property. Buyer hereby represents, warrants, covenants, agrees
and acknowledges that it has made, or will make prior to the Closing
Date, such investigations as it has deemed or may deem necessary
with respect to the Property and Buyer has entered into this
Agreement on the basis of its willingness to undertake such
investigations and not on the basis of any representation or warranty
made by Seller. Buyer agrees that, upon the Closing, Buyer shall
conclusively be deemed to have released Seller from all responsibility
regarding the condition of the Property (except as to Hazardous
Materials existing prior to the Closing) and shall conclusively be
deemed to have accepted the same in its then existing condition, "as-
is", without representation or warranty of any kind and nature
whatsoever, except as expressly set forth in this Agreement that may
then exist, whether the same are of a legal nature, a physical nature
or otherwise.
8.1.9 Survival of Covenants. Regregenfationg and Warranties. Allafthe
covenants, representations and warranties of Seller set forth in any
and all provisions of this Agreement shall survive the Closing and the
delivery of the Deed. In the event that prior to the Closing, Buyer
discovers any material misrepresentation of Seller or any material
breach of Seller's representations or warranties hereunder(excluding
any misrepresentation amounting to fraud), then, for a period of three
Business Days following the discovery, Buyer shall have the right to
terminate this Agreement. If, notwithstanding Buyer's discovery of a
misrepresentation of Seller or any breach of Seller's representation's
or warranties hereunder, Buyer elects to affirm this Agreement and
7
proceed with the Closing, such election shall, upon the Closing.,
constitute a waiver by Buyer of any and all claims relating to such
misrepresentation of Seller or breach of Seller's representations or
warranties hereunder.
8-2 Covenants of Seller. Seller hereby covenants and agrees with Buyer,
that from and after the date hereof though the Closing but not thereafter-
8.2-1 Na Amendment to Tenant Lease. Seller will not alter, amend
or modify the terms or provisions of the Tenant Lease, or enter into
any new leases pertaining to occupancy of the Property without the
prior written approval of Buyer.
8.2.2 No Granting of Intersn FLQpg-rty. Seller will not grant to or
purport to create in any third party any interest in the Property or any
entity holding title to the Property without the prior written approval of
Buyer.
9 Possession- Subject to the rights of the tenants under the Tenant Lease,
possession of the Property shall be delivered by Seller to Buyer as of the time of
recording the Deed on the day of Closing, provided, however, prior to the Closing,
the authorized representatives of Buyer shall have reasonable access to the
Property for the purposes of (i) satisfaction of any conditions precedent to the
Closing contained herein; and (ii) Buyer becoming familiar with the Property-
10 Duty to Clean By November 10, 1997, Seller shall remove all furniture,
fixtures and equipment so as to leave the Property free of debris, furniture, fixtures
and equipment- Escrow shall withhold $5,000-00 as assurance that the property
will be free of debris, furniture, fixtures and equipment. If after November 10, 1997
the Property has not been cleaned, Buyer may use these retained funds to clean
the property, with any excess funds payable to Seller.
11 Miscellaneous Provisions.
11-1 Time is of the Essence- Time is hereby expressly declared to be of the
essence of this Agreement,
11,2 Interpretation of
-D A eernent� The parties acknowledge that both parties
have caused this Agreement to be reviewed and approved by legal counsel
of their own choice,
,T- `4
This'Is the sole and only agreement between the parties.
11.3 Sole Agee
Any and all prior oral or written representations, correspondence, letters Of
intent and agreements are merged into and superseded by this Agreement
and shall be of no force or effect- Any modifications of this Agreement must
be in writing and signed by the parties hereto.
11.4 Partial 1n ali—dI tY- if any provision hereof is held invalid or not enforceable
to its fullest wdent, such provision shall be enforced to the extent permitted
by law, and the validity of the.remaining provisions hereof shall not be
affected thereby.
11.5 E&Atji�, All Exhibits, if any, to this Agreement are incorporated herein
by reference.
11,65 NoUceS- All notices, requests, demands or documents -which are
required or permitted to be given or served hereunder shall be in writing and
personally delivered, or sent by Federal Express egist+~:r'ed
mitdelivery service furnishing proof of delivery) or ror certified mail,
postage prepaid, addressed as follows:
To Seller at: Karen J. Gary, Trustee
Lorelei H. Richards, Trustee
Kent S. Richards, Trustee
20785 Camino Cielo Azul
Escondido, CA 92029
I93MY-e—rat: City of Redlands
Attn: Dan McHugh, City Attorney
P.O. Box 3005
Redlands, CA 92373
with a copy to: Bruce W. Beach, Esq.
Best Best& Krieger, LLP
402 West Broadway, 13th Floor
San Diego, CA 92101
Such addresses may be changed frorrittime to time by the addressee by serving a notice
as heretofore provided, Service of such notice or demand shall be deemed complete On
ssee certif ce
the date of actual delivery as shown by the addressee's registry or ication re iPt OF
at the expiration of the third day after the date of mailing (whether or not actually received
by the addressee), whichever is earlier in time-
11-7 He--adinThe headings of Sections and Subsections herein
-Q$--0f-,5-ect1On5—�
are ined only for conventence and reference and shall in no way define,
sert
limit or describe the scope or intent of any provision of this Agreement
SI)LMILW24n
11.8 Counterparts. This Agreement may be execrated in counterparts which
together shall constitute the Agreement.
e date
llV WITNESS
WHEREOF, the Parties hereto have executed
���Agreement��ricil of the City
set forth opposite their signatures- On September 16. 1997,
provided herein.
of Redlands approved the acquisition of the Property p
jiuyer CITY OF REDLANDS
Gated: - r 1997 BY: IX
ts. G� �
Swen Larson, Mayor
ATTEST:
Lara_ Poyzer i Clerk Seller:
1997 Deceased 10115189
Dated-- Lorelei H_ Richards, Trustee
Dated: . 1997
Karen J. Gary, Trustee
: ,r'C� cam ', 1 997
Dated
171
Keret St. John Ri ards, Trustee
w
r
J
EXHIBIT `X
Lots 24 and 25 of Tract 2083, in fine City of Redlands, County(s) 26, of Maps, in the office of the
California, as per map recorded in Book 30, page
County Recorder of said County.
i�
5T7LIT'�Z.L�*�4�2
j y
PURCHASE AND SALE AGREEMENT
Karen J. Gary and Kent S. Richards, Trustees of the Lorelei N. Richards Trust
("Setter")
and
CITY OF REDLANDS
("Buyer")
sDmrr TL%V\3482
Table of Contents
Page
e
Recitals . . . . . . 1
Covenants . . . . . . . . . . . . . 1
Section I - Definitions
1.1 Business Day(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
1.2 Buyer's Counsel . . . . . . . . . 1
1.3 Closing . . . . . . . . 1
1.4 Closing Date . . . . . . . . . . . 1
1.5 Deed . . . . . . . . . 1
1.6 Effective Date - . . . . . . . . . . . . . . . . 2
1,7 Escrow . . . . . . . . . . . 2
1.8 Hazardous Materials 2
1.9 Permitted Encumbrances . . . . . . . . . . . . . . . 2
1.10 Property . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
1.11 Purchase Price . . . . . . 2
1.12 Tenant Lease 2
1.13 Title Company . . . . . . . . . . . . . . . . . . . . . . . . . 3
1.14 Title Policy . . . . . . . . . . . . . . . . . . . . . . . . . . 3
Section 2 - Sale and Purchase of Property . . . . . . . . . . . . . . . . . . . . . . . . . 3
Section 3 - Payment of Purchase Price . . . . . . . . . . . . . . . . . . . . . . . . . . 3
Section 4 - Escrow . . . . . . . . . . 3
4.1 Buyer's Deliveries to Escrow . . . . . . . . . . . . . . . . . 3
42 Seller's Deliveries to Escrow . . . . . . . 3
Section 5 - Buyer's Special Condition Precedent . . . . . . . . 4
5.1 Special Conditions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
5.2 Satisfaction/Waiver . . . . . . . . 4
5.3 Termination of this Contract . . . . . . . . . . 4
Section 6 - The Closing . . . . . . . . 5
61 Conditions to Closing . . . . . . . . . . . . . . . . . . . 5
6.2 Delayed Closing . . . . . . . 5
Section 7 - Closing Costs, Prorations 5
7-1 Costs 5
7.2 Prorations 5
SDLfrJI_UA3482
Section 8 - Representations and Warranties . . . . . . . . 6
8.1 Sellers Representations and Warranties . . . . . . . . . . . . . . 6
8.2 Covenants of Seller . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Section 9 - Possession . . . 8
Section 10 - Duty to Clean . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Section 11 - Miscellaneous Provisions . . . 8
111 Time is of the Essence 8
11.2 Interpretation of Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
11.3 Sole Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
11.4 Partial Invalidity . 9
11,5 Exhibits . . . . . . . 9
11.6 Notices . . . . . . _ . . . . . . . . . . . . 9
117 Headings of Sections . . . . . . . . . . . . 9
11.8 Counterparts . . . . . . . . . . . . . . . . . . . 10
'DL1TJLM3492
Purchase and Sale Agreement
This Purchase and Sale Agreement ("Agreement') is made as of October_ , 1997
("Effective Date") by and between Lorelei H. Richards, Karen J. Gary and Kent S.
Richards, as Trustees under Declaration of Trust dated July 13, 1989 for the Benefit
of Lorelei H. Richards("Seller") and the City of Redlands ("Buyer"). This Agreement is
entered into with reference to the following facts:
Recitals
A. Seller is the owner of certain improved real property located at 516 North Eureka
Street in the City of Redlands, County of San Bernardino, State of California, which is
more particularly described in Exhibit 'A' attached hereto ("the Property").
B. Buyer is vested with the power of eminent domain and Buyer has identified the
Property as being necessary for the Eureka Street Widening Project, a public use,
C. Buyer and Seller entered into this agreement in order to avoid the expenses and
delays which would be incurred in connection with a contested condemnation proceeding
which would otherwise have been initiated by Buyer if the parties were unable to agree
upon the terms set forth in this agreement.
Covenants
Seller and Buyer hereby agree as follows:
I Definitions. The following terms shall have the following definitions in this
agreement:
1.1 Business Day(s). Any day other than a Saturday, Sunday or legal holiday
recognized in the State of California.
1.2 Buyer's Counsel. Best Best & Krieger, LLP, by Bruce W. Beach, Esq.
13 Closing, The time and date when the Deed conveying fee title to the
Property is recorded in the County Recorder's Office of the San Bernardino
County and payments required by the terms of this Agreement are made to
Seller.
1.4 Closing Date. November 10, 1997, or as soon as all necessary
documents have been executed.
1.5 Q . The grant deed to be used to convey title to the Property to Buyer.
Such deed shall be in Escrow's standard form.
