HomeMy WebLinkAboutDeeds & Easements-27B-1992E_CCv0001.pdf RESIDENTLkI, LEASE WITH OPTION TO PURCHASE
THIS RESIDENTIAL LEASE WrM OPTION TO PURCHASE ("Lease") is made
and entered into this 5 th day of November, 1992, by and between the CITY OF
REDLANDS, a municipal corporation ("Lessor"), and TERRY L. VINES,JR., an individual
("Lessee").
RECITALS
Is Lease is made with reference to the following facts:
A. Lessor is the owner of that certain real property, and the residence located
thereon, located at 114 Vine Street, City of Redlands, County of San Bernardino, to of
California,more particularly described in Exhibit"A"attached hereto and incorporated herein
by this reference ("Premises").
B. Lessee desires to lease the Premises for six(6)months, and to acquire,, the right
to purchase the Premises at an agreed price and upon specified terms and conditions, Lessor
Is willing to lease the Premises to the Lessee and to grant such a rightto Lessee.
OPERATIVE PROVISIONS
Tle parties therefore agree as follows:
1. TERM: Lessor hereby leases to Lessee and Lessee hereby leases from Lessor,
on the terms and conditions hereinafter set forth,the Premises. The to of this Lease shall
be for six (6) months commencing on j
and ending on
2. CONSIDERATION:
2.1 Lessee shall pay (i) to Lessor upon the commencement of this Lease the
sum of $1,000, which shall be for the first month's payment underParagraph 3, and (ii) to
Guardian Escrow Inc., 101 E. Redlands Boulevard, Redlands, CA 92374 ("Escrow Holder"),
$5,000 which all be consideration for the Option to Purchase("Execution Consideration").
The Execution Consideration all be applied to the Purchase Price to the Close of
Escrow. The Execution Consideration will become non-refundable if Lessee has delivered
to Lessor (i) the Exercise Notice, as provided below, and (ii) the Lessee delivers written
notice ("Approval Notice") to Lessor and Escrow Holder that the Lessor shall issue, upon
satisfaction of reasonable conditions of approval, a certificate of occupancy for Lessee's
dentalpractice. The Execution Consideration will be released to Lessor on the next business
day following (i) deposit of the Purchase Agreementas defined below in Escrow and it
Lessor's delivery to Escrow Holder of the Approval Notice.
KWS137944
2.2 The Monthly Option Consideration shill be applicable toward
Purchase Price ss l to proceedto closeescrow. Tbe Monthly Option
Consideration shall be non-refundable to Lessee. The Monthly Option Consideration
be retained y Lessor as its sole and x 1 s"ve property and shall constitute liquidated
damages in the evert the sale of the Propertyy Lessor to Lessee does not close pursuant
to the terms of this Agreement for any reason t due to the material default of Lessor.
.3 If Lessee elects to terminate this transaction
Lease, then the tion Consideratibut not any portion of the Monthly Option
Consideration,will be refunded to Lessee l 's share of cancellation or, escrow
fees, if any. In the evert that Lessee delivers a Cancellationto EscrowHolder on or,
before the Lessor's-delivery of the Approval Notice to EscrowHolder, the Execution
Consideration shall be PTOMptly returned by Escrow Holder to 's delivery
to Escrow Holder of (i) a`written cancellation of this Agreement and release f Lessor in"
form reasonably acceptable to Lessor a (ii) quitclaim ee executed by Lessee in
recordable form conveying all of Lessee's right title and interest in and to the Property t
Lessor.
3.
3.1 Lessee shall pay to 1,essor the sum of$1,000 per month("Payment"), in
advance n the first day of each mouth sur' e term hereof. Payment shall be made
without notice or demand d without any deduction, off-set or abatement in lawful money
of the UnitedStates to the Lessor at the following address: 127 'est Park Avenue,
Redlands, tt tion: Gary Luebbers, car at any address esi nate by Lessor in
writing.
3.2 If the Payment is not paid withinafter the due date, Lessee
tees to pay a late fee of fifty dollars ($50.00).