SDLrrJI.AV,3482
1.6 Effective Date. The date specified above.
1.7 Escrow. Guardian Escrow.
1.8 Hazardous Materials. For the purpose of this Agreement, Hazardous
Materials shall mean (a) "hazardous waste", "extremely hazardous waste" or
"restricted hazardous waste" as defined in Chapter 6.5 of Division 20
(Section 25100, et sLeq.) of the California Health and Safety Code, as
amended, or any successor statute, (b) "hazardous substance" as defined
in the Comprehensive Environmental Response, Compensation and Liability
Act (42 U.S.C. Section 9601, et 5=.), as amended, or any successor statute,
(c) "hazardous material" as defined in the Hazardous Materials
Transportation Act (49 U.S.C. Section 1801, et =.), as amended, or any
successor statute, (d) "hazardous waste", "solid waste", "sludge", "used oil",
"recycled oil", "lubricating oil" and "refined oil" as defined in the Resource
Conservation and Recovery Act of 1976 (42 U.S.C. Section 6901 et =.),
as amended, or any successor statute, (e) "hazardous substance" as defined
in the Carpenter-Presley-Tanner Hazardous Substance Account Act,
Chapter 6.8 of Division 20 (Section 25300 et=.) of the California Health
and Safety Code, as amended, or any successor statute, (f) "hazardous
substance" as defined in Chapter 6.7 of Division 20 (Section 25280 et=.)
of the California Health and Safety Code as amended, or any successor
statute, (g) "hazardous material", "hazardous substance" or "hazardous
waster" as defined in Chapter 6.95 of Division 20 (Section 25501 et=.) of
the California Health and Safety Code as amended, or any successor
statute, (h) "hazardous substance" as defined in Clean Water Act (33 U.S.C.
Section 1251 et =.), as amended, or any successor statute, (i) asbestos
or products containing asbestos or 0) any substances, materials or wastes
listed in (1) the United States Department of Transportation Hazardous
Materials Table (49 C.F.R. Section 172.101), as amended, (2) the
Environmental Protection Agency List (40 C.F.R. Part 302), as amended, or
(4) any other list published by any federal or state governmental entity now
or in the future.
1,9 Permuted Encumbrances. The encumbrances to title to the Property
approved by Buyer as provided in Section 5 below,
1.10 PropeM. The real property legally described in Exhibit 'A' attached
hereto.
1.11 Purc
hagie Price. The sum of $78,200,00.
1.12 Seller's Cognagi, None.
SDLXPJL.W,3492 2
1.13 Tenant Lease. Any Commercial Lease or Rental Agreement between
Seller, as landlord, and Richards Metal Fabrication, as tenant.
1.14 Title Company. Commonwealth Land Title Insurance Company.
1.15 Title Polirgy, The Title Policy shall be California Land Title Association
("CLTA7) owners policy of title insurance.
2 Sale and Purchase of Property. Seller hereby agrees to sell the Property to Buyer
and Buyer hereby agrees to purchase the Property from Seller at the price and on
the terms, covenants and conditions set forth in this Agreement.
3 Payment of Purchase Price. Buyer shall pay to Seller the $78,200.00
Purchase Price in full at the Closing.
4 Escrow. Guardian Escrow shall act as escrow under this Agreement. An
executed copy of this Agreement shall be delivered to Escrow by both parties on
the Effective Date, and the parties hereby instruct Escrow to act in accordance with
the terms of this Agreement. Buyer and Seller shall execute such further escrow
instructions as may be required by Escrow to consummate the transactions
contemplated by this Agreement, but in the event of any conflict between the
provisions of such escrow instructions and this Agreement, the provisions of this
Agreement shall control,
4.1 Buyers Deliveries to Escrow. No later than 3:00 pm. of the last regular
Business Day before the Closing Date, Buyer shall deliver to Escrow cash
in an amount equal to the sum of (1) the balance of the Purchase Price and
(2) Buyer's costs.
4.2 Seller's Deliveries to Escrow. No later that 3:00 p.m. of the last regular
Business Day before the Closing Date, Seller shall deliver to Escrow:
4.2.1 The Seller's Grant Deed. The Deed conveying the Property to
Buyer, signed and acknowledged by Seller and such person(s) as
Title Company requires in order to issue the Title Policy.
4.2.2 6ffidavit of Non-Foreign-Status. An affidavit in a form satisfactory to
Buyer pursuant to (1) Internal Revenue Code section 1445, fully
signed and acknowledged, by Seller confirming Seller not a foreign
person and (2) California Revenue & Taxation Code section 18662
(California Form 590-RE) fully signed and acknowledged by Seller
confirming facts to allow Buyer to determine if this transaction is
subject to California "at-source" withholding.
SD1XrJLW,3492 3
5 Buyer's Special Conditions Precede
5.1 Soecial Conditions. Buyer's obligations under this Agreement (including,
without limitation, the obligation to deliver to Escrow the Purchase Price) are
subject to the following conditions precedent:
5.1.1 Review of Updated Title Report. Buyer's review and approval of an
updated preliminary report of title issued by the Title Company on or
after the Effective Date covering the Property together with copies of
all instruments described in the title report and evidencing or affecting
exceptions to title thereto (the title report and copies of exceptions are
referred to herein as the "Title Report"), As soon as practicable
following the Effective Date, Buyer shall order the Title Report from
Title Company, Buyer shall approve or disapprove the Title Report
within two Business Days following Buyers receipt thereof. Buyer
shall not unreasonably withhold Buyer's approval of the Title Report
and Buyer shall approve the Title Report if the Title Report does not
list any exceptions other than the exceptions listed in the Preliminary
Title Report dated as of February 12, 1997, by Commonwealth Land
Title Insurance Company, Order No. 3701502-37. The exceptions to
the Title Report approved by Buyer shall constitute "Permitted
Encumbrances" for all purposes of this Agreement. The definition of
Permitted Exception shall not include, under any circumstances, the
following which Seller shall cause to be paid and released at the
Closing: (1) any delinquent real property or personal property tax
and/or assessment liens and/or (2) income tax liens and/or (3) any
other liens securing monetary obligations owed by Seller and/or
tenant (other than non-delinquent real property taxes and
assessments).
5.2 Satisfaction/Waiver, Satisfaction or waiver of the special conditions
will be effective only if the same is (i) in writing, (ii) signed by Buyer and (iii)
delivered to Escrow no later than the date such condition is to be satisfied.
5.3 Termination of this Agreement. In the event the special conditions
precedent above are not timely satisfied or waived within the time period
provided above, either party may terminate this Agreement by delivering to
Escrow and the other party a notice of termination, provided, however,
Seller's notice of termination shall not be effective if, within two Business
Days following Seller's delivery to Buyer of the notice of termination, Buyer
delivers to Escrow Buyer's written waiver of the conditions. If this Agreement
is terminated as provided in the preceding sentence, then (1) all costs
incurred by each party shall be borne by such party, (2) all costs incurred by
Escrow shall be borne by Buyer provided herein and (3) thereafter, no party
shall have any further rights or obligations under this Agreement.
SDLrrJLW-3492 4
6 The Closing. The parties further agree:
6.1 QQnditions QIgsing. Escrow will Masa this escrow on the Closing Date
by(i) filing for record the Deed (and such ager documents, if any, as may
be necessary to procure the Title Policy) and (ii) delivering funds and
documents to the Parties WHEN AND ONLY WHEN each of the fallowing
conditions has been satisfied;
6:"1.9 eh erie . All funds and documents required to be delivered to
Escrow have been delivered to Escrow,
6.1.2 he Jille Polio. Escrow can procure the Title Policy from Title
Company, with liability in the amount of the Purchase Price, insuring
that fee title as to the Property vests in Buyer subject to the Permitted
Encumbrances and subject to Seller's responsibility for
a) General and special real estate taxes and assessments which
are owing as of the Closing and subject to apportionment;
(b) All delinquent taxes, if any;
(c) Supplemental taxes, if any, assessedbefore the Closing and
subject to apportionment.
6.2 Qg6Vjgd Qasi d. If Escrow cannot close this escrow on or before the
Closing Date, it will, nevertheless, close this escrow when all conditions
have been satisfied or waived unless, after the Closing Date and prior to the
Closing, Escrow receives a written notice to terminate this escrow from"a
party who, at the time the notice is delivered, is not in default under this
Agreement.
lain QQNA. Pmrations.
T1 With the exception of Seller's attorneys' fees, if any, all
expenses in connection with the transaction contemplated by this Agreement
shall be paid by Buyer.
,2 y All non-delinquent real property taxes pertaining to the
P rty small be prorated between Seller and Buyer as of the Closing. In
the absence of a tax bill for the 1997-1998 fiscal year; the gyration shall be
based upon the 1996-1997 tax bill:
SDUPJ.
8 Representation and Warranties.
8.1 Seller's Representations and Warranties. Seller hereby represents and
warrants to Buyer that as of the Effective Date and the Closing:
8.1.1 Organization, Standing and Authority of
Seller. Seller is a Trust
under a Declaration of Trust dated July 13, 1989, duly organized and
validly existing and in good standing under the laws of the State of
California and has all requisite power and authority to own the
property that it now owns.
8.1.2 Authority to Execute and Deliver this Agreement. Seller has all
requisite power, title and authority to execute this Agreement and
consummate the transactions contemplated by this Agreement. This
Agreement constitutes the legal and binding obligations of Seller
enforceable in accordance with its terms.
8.1.3 Litigation. To the best of Seller's actual knowledge without any
duty of inquiry, there are no actions, suits or proceedings pending or
threatened against or affecting Seller or the Property in any court at
law or in equity, or before or by any governmental department,
commission, board, bureau, agency or instrumentality, an adverse
decision in which might materially affect the Property or Seller's ability
to perform Seller's obligations under this Agreement.
8.1.4 Tenant Lease. Richards Metal Fabrication is the only lease or
occupancy agreement with respect to the Property.
8.1.5 Creditors. Seller has not (i) made a general assignment for the
benefit of creditors, (ii) filed any voluntary petition in bankruptcy or
suffered the filing of an involuntary petition by Seller's creditors, (iii)
suffered the appointment of a receiver to take possession of all, or
substantially all, of Seller's assets, (iv) suffered attachment or other
judicial seizure of all, or substantially all, of Seller's assets, or (v)
admitted in writing Seller's inability to pay Sellers debts as they
become due.
8.1.6 Seller Not a Foreign PersoLi, Seller is not a "foreign person"
within the meaning of Section 1445 (f) (3) of the Internal Revenue
Code of 1954, as amended, and that Seller will furnish to Buyer, prior
to Closing, an affidavit confirming the same.
8.1.7 Hazardous Materials. To the best of Seller's actual knowledge,
the Property is not in violation of any federal, state or local law,
ordinance or regulation promulgated thereunder including, but not
SDLITJLW3492 6
limited to, soil and under ground water conditions. Neither Seller
(nor, to the best of Seller's actual knowledge, any third party) has
used, generated, manufactured, produced, stored or disposed of on,
under or about the Property, or transported to or from the Property,
any Hazardous Materials. To the best of Seller's actual knowledge,
there is no legal or administrative proceeding or inquiry by any
person or any governmental authority (including, without limitation,
the United States Environmental Protection Agency and the California
State Department of Health Services) with respect to the presence of
Hazardous Materials on the Property or the migration thereof from or
to any other property.
8.1.8 "As-Is" Sale. The sale of the Property hereunder by Seller, and its
purchase by Buyer, is on an "AS-IS" basis. Except as expressly set
forth in this Agreement, Seller makes no representations or
warranties of any kind, express or implied, concerning the Property
or its condition, value, compliance with laws, status of permits or
approvals, the sufficiency of the Property for Buyer's purposes or any
other matter of the similar or dissimilar nature relating in any way to
the Property. Buyer hereby represents, warrants, covenants, agrees
and acknowledges that it has made, or will make prior to the Closing
Date, such investigations as it has deemed or may deem necessary
with respect to the Property and Buyer has entered into this
Agreement on the basis of its willingness to undertake such
investigations and not on the basis of any representation or warranty
made by Seller. Buyer agrees that, upon the Closing, Buyer shall
conclusively be deemed to have released Seller from all responsibility
regarding the condition of the Property (except as to Hazardous
Materials existing prior to the Closing) and shall conclusively be
deemed to have accepted the same in its then existing condition, "as-
is", without representation or warranty of any kind and nature
whatsoever, except as expressly set forth in this Agreement that may
then exist, whether the same are of a legal nature, a physical nature
or otherwise.
8.1.9 Survival of Covenants Representations and Warranties. Allofthe
covenants, representations and warranties of Seller set forth in any
and all provisions of this Agreement shall survive the Closing and the
delivery of the Deed. In the event that prior to the Closing, Buyer
discovers any material misrepresentation of Seller or any material
breach of Seller's representations or warranties hereunder (excluding
any misrepresentation amounting to fraud), then, for a period of three
Business Days following the discovery, Buyer shall have the right to
terminate this Agreement. If, notwithstanding Buyer's discovery of a
misrepresentation of Seller or any breach of Seller's representations
or warranties hereunder, Buyer elects to affirm this Agreement and
SDLXrJLW3492 7
proceed with the Closing, such election shall, upon the Closing,
constitute a waiver by Buyer of any and all claims relating to such
misrepresentation of Seller or breach of Seller's representations or
warranties hereunder,
8.2 Covenants of Seller. Seller hereby covenants and agrees with Buyer,
that from and after the date hereof though the Closing but not thereafter:
8.2.1 No Amendment to Tenant Lease. Seller will not alter, amend
or modify the terms or provisions of the Tenant Lease, or enter into
any new leases pertaining to occupancy of the Property without the
prior written approval of Buyer.
8.2.2 No Granting of Interest in Property. Seller will not grant to or
purport to create in any third party any interest in the Property or any
entity holding title to the Property without the prior written approval of
Buyer.
9 Possession. Subject to the rights of the tenants under the Tenant Lease,
possession of the Property shall be delivered by Seller to Buyer as of the time of
recording the Deed on the day of Closing, provided, however, prior to the Closing,
the authorized representatives of Buyer shall have reasonable access to the
Property for the purposes of (i) satisfaction of any conditions precedent to the
Closing contained herein; and (ii) Buyer becoming familiar with the Property.
10 Duty to Clean. By November 10, 1997, Seller shall remove all furniture,
fixtures and equipment so as to leave the Property free of debris, furniture, fixtures
and equipment. Escrow shall withhold $5,000.00 as assurance that the property
will be free of debris, furniture, fixtures and equipment. If after November 10, 1997
the Property has not been cleaned, Buyer may use these retained funds to clean
the property, with any excess funds payable to Seller.
11 Miscellaneous Provisions.
11.1 Time is of the Essence. Time is hereby expressly declared to be of the
essence of this Agreement.
11.2 Inte[pretatio!2 of Agreement. The parties acknowledge that both parties
have caused this Agreement to be reviewed and approved by legal counsel
of their own choice.
SDLITJLNN',3482
11.3 Sole Agreement. This is the sole and only agreement between the parties.
Any and all prior oral or written representations, correspondence, letters of
intent and agreements are merged into and superseded by this Agreement
and shall be of no force or effect. Any modifications of this Agreement must
be in writing and signed by the parties hereto.
11.4 Partial Invalidity. If any provision hereof is held invalid or not enforceable
to its fullest extent, such provision shall be enforced to the extent permitted
by law, and the validity of the remaining provisions hereof shall not be
affected thereby,
11.5 Exhibits. All Exhibits, if any, to this Agreement are incorporated herein
by reference.
11.6 Notices. All notices, requests, demands or documents which are
required or permitted to be given or served hereunder shall be in writing and
personally delivered, or sent by Federal Express (or other similar overnight
delivery service furnishing proof of delivery) or registered or certified mail,
postage prepaid, addressed as follows:
To Seller at: Karen J. Gary, Trustee
Lorelei H. Richards, Trustee
Kent S. Richards, Trustee
20785 Camino Cielo Azul
Escondido, CA 92029
To Buyer at: City of Redlands
Attn: Dan McHugh, City Attorney
P.O. Box 3005
Redlands, CA 92373
with a copy to: Bruce W. Beach, Esq.
Best Best & Krieger, LLP
402 West Broadway, 13th Floor
San Diego, CA 92101
Such addresses may be changed from time to time by the addressee by serving a notice
as heretofore provided. Service of such notice or demand shall be deemed complete on
the date of actual delivery as shown by the addressee's registry or certification receipt or
at the expiration of the third day after the date of mailing (whether or not actually received
by the addressee), whichever is earlier in time.
11.7 Headingi of Sections. The headings of Sections and Subsections herein
are inserted only for convenience and reference and shall in no way define,
limit or describe the scope or intent of any provision of this Agreement.
SDLMLA'\3492 9
11.8 Counterparts. This Agreement may be executed in counterparts which
together shall constitute the Agreement.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date
set forth opposite their signatures. On September 16, 1997, the City Council of the City
of Redlands approved the acquisition of the Property as provided herein.
Buyer: CITY OF REDLANDS
Dated: Oct. 30, 1997, 1997 By:
Its: G4WI4D4U4 6-
ATTEST: Swen Larson, Mayor
Lorqe Poyze y �"ierk
Seller:
Dated: 1997 a" nzs-,
Lorelei H. Richards, Trustee
Dated: 1997
Ka en J. Ga6j,/TrusteeJ'
Dated: 11997
Kent St, John Richards, Trustee
SDUT'JLW\3482 10
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EXHIBIT `A'
Lots 24 and 25 of Tract 2083, in the City of Redlands, County of San Bernardino, State of
California, as per reap recorded in Boob 30, page(s) 26, of Maps, in the office of the
County Recorder of said County.
sDLM LW,34sa 11
RECORDING REQUESTED BY
Commonwealth Land Title Company
AND WHEN RECORDED NIAIL TO:
CITY OF RFDt-ANDS, a municipal corporation
Attn: Nlr, Dan McHugh. City Attorney
P.O. Box 3005
Redlands, CA 92373
Space Above This Line for Recorder's Use Only
A.P.N.: 169-156-20, 169-156-21 Order No.: 3706961-92 Escrow No.: 15890-JB
GRANT DEED
'rill'UNDERSIGNED GRANTOR(s)DECLARE(s)THAT DOCUMI-NTARY TRANSFER TAX IS:COUNTY$86.35
X computed on full value ot'property conveyed, or
computed on full value less value of liens or encumbrances remaining at time of sale,
unincorporated area; I X I City of Redlands , and
FOR A VALUABLE CONSIDERATION, Receipt of which is hereby acknowledged,
KAREN J. GARY and KENT ST. JOHN RICHARDS, Surviving Co-Trustees under Declaration of Trust dated July
13, 1989 for the Benefit of Lorelei H. Richards
hereby GRANT(S) to
CITY OF REDLANDS, a municipal corporation
the following described property in the City of Redlands, County of San Bernardino State of California;
Lot 24 and 25 of Tract 2083, in the City of Redlands, County of San Bernardino, State of California, as per map
recorded in [look 30, Page(s) 26, of Maps, in the Office of the County Recorder of said County.
Document Date: October 2, 1997
KAREN J. GARY, Surviving Co-Trustee KENT ST. JOHN RICHARDS, Surviving
under Declaration of Trust dated July Co-Trustee under Declaration of Trust
3, 1989 for the Benefit of Lorelei IT. dated July 13, 1989 for the Benefit of
Richards Lorelei H. Richards
STATE OF CALIFORNIA )SS
COUNTY OF
Oil before file, Notary Public
pcs,on;&IIN lknmn 13>mi:(or proved to file oil life Imsis of sansf)clory evidence)to he the per,on(s)whose sante(s)ix1are subscribed to the within mmminem
Ionic that heAlle"Illey exectued the Same in capacity6es)and that by hisiber/their signaturefs) oil file inso-ioncill
file persofl(,o or the entity upon behalf of which the person(s)acted,executed the instrument.
WITNESS in-, liandand official seal,
sirleoure City of Redlands, a municipal corporation
by- ,fin La on, Mayor
title
:
GRANT DEED CONTINUED ON NEXT PAGE Attest
C�
t-y
r< i Rodc,
�an
d s
M.fil Tax Statements to: SAIVIE AS ABOVE or Address N Below lorrie Povzer
SAN BERNARDMO COUNTY ASSESSOR
172 W. THIRD STREET
SAN BERNARDINO, CA 92415-0310
Escrow: 15890-JB
PRELIMINARY CHANGE OF OWNERSHIP REPORT
THIS REPORT IS NOT A PUBLIC DOCUMENT
Jo he completed by transferee(buyer prior to transfer of subject property in accordance with Section 480.3 of the Revenue and Taxation Code.)
This report is nota public document,
SELLER/'FRANSFEROR: KAREN J.GARY,Trustee KENT ST.JOHN RICHARDS,Trustee FOR RECORDER'S USE ONLY
BUYER/TRANSFEREE: CITY OF REDLANDS,a municipal corporation
ASSESSOR'S PARCEL NUMBER(S): 169-156-20, 169-156-21 and,(if applicable)
LEGAL DESCRIPTION:UNIT: LOT:24 and 25 TRACT:2083
PROPERTY ADDRESS:OR LOCATION:516 North Eureka Street FOR ASSESSOR'S USE ONLY
Redlands,CA 92374 CLUSTER---
Mail'Fax Information To: (Name):CITY OF REDLANDS,a municipal corporation 0 C I—(5c-2—
DTINT
(Address), Attn:Mr.Dan McHugh RC----SP$
P.O.Box 3005 DTT$ #PCL
Redlands,CA 92373 A preliminary Change of Ownership Report must be filed
with each conveyance in the County Recorder's office
for the county where the property is located: this
particular form may be used in all counties of 58
California.
The property which you acquired may be subject to a supplemental assessment in an amount to be determined by the San Bernardino County Assessor. For further
infortuation on your supplemental tax roll obligation, please call the San Bernardino County Assessor at(909)387-6740.
PART 1: TRANSFER INFORMATION Please answer all questions
I ]Yes [ ]No A. Is this transfer solely between husband and wife?(addition of a spouse,death of a spouse,divorce settlement,etc.)
JYes [ JNo B. Is this transaction only a correction of the name(s)of the person(s)holding title to the property?
(For example,a name change upon marriage.)
]Yes [ JNo C. Is this document recorded to create,terminate, or reconvey a lender's interest in the property?
JYes [ ]No D. Is this transaction recorded only to create,terminate,or reconvey a security interest(,e.g,consigner)?
I JYes [ JNo E. Is this document recorded to substitute a trustee under a deed of trust,mortgage,or similar document?
]Yes t ]No E Did this transfer result in the creation of a joint tenancy in which the seller(transferor)remains as one of the joint tenants?
I Ives [ ]No G. Does this transfer return property to the person who created the joint tenancy(original transferor)?
H. Is this transfer of property:
)Yes I JNo 1.to a trust for the benefit of the grantor,or grantor's spouse?
lYes I JNo 2.to a trust revocable by the transferor?
f JYes ]No 3,to a trust from which the property reverts to the grantor within 12 years?
I JYes )No I. If this property is subject to a lease, is the remaining lease term 35 years or more including written options:
!Yes ]No I Is this a transfer from parents to children or from children to parents?
I Ye s ]No K. Is this transaction to replace a principal residence by a person 55 years of age or older9
]No L Is this transaction to replace principal residence by a person who is severely disabled as defined by Revenue and Taxation Code
Section 69.51
If vou checked yes to J., K, or L, an applicable claim form must be filed with the County Assessor.
please provide any other information that would help the Assessor to understand the nature of the transfer.
IFYOU HAVE ANsNv-FRED ,rYEs- TO ANY OF THE ABOVE QUESTIONS EXCEPT'l, K, OR L, PLEASE SIGN
AND DATE, OTHERINAISE COMPLETE BALANCE OF THE FORM.
PART 11: OTHER TRANSFER INFORMATION
— Date of transfer if other than recording date:
13T�vc of transfer, Pleasee check appropriate Item,
1 Illurchase f lForcelosure [ ]Gift [ ITrade or Exchange I JlXlerger, Stock,or Partnership Acquisition
I lContract of Sale-Date of Contract
f lInheritance-Date of Death case t I Other(please explain):
I lCreation of a Lease I Assignment �—f I ITennination of a Lease --
Date Lea-,--Began
Original term in years(including written
Remaining term in years(including written options)__
C, Was only a partial interest in the property transferred! [ ]Yes JNo Iff`Yes' indicate the percentage transferred:
AS-SV25 SBE-ASD All 502-A FRONT 1-8-92
PRELIMINARY CHANGE OF OWNERSHIP REPORT Escrow: 15890-JB
Please answer,to the best of your knowledge,all applicable questions,sign and date. If a question does not apply, indicate with 'N/A'.
PART III: PURCHASE PRICE&TERMS OF SALE
A. CASH DOWN'PAYMENT or Value of Trade or Exchange(excluding closing cost) Amount
B. FIRST DEED OF TRUST@-%Interest for__years.Pavments/Mo,=$ (Prin,&Int.) Amount
1 FHA Fixed Rate New Loan
]Conventional Variable Rate Assumed Existing Loan Balance
I VA f J All Inclusive D.T.$ Wrapped) J Batik or Savings&Loan
I Cal-Vet [ ]Loan Carried by Seller I Finance Company
Balloon Payment Yes [ ]No Due Date Amount
C. SECOND DEED OF TRUST 0 % Interest for years. Payments/Mo,=$_---(Prin.&Int.) Amount
Bank or Savings&Loan [ ]Fixed I New Loan
Loan Carried by Seller f I Variable Rate I Assumed Existing Loan Balance
Balloon Payment[ ]Yes No Due Date- Amount$--
D. OTHER FINANCING-Is other financing involved not covered in(B)and(C)above? Yes [ I No Amount
Type a % Interest for Years, Payments/Mo.=$-- (Prin.&Int. only)
I Bank orSavings&Loan J Fixed Rate [ I New Loan
I Loan Carried by Seller I Variable Rate f I Assumed Existing Loan Balance
Balloon Payment Yes No Due Date Amount$
E. IMPROVEMENT BOND Yes No Outstanding Balance:Amount$
F. TOTAL PURCHASE PRICE(or acquisition price,if traded or exchanged,include real estate commission if paid),
Total Items A through E $
G. PROPERTY PURCHASED:[ ]Through a broker: Direct from sellen [ ]Other
If purchased through a broker,provide broker's name and phone no,;
Please explain any special terms or financing and any other information that would help the assessor understand purchase price and terms of sale,
PART IV: PROPERTY INFORMATION
A. IS PERSONAL PROPERTY INCLUDED IN PURCHASE PRICE(other than a mobilehome subject to local property tax)? Yes ]No
If'Yes'. enter the value of the personal property included in the purchase price$ (Attach itemized list of personal property),
B. IS THIS PROPERTY INTENDED AS YOUR PRINCIPAL RESIDENCE? [ ]Yes No
If'Yes'.enter date of occupancy 1 19or intended occupancy 19
month day month day
C. TYPE OF PROPERTY TRANSFERRED:
Single-Family Residence Agricultural 'I Timeshare
Multiple-family residence(no.of Units: Co-op/Own-your-own I Mobilehmne
t I Commercial;Industrial Condominium ]Unimproved lot
f J Other(Description:
D. DOES THE PROPERTY PRODUCE INCOME? )Yes ( )No
E IF THE ANSWER TO QUESTION'D'IS YES,IS THE INCOME FROM:
I I Lease/Rent [ ]Contract [ ]Mineral Rights [ I Other-explain
F WHAT WAS THE CONDITION OF PROPERTY AT THE TIME OF SALE? Good Average Fair Poor
Enter here, or on an attached sheet,any other information that would assist the Assessor in determining value of the property such as the physical condition of die
property, restrictions,etc.
I certiA
the foregoing is true, correct and complete to the best of trio knowledge and belief.
Sid9 7
Pie
Phone Number where you are available from 8:00 a.m. - 5:00 pm.
(NOTE: The Assessor may contact you for further information)
IF A DOCUMENT E1,7DENCING A CHANGE OF OWNERSHIP IS PRESENTED 10 THE RECORDER FOR RECORDAZION'wrmOUT THE CONCUIRREAIT
TILING OF A PRELIAMNARY CHANGE OF OWNERSHIP REPORT, THE RECOR14ER MAY CHARGE AN ADDITIONAL RECORDING FEE or nvE14Ty
DOLLARS($20.00).
AS-SV25 SBE-ASD AH 502-A BACK 1-8-92
'Part I ONLEEM-
"Part 1t
'Part'Ill
10MOINIPOW.W.,WRI-I I RIP.R. 19
m-WA�4 =11911"Iwel A-M.
Guardian Escrow, Inc.
101 East Redlands Blvd., Suite 180
r Redlands, CA 92373
(909) 793-3147 FAX(909)798-4606
BUYER'S SEPARATE INSTRUCTIONS
Escrow No. 15810-JB Date October 2. 1197
Re: 516 North Eureka Street Redlands CA 92374
To: Guardian Escrow, Inc. - Jeri Bray, CSEO
MY PREVIOUS INSTRUCTIONS IN THE ABOVE NUMBERED ESCROW ARE HEREBY MODIFIED ANCHOR
SUPPLEMENTED IN THE FOLLOWING PARTICULARS ONLY:
The undersigned Buyer acknowledges having received, read and approved a copy of the amended preliminary report issued by
Cornmonwealth Land Title Co. in its Order No. 3705161-12, dated as of September 3, 1117, covering the subject property.
Current taxes and items B, 1, 2 and 3 , as set forth in the report, are specifically approved to remain of record and may show in
the policy of title insurance to be issued in conjunction with this escrow.
ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED. All parties signing this instruction acknowledge receipt of a copy of same.
BUYER(S):
CITY OF REDLANDS, a municipal
corporation
By: Swon Larson, Magor
Print Name and TitLr—
Pr n Natne and e
At t€ t .
i f Redlands
L rte Poyzer
« >� Guardian Escrow, Inc.
101 Bast Redlands Blvd., Suite 180
f t Redlands, CFS 92373
(909) 793-3147 FAX(909)798-4606
trLi.v;
NOTICE TO BUYERS AND SELLERS
Property: 516 North Eureka Street, Redlands, CA 92374 Escrow No.: 15890-JB
1, '171111 UNDERSIONF-0 BUYERS AND SELLERS IIP-RE13Y ACKNOWLEDGE THAT IN COMPLIANCE WITH
CALIFORNIA STATE LAW, T'IHS ESCROW WILL, NOT CLOSE, NOR WILL DOCUMENTS BE RECORDED, UNTIL
ALL FUNDS REQUIRED OF THE PARTIES (INCLUDING NEW LOAN PROCEEDS) HAVE BEEN COLLECTED, AS
DEFINED BY LAW.
1 TO MINIMIZE DELAYS IN DOCUMENT" RECORDING AND THE CLOSING OF YOUR ESCROW:
a. (Whenever the amount of funds required for closing is$100,000.00, or more, the closing funds should be transferred by
wire directly to our bank as follows:
City National Bank
5601 East Slauson Avenue
Commerce, CA 90040
Routing Number: 122016066
Account Number: 013007691
FOR DEPOSITTO O GUARDIAN ESCROW, INC., REDLANDS TRUST ACCOUNT
CREDIT TO ESCROW NO. 15890-313
(MAKE CERTAIN WIRE TRANSFER REFERENCES NAME OF DEPOSITOR)
b. Whenever the amount of funds required for closing is less than $100,000.00, the closing funds should either be wired to
our,iccount, as above instructed, or deposited to escrow in the form of a California Bank Cashiers Check Payable to
Guardian Escrow, lite. (Please be reminded that not all bank checks are Cashiers Checks),
3. PER DI M INTEREST`WILL BE CHARGED BY SELLER'S LENDER UNTIL THE DATE LENDER RECEIVES THE
PA1`OFF FINDS (OR AS OTHERWISE DIRECTED BY LENDER'S DEMAND STATEMENT). PER DIEM INTEREST
WILL BE CHARGED BYTHE HE BUYER'S LENDER FROM THE DATE THE LENDER FUNDS THE LOAN.
THE. UNDERSIGNI D HEREBY ACKNOWLEDGES RECEIPT OF A COPY OF THE ABOVE NOTICE.
CITY OF REDLANDS, a municipal
KAREN J. GARY, Surviving Co-Trustee corporation
under Declaration of Trust dated July
3. 1989 for the Benefit of Lorelei 11. By:WpnIaa sqrl� Mayor
RichardsPrint Na to and Title
KENT ST JOHN RIC'HARDS Surviving Print Name alt 'T'itle
Co-Trustee under Declaration of Trust
dated July 13, 1989 for the Benefit of At tc,sr :
Lorelei if. Richards /
t t-y G1 erk i of Red ands
' `, ► Guardian Escrow, Inc.
Aw
� 909 East Redlands Blvd., Suite 980
� i Redlands, CA 92373
(909) 793-3947 FAX(009)798-4606
k: t i'.1;Al�lttt�
NOTICE AND DISCLOSURE
Property: SIE North E'areka Street, Redlands, CA 92374 Escrow No.: 15890-JB
In accordance with Sections 18805 and 26131 of the Revenue and Taxation Code, a Buyer may be required to withhold an
amount equal to 3 1/3% of the sales price, in the case of a disposition of California real property interest by either:
I. A Seller who is an individual with :t lust known street address outside of California or when the disbursement instructions
authorized the proceeds to be sent to it financial intermediary of the Seller, OR,
2, A Seller is a Corporation, which has no permanent place of business in California.
For failure to withhold, the Buyer may become subject to a penalty in an amount equal to the greater of Ten Percent (10%) of
the amount required to be withheld or Five Hundred Dollars ($500.00).
However, notwithstanding any other provision included in the California statutes referenced above, no Buyer will be required
to withhold any amount or be subject to penalty for failure to withhold if:
I. The Total Consideration of subJect property is$100,000.00 or less, OR
2. The Seller executes a written certificate, under the penalty of perjury, certifying that the Seller is a resident of California, or
iC a Corporation, has it permanent place of business in California, OR
3. 'I`lle Seller, who is -,in Individual, executes a written certificate, under the penalty of perjury, that the California real
property being conveyed is the Seller's principal residence (yrs defined in Section 1034 of the Internat Revenue Code.)
The undersigned parties acknowledge that the Escrow Holder is required to provide to Buyer(s) written notification of
California withholding requirements. This notification instructs Buyer(s) to withhold 3 1/3% of the Total Consideration of the
California real property herein, when CAL-FIRPTA is applicable.
The Buyer(s) acknowledge that it is his responsibility to instruct the Escrow Holder to withhold 3 1/3% of the Total
Consideration from the Seller(s) proceeds when CAL-FIRPTA is applicable.
The Seller(s) acknowledge that if all of the:above conditions are met, the Seller(s) may appy for a Withholding Certificate to
xvitive all or a portion of the withhold requirement. The Seller(s) can appy for the Withholding Certificate at the address
provided below. If the Withholding Certificate to waive has been received prior to the close of escrow, the withhold amount
will be waived at the;close of escrow.
I
FRANCHISE TAX BOARD - WITHHOLDING AT SOURCE UNIT
11.0. BOX 651, SACRAMENTO, CA 95812-0651
(916) 845-4900
If the Withholding Certificate has not been received prior to the close of escrow, the parties shall sign an instruction to escrow
to withhold proceeds pending the Seller's receipt of the Certificate. The funds will be held by Escrow Holder for a period of
not more than 45 days after the close of escrow. If the Withholding Certificate has not been received within the 45 day time
Iimit, the withhold amount shall be forwarded to the State of California.
if the Withholding Certificate is received either prior to the close of escrow or prior to the expiration of the 45 day holding
period, the withhold amount shall be disbursed pursuant to the direction of the Withholding Certificate, if the Certificate
waives the whole withhold amount, the Seller will receive the complete withhold amount; if the Certificate waives a portion of
the withhold, the Seiler will receive a portion of the amount and that portion required by the State will be forwarded to the
State of California.
In any event, if all of the above withhold conditions are met and instructions are received from the Buyer to withhold,
this escrow will not close unless the instructions to withhold is signed by both Buyer and Seller or a Withholding
Certificate waiving the Withhold has been delivered to the Escrow Holder by the Seller prior to the close of escrow.
CITY OF R DLANDS, a municipal
KAREN J. GARY, Surviving Co-Trustee corporation
and c �1 arab .f,Frust dated July
3 I7;Ifor Benefit it of Lorelei H. By: Siren Larsen, Mayor _
Richards Print Nan39 and Title,
KFNT F S"1 JOIIN RICHARDS, Surviving Print Narnc and. 'Fitl
Co-Trustee under Declaration OfTrust
dated July 13, 1989 for the Benefit of At t e A
Lorelei It. Richards
('i t c I e I( ( f f: dl to t t l
Lorrie Poyzer
Guardian Escrow, Inc.
101 East Redlands Blvd., Suite 180
Redlands, CA 92373
/-' (909) 793-3147 FAX(909)798-4606
4l (F {
w\32t)C<tt'.,}4
INSTRUCTIONS FOR TRANSFER OF DEPOSIT TO INTEREST-BEARING ACCOUNT
TO: Guardian Escrow, Inc. DATE: October 2, 1997
ESCROW NO.: 15890-JB
1. Froin funds deposited by or for-the credit of CITY OF REDI.ANDS, a municipal corporation, in this escrow, you are
instructed to disburse Clue sum of$79,550.00, to City National Bank, 5601 East Slarrson Avenue, Commerce, CA 90040, and
open an interest-bearing escrow account in the name of GUARDIAN ESCROW, INC., as Trustee for Escrow No. 15890-JB;
which account is to be a passbook savings account or market interest account with an opening deposit of$79,550.00,
representing funds to be so transferred.
2. All interest earned from said funds deposited in this interest-bearing account shall be paid to City of Redlands, a municipal
corporation in the event of either the close of escrow or the cancellation thereof.
3. All parties acknowledge being advised by escrow holder that the transfer of escrow deposit to an interest-bcaring account is
subject to a $35.00 service fee payable to escrow holder; which fee will be paid by the City of Redlands, a municipal
corporation , and you are authorized to so charge the account thereof.
4. Escaow holder is authorized and instructed to transfer said funds from the interest-bearing account to the regular "trust" or
"escrow" account before the close of escrow. Escrow holder is prohibited from withdrawing funds from the interest-Dearing
account except for redeposit into the "trust" or "escrow" account.
5. City of Redlands, a municipal corporation will hand you I.R.S. Form W-9, setting forth name, address and Social Security
Number or Employer identification Number of appropriate party for tax-reporting purposes; a copy of which form is to be
delivered to City National Bank without your further responsibility.
SI?.1.LER(s):
KAREN J. GARY, Surviving Co-'Trustee under Declaration of'Trust dated July 3, 1989 for the Benefit of Lorelei 11.
Richards
f
KENT ST. JOIIN RICIIARDS, Surviving Co=rrustee under Declaration of Trust dated July 13, 1989 for the Benefit of
Lorelei 11. Richards
BUYER(S):
CITY OF REDI_ANDS, a municipal
corporation
B}':.__.._S_wen Larson, Mayor
forint Name ad Title
B ---/
I Name auttcl itle '
Attest:
CiJerk, City o ands
Lorrie Po er
1"-0 Guardian Escrow, Inc.
/P1
117
AC14 G
101 East Redlands Blvd., Suite 180
Redlands, CA 92373
(909 793-3147 FAX(909)798-4606
SALE ESCROW INSTRUCTIONS
TO: Guardian Escrow, lite. rime: September 19, 1997
Escrow Officer:Jeri Bray, CSEO
Escrow Number: 15890-JB
CITY OF REDLANDS, a municipal corporation, (hereinafter referred to as Buyer) agree to purchase from KAREN J.
GARY and KENT ST. JOIIN RICHARDS, Surviving Co-Trustees under Declaration ol"I'rust dated July 13, 1989 for
the Benefit oflorelei 11. Richards, (hereinafter referred to as Seller) the real property set forth herein per the terms,
conditions, consideration and instructions hereinafter stated. The Seller and Buyer herein shall deliver these signed escrow
instructions to Guardian Escrow, Inc., (hereinafter known as Escrow Holder).
Terms of Transaction
I will Deposit, prior to close of escrow, the sum of $ 78,200.00
To Complete the Total Consideration of $ 78,200.00
FUrthcrinore, I/We, the undersigned Buyer, will execute and deliver any instruments and/or funds which this escrow requires
of the Buyer to show title as called for, all of which you are instructed to use on or before November 10, 1997, provided you
hot(] a Policy of Title insurance issued through Commonwealth Land Title Co. (the title company selected by the parties),
with the usual title company's exceptions, with a liability of not less than $78,200.00, covering property in the County of San
Bernardino , State of California, described as follows:
Lot 24 and 25 of Tract 2083, in the City of Redlands, County of San Bernardino, State of California, as per map
recorded in Book 30, Page(s) 26, of Maps, in the Office of the County Recorder of said County.
COMMONLY KNOWN AS: 516 North Eureka Street, Redlands, CA 92374
ASSESSOR PARCEL NUNIBER(S): 169-156-20, 169-156-21
IN: CITY OF REDLANDS, a municipal corporation
SUBJECT ONLY TO:
(1) Current property taxes.
(2) A lien ot'supplernental taxes, if any, assessed pursuant to the provisions of Chapter 3.5 (commencing with Section 75) of
the Revenue and Taxation Code of the State of California.
(3) Assessments and Bonds, if any, including all liens of assessment pursuant to the provisions of the Mello-Roos Community
Facilities Act, not delinquent, unpaid balance to be assumed by Buyer.
(4) Any covenants, conditions, restrictions, reservations, rights, rights of way and casements of record, or in deed to file, and
any exception of water, minerals, oil, gas, and kindred substances, on or under said land, now of record, or in deed to file.
ESCROW INSTRUCTIONS
I. Regardless of Additional Escrow Instructions set forth hereinafter to the contrary, all fees, costs and charges in this escrow
will be paid by Buyer, including but not limited to title policy fee, escrow fee, documentary transfer tax, 1099 reporting fees
and costs of`preparing, notarizing and recording documents.
2. Escrow is not to be concerned with any fire or other hazard insurance covering subject property.
3. Prior to close of escrow, Buyer will hand you Certificate of Acceptance, which is to be attached to the Grant Deed when
delivered for recording,
4. Seller will furnish a copy of Seller's Trust Agreement together with a Trust Certification as to the status of said trust,
copies of which are to be delivered to Commonwealth Land Title Co..
5, UnIcss otherwise instructed by Buyer and Seller prior to close of escrow, you are authorized and instructed to withhold the
ADDITIONAL INSTRUCTIONS ArrACIIED HERETO AND MADE A PART ITEREOF
My initials below represent my agreement and acknowledgment 9filLfJoregoing.
Seller Initials: Buyer Initials:
.ol
Page I
Guardian Escrow, Inc. Date: September 19, 1997
Escrow No.: 15890-JB
6, If it is necessary, proper or convenient for the consummation of this escrow, you are authorized to deposit or have
deposited funds or documents, or both, handed you under these escrow instructions with any duly authorized sub-escrow agent,
including, but not limited to, any bank, trust company, title insurance company, title company, savings and loan association,
or licensed escrow agent, subject to your order at or before close of escrow in connection with closing this escrow. Any such
deposit shall be deemed a deposit under the meaning of these escrow instructions.
7. The parties to this escrow have satisfied themselves outside of escrow that the transaction covered by this escrow is not in
violation of the Subdivision Map Act or any law regulation land division, zoning ordinances or building restrictions which may
affect the land or improvements that are the subject of this escrow. You, as escrow holder, are relieved of all responsibility
and liability in connection with such laws, ordinances, restrictions or regulations and are not to be concerned with any of their
enforcement..
8, If any form of Purchase Agreement or amendment or supplement (collectively "Purchase Agreement") is deposited in this
escrow, it is understood that such document shall be effective only as between the parties signing the Purchase Agreement,
You, as escrow holder. are not to be concerned with the terms of any Purchase Agreement and are relieved or all responsibility
for the enforcement of its terms. Your only duty is to comply with the instructions set forth in the escrow instructions. You
are not responsible for interpreting or acting on any provision of any Purchase Agreement on which these escrow instructions
may be based, and you shall not rely on any knowledge or understanding you may have of any such Purchase Agreement in
ascertaining or performing your duties as escrow holder. In connection with any loan transaction, you are authorized to deliver
a copy of any Purchase Agreement, supplement or amendment deposited with you, to the lender. You are authorized and
instructed to furnish to any broker or lender identified with this transaction, or anyone acting on behalf of such lender, any
information concerning this escrow, copies of all instructions, amendments and statements upon request.
9. You shall make no physical inspection of the real property or personal property described in any instruments deposited in,
or which is the subject of this escrow. You have made no representations or warranties concerning any such real property or
personal property and are not to be concerned with nor liable for the condition of real property or personal property.
lo. The parties authorize the recordation of any instrument delivered through this escrow if necessary or proper for the
iSSLUMICe Of the required policy of title insurance or for the closing of this escrow. Funds, instructions or instruments received
in this escrow may be delivered to, or deposited with, any title insurance company or title company to comply with the terms
and conditions of this escrow.
I I tf ilic dale by which any party's performances are due shall be other than your regular business day, such performances
shall be (Inc oil your next succeeding business day.
12. You shall conduct no lien or title search of personal property regarding the sale or transfer of any personal property
through this escrow, Should the parties desire that you conduct a lien or title search of personal property, the parties
requesting tile same shall deliver separate and specific written escrow instructions to you along with an agreement to pay your
additional escrow fees,
13. You shall not be responsible in any way whatsoever nor are you to be concerned with any question of usury in any loan or
encumbranA, whether new or of record, which may arise during the processing of this escrow.
14, The parties agree to deliver to you all documents, instruments, escrow instructions and funds required to process and close
this escrow in accordance with its terms.
15. You are instructed to provide title to the sub'ject real property in the condition identified in the escrow instructions by the
parties, which title Condition shall be evidenced by that shown in the policy of title insurance secured from the title company
selected by the parties, oil which you may rely. You are not responsible for the contents or accuracy of any beneficiary
demands and/or beneficiary statements delivered to you by the existing lienholders.
You are not to he responsible in any way whatsoever nor to be concerned with the terms of any new loan or the content of any
loan documents obtained by any party in connection with this escrow except to order such loan documents into the escrow file,
transmit the loin documents to Buyer ftlr execution and transmit the executed loan documents to lender. The parties
understand and agree that you are not involved nor concerned with the approval and/or processing of any loan or the contents
mid effect of loan documents prepared by a lender.
W Any pro-ration Of rentals is to be based on rental staterient handed you by the Setter/Grantor. You are to consider that
Seller/Grantor will collect all rents which fall (file prior to the close of escrow, unless he instructs you in writing to the
contrary. No adjustment against the Buyer/Grantee one uncollected rents is to be made. Any pro-ration of taxes is to be based
on latest tax statement available. You are not responsible for any personal property tax and/or supplemental taxes which may
be assessed to tile Seiler/Grantor or any former owner of the property described herein, nor for the corporation or license tax of
any corporation as former owner. If this escrow provides for the transfer of water stock at close of escrow, unless otherwise
stated herein, all encumbrance holders at close of escrow shall be named as pledgee, as their interests appear, and said stock,
upon reissue after close of escrow, is to be delivered to the first pledgee, and if no pledgee to the new record owner.
ADDITIONAL INSTRUCTIONS ATTACHED HERETO AND MADE A PART HEREOF
My initials below represent my agreement and acknowled"g irtn0a Tthe foregot foregoing.
Seller Initials: Buyer Initials:
Page 3
Guardian Escrow, Inc. Date: September 19, 1997
Escrow No.: 15890-JB
22. All notices, demands and instructions must be in writing. No notice, demand, instruction, amendment, supplement or
modification of these escrow instructions shall be of any effect in this escrow until delivered in writing to you and mutually
executed by all parties. All escrow instructions may be executed in counterparts, each of which shall be deemed an original
regardless of the date of its execution and delivery. All such counterparts together shall constitute the same document.
The parties acknowledge and understand that you, as escrow holder, are not authorized to practice tile law nor (to you give
financial advice. The parties are advised to seek legal and financial counsel and advice concerning the effect of these escrow
instructions. The parties acknowledge that no representations are made by you about file legal sufficiency, legal C0llSC(ILlCllCCS,
financial effects or tax consequences of the escrow instructions.
23. Notwithstanding any other provisions in these escrow instructions and in addition to other fees and costs to which you may
be entitled, the parties,jointly and severally, agree that if this escrow is not consummated within ninety (90) days of the date
set for closing, you are instructed to, and without further instructions, withhold your escrow hold open fee of $50.00 per
month from the funds on deposit with you regardless of who deposited such funds. The parties,jointly and severally, further
agree that if you are, for any reason, required to hold funds after close of escrow, you are instructed to, and without further
instructions, withhold an escrow fee of$50.00 per month from the funds on deposit with you regardless of who deposited such
funds. The parties irrevocably instruct you to automatically cancel this file without further instructions when all funds on
deposit have been disbursed,
24, if the conditions of this escrow have not been complied with prior to the expiration of time provided for herein, or any
extension thereof, you are nevertheless to complete the escrow as soon as the conditions, except as to time, have been complied
with, unless written demand shall have been made upon you not to complete it. Your escrow-holder agency shall terminate six
(6) months following tile date last set for close of escrow and shall be subject to earlier termination by receipt by you of
mutually executed cancellation instructions. If this escrow has not closed or cancelled within the prescribed six-month period,
you shall have no further obligations as escrow holder except to disburse funds and documents pursuant to written escrow
instructions or to interplead or otherwise dispose of funds and documents in accordance with a validly issued and validly served
order from a court of competent jurisdiction.
The parties, jointly and severally, agree that if this escrow cancels or is otherwise terminated and not closed, the parties shall
pay for any costs and expenses which you have incurred or have become obligated for under these escrow instructions,
including, but not limited to, attorneys' fees, arbitration fees and costs and reasonable escrow fees for the services rendered by
you; the pat-ties agree that such costs and expenses shall be paid and deposited in escrow before any cancellation or other
termination of this escrow is effective. The parties agree that said charges for expenses, costs and fees may be apportioned
between Buyer and Seller in a manner which, in your sole discretion, you consider equitable, and that your decision will be
binding and conclusive upon the parties. Upon receipt of mutual cancellation instructions or a final order or judgment of a
court of competent jurisdiction with accompanying writs of execution, levies or garnishments, you are instructed to disburse
the escrow funds and instruments in accordance with such cancellation instruction, order or judgement and accompanying writ
and this escrow shall, without further notice, be considered terminated and cancelled.
25. If any check submitted to you is dishonored upon presentment for payment, you are authorized to notify all parties to the
within escrA, their respective real estate brokers/agents and any other person or entity you deem, in your sole discretion,
necessary to notify.
26- The parties agree to release you from any and all liability of any kind or nature and to indemnify you from any loss,
damages, claims, judgments or costs of any kind or nature resulting from or related to the release or discharge of hazardous or
toxic wastes on the subject property whether it occurred in the past or present or may occur in the future which release or
discharge is in violation of law, in excess of any state and federal standards, permit requirements and/or disclosure
MiLlircinclus existing at this time or which may exist at a future time. The par-ties represent that they made their own
assessment of the condition of the subject property and have not relied on any of your representations in making the
assessment. The parties are advised to seek independent legal and technical environmental expert advice in assessing the risks
associated with potential hazardous or toxic wastes.
27. All parties to this escrow understand and agree that the title company named in these escrow instructions has been selected
by the parties. All parties understand and agree Guardian Escrow, Inc. assumes no responsibility for any loss or delay
encountered in the delivery of the loan funds to escrow holder, nor with the payoff of any existing loans and encumbrances, by
the said title company; Guardian Escrow, Inc., is hereby held to be harmless as to any such loss or delay.
All parties acknowledge being advised that Jeri Bray: (1) is an escrow officer and the general manager of Guardian
Escrow, Inc., and (2) is an officer and stockholder of Guardian Escrow, Inc., and Inland Brookside Services, Inc_ each
California corporations.
29- In these escrow instructions, wherever the context so requires, the masculine gender includes the feminine and/or neuter
and the singular number includes the plural.
ADDITIONAL INSTRUCTIONS ATTACHED HERETO AND MADE A PART HEREOF
Aly initials below represent my agreement and acknowledgmyny1f the foregoing.
Seller Initials: Buyer Initials:
Page 5 ��`����
Guardian Escrow, Inc. Date: September 19, 1997
Escrow No,: 15890-Jll
PRORATE, ANIVOR ADJUsT'nn' FOLLOWING AS OF DATE OF CLOSE OF ESCROW:
Real Property 'Faxes for the fiscal year using asa basis for said prorations (fie latest tax l'igtiresavailable is(liscl()sC(I by the
title company's preliminary report and subsequent verification of same with the title company at close of escrow.
PARTIES ARE AWARE TIIAT DUE TO PROVISIONS OF PROPOSITION 13 AND SENATE BILL 813 (1983), STATE
OF CALIFORNIA, TIIERE MAY BE SUPPLEMENTAL TAX BILLS IN TIiE PROCESS OF BEING ISSUED DUE TO
ANY RECENTCONSTRticTION OR CONVEYANCE OF SUBJECT PROPERTY, AND IN ALL PROBABILITY THERE
WILL BE SUPPLEMENTAL BILL(S) DUE TO TI-IE CONVEYANCE(S) IN TIIIS ESCROW. ESCROW 1401-DER
CANNOT ASCERTAIN AND WILL NUT BE CONCERNED WIT11 ANY SUCII MATTERS IN TIIE PRORATIONS TO
BE MADE IIEREIN.
G(JARDIAN FIS(..'ROW, INC., A CALIFORNIA CORPORATION IS LICENSED AS AN ESCROW AGEN'I' BV'I'Iw
I)EI'tkit'I'N.1l,'N'I'(,)U'CORII(.)RA'I'IONS OFTHE STATE Oh CALIFORNIA.
ALL PARTIES TO THIS TRANSACTION, JOINTLY AND SEVERALLY, ACKNOWLEDGE RECEIrr OF A
COMPLETE COPY OF THE WITHIN ESCROW INSTRUCTIONS AND BY OUR SIGNATURES SET FORTH
BELOW, ACKNOWLEDGE THAT WE HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BYTHE
TERMS AND CONDITIONS CONTAINED HEREIN, IN THEIR ENTIRETY.
Buyer's Signature:
CITY OFREDLANDS, a municipal
corporation
Print Narne and Tit
Print Nam xnd ` itle
Attest:
City Of 11'a (is
Lorrie Poyzer—
Address: Attn: Mr, Dan Mellugh, P,O. Box 3005 Redlands, CA 92373
The foregoing terms, provisions, conditions and instructions are hereby approved and accepted in their entirety and concurred
in by me. I will hand you necessary documents called for on my part to cause title to be shown as set out herein, which you
are authorized to deliver when you hold or have caused to be applied to funds set forth herein within the tune as herein
provided. You are authorized to pay on my behalf, my recording fees, charges for evidence of title as called for whether or not
this escrow is consummated, except those the buyer agreed to pay. You are hereby authorized to pay bonds, assessments,
taxes, and any liens of record, including prepayment penalties, if any, to show title as called for.
SELLER(s):
KAREN J. GARY, Surviving Cozl'rustee under Declaration of Trust dated July 3, 1989 for the Benefit or Lorelei if.
Richards
KENT_ST. OIIN RICHARDS, Surviving Co-Trustee under Declaration of Trust dated July 13, 1989 for the Benefit of
Lorelei If. Richards
Address: 20785 Camino Cielo Azul, Escondido, CA 92029
END OF INSTRUCTIONS--
Page 7
Commonwealth Land Title Company
175 W. Hospitality Lane, Suite 200
San Bernardino, California 92408
(909) 888-7541 i 983-2519 Fax: (909) 885-2465
Issuing Policies Of
IMCommonwealth.
Land Title Insurance Company
GUARDIAN ESCROW
101 EAST REDLANDS BOULEVARD, SUITE 180
REDLANDS, CALIFORNIA 92373
Attn: Jeri Bray
Your Ref: Richards & Gary
Our No: 3701502-34
Title Officer: STEVE MOEN
AMENDED PRELIMINARY REPORT
Dated as of September 3, 1997 at 7:30 A.M.
In response to the above referenced application for a policy of title insurance, Commonwealth
Land Title Company hereby reports that it is prepared to issue, or cause to be issued, as of the
date hereof, a Policy or Policies of Title Insurance describing the land and the estate or interest
therein hereinafter set forth, insuring against loss which may be sustained by reason of any
defect, lien or encumbrance not shown or referred to as an Exception below or not excluded from
coverage pursuant to the printed Schedules, Conditions and Stipulations of said policy forms.
The printed Exceptions and Exclusions from the coverage of said Policy or Policies are set forth
in Exhibit A attached. Copies of the Policy forms should be read. They are available from the
office which issued this report.
This report (and any supplements or amendments hereto) is issued solely for the purpose of
facilitating the issuance of a policy of title insurance and no liability is assumed hereby. if it is
desired that liability be assumed prior to the issuance of a policy of title insurance, a Binder or
Commitment should be requested.
Please read the exceptions shown or referred to below and the exceptions and exclusions set
forth in Exhibit A of this report carefully. The exceptions and exclusions are meant to provide
you with notice of matters which are not covered under the terms of the title insurance policy
and should be carefully considered.
It is important to note that this preliminary report is not a written representation as to the
condition of tide and may not list all liens, defects, and encumbrances affecting title to the
land.
CLTA Preliminary Report Form (Rev. UL95)
Order No. 3701502 Page 2
SCHEDULE A
The form of policy of title insurance contemplated by this report is:
CLIA Form and/or ALTA Form
The estate or interest in the land hereinafter described or referred to covered by this report is:
A Fee
Title to said estate or interest at the date hereof is vested in:
Lorelei H. Richards, Karen J. Gary and Kent St. John Richards as Trustees under
Declaration of Trust dated July 13, 1989 for the Benefit of Lorelei H. Richards
The land referred to in this Report is situated in the County of San Bernardino, State of California,
and is described as follows:
Lots 24 and 25 of Tract 2083, in the City of Redlands, County of San Bernardino,
State of California, as per map recorded in Book 30, page(s) 26, of Maps, in the office
of the County Recorder of said County.
CLIA Preliminary Report Form (Rev. 1/1195)
Order No. 3701502 Page 3
SCUEDULE B
At the date hereof Exceptions to coverage in addition to the printed exceptions and exclusions in
said policy form would be as follows:
A. General and special taxes, including any assessments collected with taxes, to be
levied for the fiscal year 1997-98, which are a lien not yet payable.
B. The lien of supplemental taxes, if any, assessed pursuant to the provisions of Section
75, et seq, of the Revenue and Taxation Code of the State of California.
I Water rights, claims or title to water, whether or not shown by the public records.
2. An easement for the purpose shown below and rights incidental thereto as set forth
in instrument
Granted to: Redlands Water Company
Purpose: pipelines, irrigating ditches
Recorded: February 24, 1882 in Book 28, page 233, and May 2, 1882 in Book
29, page 65, of Deeds
The exact location and extent of said easement is not disclosed of record.
A partial quitclaim deed
Recorded: January 28, 1953 in Book 3556, page 221, Official Records.
Reference is made to said document for full particulars.
3. The fact that said land is included within a project area of the Redevelopment
Agency shown below, and that proceedings for the redevelopment of said project has been
instituted under the Redevelopment Law (such redevelopment to proceed only after the
adoption of the redevelopment plan) as disclosed by a document
Recorded: November 9, 1972, in Book 8057, page 789, Official Records
Redevelopment
Agency: City of Redlands
Project Name: Redevelopment Plan for Redlands Redevelopment Project
Ordinance No: 1500
Said document was amended by document
Recorded: March 8, 1976, in Book 8878, page 695, Official Records
CLTA Preliminary Report Form (Rev. I/1/95)
Order No. 3701502 Page 4
4. Any invalidity or defect in the title of the Vestees in the event such trust is invalid
or fails to confer sufficient powers in the trustees or in the event there is lack of compliance
with the terms and provisions of the trust instrument.
eb
CLT A Preliminary Report Form (Rev. I/1/95)
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EXHIBIT"A"
LIST OF PREPRINTED POLICY EXCLUSIONS AND EXCEPTIONS
CALIFORNIA LAND TITLE ASSOCI `ION STANDARD COVERAGE POLICY-®1990
EXCLUSIONS FROM COVERAGE
I following,matters are expressly excluded from the coverage of this policy and the Company will not pay loss or darirage,costs,attorneys`fees or expenses which arise
by reason of:
1. (a)Any lava,ordinance or governmerrad regulation(including bur nor limited to building and costing lass,ordinances,or regulations)restricting,regulating,prohibiting
or relating to i,flit occupancy,use,or eniorrnent of the land;(,i)the=chaoicter.,dimensions or location of any improvement now or hereafter erected on the land,(iii)a
separation in ownership or a charge in the dimensions or area of the land or any parcel of which the land is or was a part;or.(iv)environmental protection,or the effect
of any violation of these laws,ordinances or governmental regulations,except to the extent that a notice of the enforcement thereof or a notice of a defect,lien or
encumbrautce resulting from a violation or alleged violation affecting the land has beer,recorded it the public:records at Date of Policy
(br Any governmental police power not excluded by(a)above,except to the extent that a notice of the exercise ise thereof or a notice of a defect,Tiers or encumbrance
resulting from a notation;or alleged violation affecting the land has leen recorded=n the pubfc records at Date of Poilic r.
2, bights of eminent domain unless notice of the exercise thereof has been recorded in the public retards at Date of Policy,but not excluding from coverage any taking
which has occurred prior to Date of Policy which would he bin ?rig on the iglus of a purchaser for value without knowledge.
3. Defects,liens,encumbrances,adverse claims or other metiers:
(a)whether or not recorded in the public:records at Date of Policy,but cr a=ed,suffered,assumed or agreed to by the insured claimant;
(b) rot known to the Cornparly,not recorded in the public records at Date of Policy,l n known to the insured claimant and not disclosed in writing to the Company by
the insured cla n?ant prior to the date the insured clots ant became an insured undeer this puller;
(c)resulting in no Islas or damage to the insured clai=mant;
(d)attaching or created s=ub selluent to Date of Policy or,
(e)_resulting in loss or damage which would otos have leen sustained if the insured claimant had(raid-alue for the insured mortgage or for the estate or interest insured
by this police,
4. Unenf:3r eabiliry of the lien of the insured mortgage because of the inability or failure of the insured at Date of 1'olicy ,r the inability or failure of any subsequent
owner of the indebtedness,to arm ply with the applicable doin„business laws of the state in%hick the land is situated.
s`, Invalidity or unenforceabilitu of the lien of the it sired mon.aaae,or claim thereof,which aoses out of the transaction evidenced by the insured mortgage and is based
upon usury or aha=cansurner credit protection or truth in aendbig law.
6, Any c'.aiar,which intoes out of the transaction vesting in the-usurer the estate or interest insured by this policy or the transaction creating the interest of the insured
lender,by reason of the operation of federal thunkruptcv state insolvency or si hilar creditor rights laws,
EXCEPTIONS FROM COVERAGE(SCHEDULE B -PART 1)
This police does net lrrsure against lass or da_snas e(and the Cosi=pa ys will nest pa,, assts,anomers`fees or expenses)which arise by reason of:
1, Taxes or assessments which are not shown as existing liens by the records of any taxing authority=that levies taxes or assessments on real property or be the public
records.
Proceedings by a public agency which rsray result it taxes or assessments,ents,or notices of such proceedings,whether or not shown by the records of such agency or by the
public records.
Any facts,rights,irsterests or claims which are not shown by the public records but which could be ascertained by an inspection of the land or which may be asserted by
persons in possession thereof.
Easements,lien=or encumbrancer,or claims diereof,which are not,olio;;,n by the public records.
4. Discrepancies,conflicts in boundary lines,shortaae in area,encroachments,or any .other facts which a correct survev;would disclose,and which are riot shown he the
public records.
5. (a)Unpatented m,r ng claims;rb)reservations ca exceptions.in patents or in Acts authorizing the issuance thereof-,(c)water rights,claims or title to water,whether or
not t1w matters excepted under(a) b' or cv are shown oy the uhfi records
AMERICAN SND TITLE ASSOCIATIONOWNER'S OLIC (10-17-92)
AND M R.IC i LAND TITLE ASSOCIATION LEASEHOLD OWNER'S POLICY(10-17-92)
EXCLUSIONS FROM COVERAGE
The following rnatters arc expressly excluded froze the coverage of this policy and the Company will not pay loss or clarrage,costs,attorneys'fees or expenses which arise
by reason of:
I. t )Any law,ord narcu or goverrn_rmental regulation(.including but not limited to building end zoning law,ordinances,or regulations)restricting,regulating,prohibiting
or relating to=il the occupancy,use,orenjoyment of the laird; it,the character,chm n'Mo is or location of ar=y improventent now or hereafter erecred on the lane[;(iii)a
separation in ownership or a change in the dimensions or:area of the land or any parcel of which the lin l is or was a part or(hol(hoenvironmental protection,or the effect
of ani v solation of these laws,ordinances or governmental rtal regulations,except to the extent that a notice of the enforcement thereof or a notice of a detect,Best or
encumbrance resulting front a violation or alleged d v cna:ren affecting the lard has haeen recorded in the public records at Date of Policy.
sb) n f governmental police power trot excluded by lal,above-except to the extent the_anotice of the --xercise thereof or a notice of a defect,lien or encumbrance
u trig from a vici.atitn or alleged v=iolation affecting the lana has been recorded in the public:records at Late of Policy.
I Rights of eminent do taisrt unless notice of the exercise th reof ria,been recorded in thepublic records at Late of Policy,but not excluding from;coverage any taking
which has occurred orior to Date of Policy whirls would lie hie ,ng on the riglas of a purchaser for value without knowledge.
3. Defects hems,enc urnbrances.adverse claims or other matters:
(a)created,suffered,as um—eJ or agreed to by the insured clsainanu
N not known to the Company=,not recorded in the:public records ords at Date of Pnoisy.but known to the insured claim-ant and not disclosed in writing to the Company by
rhe insured clairrianr prior to the date-the insured claimant became an,,Feu-ed finder;Itis policy.
(c)resulting hi no loss or damage to the insured clabnam,
d)anaz hing or sweated subsequent to Date of s ai cyr or
to resuatiria it loss m,darpage which would riot have Preen sustained if the nt tueo claimant had paid value for the estate or interest insured by this policy.
Arcs claim which arises out of the-ransactinn vesring in the Insured the e;tate or interest hisured by this policv,by reason of the operation of.federal bankruptcy-state
insolvency,w similar creditors'rights laws,the,is based on:
ia)the transaction creating the estate or iter,m insured b; his policy twi,g deemed a f'raudul }t conveyance or fraudulent trans er;or
(b)the transaction e_e ting the estate or interest insured by the policy;'being deemed a preferential transfer except where the preferential transfer results from the failure:
(i)to lintel y rec=ord the instrument of transfer.or
(ii)of such recordation to ir_iparrt?notice to a purchaser for value o,a judgment or lien creditor.
Form 22 l`l-(r(9-94) (Continued on back)
AMERICAN LAND TITLE ASSOCIATION LOAN POLICY
WITH A.}.'T, .ENDORSEMENT FORM I COVERAGE(10-17-92)
AND . „°T, ,LEASEHOLD LOAN POLICY(10-17-92)
EXCLUSIONS I COVERAGE
The folloaaing ranters are expressly excluded from the coverage of this policy and the C onpany will not pa=w loss cin dunnage,costs,attorneys`fees or expenses which arise
by reason.of:
1. (a)Ary lax,,ordinance or izover€tmental regulation(including but not t limited to building lding and zoning laws,ordinances,qr regulations'restricting,regulating,prohibiting
or relating to;i}the occupancy,use,or enjoyment of the land,(=i)the character,dimensions or iiscation of any improvement now or hereafter erected on the land:(iii)a
separation in ownership or a change in the dimensions or area of the land or any,parcel.of which the land is or was a r itat;or(iv)enviromnental protection,or the effect
of any violation of these laws,ordinances or govermrental regulations.except to the extent the-a notice of the,nforc mrtent thereof or a Police of a defect,lien or
encumbrance resulting from a violation or alleged violation affecting the lanai has beeq recorded its the public records at Date of Policy,
F
(b)Any goveaaiient:tl poli,power not excluded by(a)above,except,o the extent that a nezave of =net exercise thereof or a notice of a defecg,lien or encumbrance
resulting from a violation or alleged violation affecting the land has been recorded in t1se public records at Late of policy.
Right;of.rninent domain unless notice of the exercise thereof has been recorded in the public no-orris at Date of Policy,but not excluding from coverage any taking
winch has occurred pricer to Lute of Policy which would be binding on the rights of a purchaser for valu€without knowledge.
3. Defects,Bens,encumbrances.adverse claims or other platters:
(a) created,suffered,assumed or agreed to by the irsursd claimant:
(b not known to tire Company,not recorded in the public records at Lata of Policy,but known to the insured r:ainiant add scot disclosed in writing to the Company by
the insured clairriara prior to the date the insured claimant becarne an insured under this policy:
(c)resulting in no loss or damage-to the insured clairnar.c.
(d)apt t h ng for created subsequent to Date of Policy(except to the extent that this policy insures the priority of the lien of the insured mortgage crater any statutory Lien
for services,labor or material*Lor to the extent insurance is affoided herein;as to assessn=opts for street improv=ements under construction or completed at bate of
Policy];;or
lei resulting in tress car damage which would not ha-,e been sustained if t e insured claimant had paid value for the insured mortgage.
. Unenforceabifity of the lien of the insured morriyagee because of the inability ca failure of the insured at Date of Policy.or the=_nabdit3 or failure of any subsequent
owner of the indebtedness.to comply with the applicable aging business laws of the state in which the lard is situated,
5. InvalidAv or unenforceability of the lien of the insured rr a,gage,or clairn thereof,which arises out of-,he ttansacdon evidenced by the insured mortgage and is based
upon usury or an consurner credit protection or,?F:,ith in lending law.
6. Any st tutor;-lien for services,labor or materials(or the t lair a of pr crit;of any stain to,v lien for se g}.ces,labor or matenals over the lien of the insured mortgage)
arising f ctrl an unprov=ernent or work related to the land which,s conarac.,d lar and commenced d sub equent to Date of Policy and is not financed in whole or in part by
proceeds of the indebtedness secured by the insured mortgage which at Late of Policy the insured has advanced or is obligated to advance.
Any claim which arises out of the transaction creating the interest of the mortgagee insured by this p s cy,hy,.reason o the operation of federal bankruptcy,state
insolvency,or¢irhi ar creditors`rights laves,that is Based can:
a)the?ransaction creating the interest of the insured mortgagee berg deemed a fraudulent conveyance car fraudulent transfer:or
(b)the subordination of the interest of the insured mortgagee as a result of the application of the doctrine of equitable subordination,or
(c)the transaction creating the interest of rate n1surei mortgagee being,deemed a preferential transfer except where re the referential transfer results from the failure:
(i)to lintel,,record the instrument of transfer:or
it of such recordation to impart notice to a Dura teaser for value or a Judgment or lien creditor°
*
Inner Brackets denote coverage not contained in Leasehold Loan Po icy.
AMERICAN LAND TITLE ASSOCIATION :I T T,TITLE INSURANCE IC (6-1-8,11)
PRINTED POLICY EXCEPTIONS AND EXCLUSIONS
I e l .sc tusions and the Exceptions of the AL,rA Residenu al Fot..y Form recite that,on are not rnsured alonrist loss or damage,costs,attorneys'fees and expenses
resulting frog n:
Exclusions
1. Governmental police newer,and the existence or diolatron of any law or 3, Title Risks:
gov=ernment regulation. This includes building and zoning or.f stances ffi that are created,alko ed.or agreed to by you
and also la-.s and regulations concerning: haat are,knoen,to you,but rot to us.or the Policy Late unless they
ffi land case zap-pearled in the public records
onDrov=emelitts or tile-land
:.hat result in no ices to y:?u
land division Haat rust affect :clue fine after the Polics,Date—this does rest limit the
env°ironntental pr=otection labor and chat€ri ai lien coverage in Item g of Covered Title R:sks
``ilia exclusion does net apply to vibrations or the enforcement of these
c:aiattc:;which appear in the public records at policy Date.
Failure ,tors va he fort your itis.
rhis exclusion does not Be it the Lo sr,r covera.ge flescribed r iterns 12 5, batik oa a right:
and 13 of Covered Title Risks, to arr. land outside the area specifically des ripe d and referred to in
2.
The right to take the land by condeminine it,unless: Item 3 of Schedule edule A
a notice f exercising tits right appe-ars in the public records On the or
Pcilic= Late, in areec,,alleys,or-waterways that touch your land
the take o.,happened prior to the Pfi c, Dale and rs hind n€on ecu if This ex la ic,.€does not_limit the access coverage in Item 5 of Covered
you N)u ht the;lard without knowing c r`the taking, Title Rkks,
Standard Exceptions
(at Any fights,interests or claims of p art.es in possession of theland not shown b,the public records.
ib Any ca anEvnts or liens not shown by the public records,
This dos net limit rine lien coverage it.,Item 6 of the;Covered Tifle R ilia,
(c) Any facts,about the land winch h a cottact sumer would disclose and which,are€of she,t n bN the Public records.
This do ,s not limit the forced removal coverage in Item r?of Covered'Fitle Risks.
(d) Anv s=ater rights,claims or title tcs;later on or under the land.
B2210-6
Guardian Escrow, Inc.
101 East Redlands Blvd., Suite 180
Redlands, CA 92373
(909) 793-3147 FAX(909)798-4606
AMENDED ESCROW INSTRUCTIONS
Escrow No. 15890-JB Date October 7, 1997
Re: 516 North Eureka Street,-Redlands, CA 92374
To: Guardian Escrow,Inc. - Jeri Bray, CSEO
MY PREVIOUS INSTRUCTIONS IN THE ABOVE NUMBERED ESCROW ARE HEREBY MODIFIED AND/OR
SUPPLEMENTED IN THE FOLLOWING PARTICULARS ONLY:
There are to be no adjustments or prorations between the parties in this escrow.
PARTIES ARE AWARE THAT DUE TO PROVISIONS OF PROPOSITION 13 AND SENATE BILL 813 (1983), STATE
OF CALIFORNIA, THERE MAY BE SUPPLEMENTAL TAX BILLS IN THE PROCESS OF BEING ISSUED DUE TO
ANY RECENT CONSTRUCTION OR CONVEYANCE OF SUBJECT PROPERTY, AND IN ALL PROBABILITY THERE
WILL BE A SUPPLEMENTAL BILL ISSUED DUE TO THIS CONVEYANCE. ESCROW HOLDER CANNOT
ASCERTAIN AND WILL NOT BE CONCERNED WITH ANY SUCH MATTERS IN THIS TRANSACTION.
ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED. All parties signing this instruction acknowledge receipt of a copy of same,
SELLER(S):
KAREN J. GARY, Surviving Co-Trustee KENT ST. JOHN RICHARDS, Surviving
under Declaration of Trust dated July Co-Trustee under Declaration of Trust
3, 1989 for the Benefit of Lorelei H. dated July 13, 1989 for the Benefit of
Richards Lorelei H. Richards
BUYER(S):
CITY OF REDLANDS, a municipal
;corporati,
z, P 'ntN and Title S° en, Mayor
J By:MA"'
Print Name and Title Beatrice Sa z
V*Deputy City erk
RECEIVE:
&'
Guardian Escrow, Inc.
3
101 East Redlands Blvd., Suite 180
Redlands, CA 923731 09
(909) 793-3147 FAX(909)798-4606
I
CITY OF REDLANDS, a municipal corporation Date : October 2, 1997
Attn: Mr. Dan McHugh, City Attorney Escrow No. : 15890-JB
P.O. Box 3005
Redlands, CA 92373
RE: 516 North Eureka Street,Redlands, CA 92374
Dear Gentlemen:
Thank you for selecting Guardian Escrow, Inc., to process your escrow. The enclosed items are required in your escrow and
are forwarded for your review. Providing, of course, these items met with your approval:
Sign and Return:
Escrow Instructions
Instructions for Transfer of Deposit to Interest Bearing Account
Amendment Regarding: preliminary report approval
Notice and Disclosure
Notice to Buyers and Sellers
Copy of Grant Deed for approval as to content and form
Complete in full, sign and return::
Preliminary Change of Ownership Report
W-9 form
Please Furnish the Following:
Certificate of Acceptance
For your information and review:
Commonwealth Title's Preliminary Report
Your prompt response will be appreciated. All documents should be signed EXACTLY as your name(s)appear. Should your
name(s)be misspelled, sign them correctly and advise us in writing when you return these papers.
We appreciate the opportunity to be of service to you in this transaction. Please do not hesitate to call should you have any
questions.
Guardian Escrow, Inc.
Jeri Way, CS O
General Manager
tjb