3.3 Of the , a ent, f the Payment per month shall be for rent
("Minimum Rent") and $500 of the Payment per monthbe consideration for the Option
to Purchase ("Monthly Optionsi i of
Premises shall be used only as a residence and for occupancy
Lessee, and his immediate family, or dental,practice. t `s n above, Lessee in
is possession, use and occupancy of the Premises agrees to observe and comply
restrictions, laws and ordinances affecting said rd s or occupancy thereof-, and Lessee
further agrees that no use shall be made of the Premises, nor'acts done which will increase
the existing rate ofinsurance m e Premises, orwill cause a cancellation of any ir
policy' covering e Premises.
, . e shall pay for all water, gas, heat, light power, telephone
service, and other services supplied to the Premises. Lessee shall pay all insurancere i s
and taxes and assessments ass iated with Premises. Lessee shall keep the Premises fully
KWS137944 -2-
insured against all risks under policies issued by insurance companies acceptable to Lessor
in an amount sufficient to replace the improvements on the Premises. The proceeds of the
'insurance policies shall be payable to Lessor, Lessee shall deliver to and deposit with Lessor
the insurance policies, or the certificates of the policies, on execution of this Lease. Lessee
shall name Lessor as an additional insured under such policy. In case of insurance about to
expire, Lessee shall deliver to and deposit with Lessor renewal policies not less than 30 days
prior to expiration. The insurance policies shall provide that they shall not be canceled or
changed in any way without at least 30 days' prior notice to or. Lessee's personal
property is not insured by Lessor.
6. REPAIRSAND MAINTENANCE: Lessee shall keep the Premises in a clean
and sanitary manner including all equipmenappliances and furnishings therein and shall
surrender the same at termination hereof,in as good condition as received, normal wear and
tear excepted. Lessee shall be responsible for damages by his negligence and that of his
family or invitees or guests. Lessee shall irrigate and maintain any surrounding grounds,
including lawns and shrubbery, and keep the same clear of rubbish and weeds, if such
grounds are a part of the Premises and are exclusively for the use of the Lessee,
7. CONDITION OF PREMISES: Lessee has examined the Premises, accepting
the same as being clean, in good order, condition and repair, with the following io
exceptns:
if any, which
Lessor agrees to remedy prior to Lessee's possession. Lessee's taking of possession o
wef the
Premises shall conclusively establish that the Premises re at such time in satisfactory
condition. Tenant acknowledges and agrees that Landlord has made absolutely no
representations or warranties regarding the Property, including, without limitation, its
conditions, its past use, ori suitability for Tenant's intended use thereof, and that Tenant
is leasing the Property on an "AS-IS" basis.
8, ALTERATIONS AND ADDITIONS: Lessee shall not make any alterations,
improvements or additions in, about or of the Premises, without Lessor's .or written
consent, which consent shall not be unreasonably withheld. All alterations which become
fixtures under California law shall at once become a part of the realty and belong to the
Lessor, unless Lessee removes the alterations, is can be moved without damage to the
Premises, prior to the termination of the to and repairs anydamage caused by said
removal. Lessee shall keep the Premises free from any liens arising out of any or
performed, materials furnished or obligations incurred by the Lessee.
9. HOLD HARMLESS: Lessee shall indemnify and hold Lessor harmless from
and against any and all claims arising from Lessee's,use or occupancy of the Prerni ses or from
any activity, or or things which may be permitted or suffered by Lessee in or about the
Premises including all damages, costs, attorneys' fees, expenses and liabilities incurred in the
defense of any claim or action or proceeding arising therefrom. Except for Lessor's or
Lessor's agent's grossly negligent conductereby assumes all risk of damage to
property, including household furniture and goods, or injury to person in or about the
KWS137944 -3-
Premises from any cause, and Lessee hereby waives all claims in respect thereof against
Lessor.
10. ENTRY AND INSPECTION: Lessee shall permit Lessor Or Lessor's agents
to enter the Premises at reasonable times and upon reasonable notice for the purpose of
inspecting the Premises or for making necessary repairs.
11. ASSIGNMENT AND SUBLETTING:
11.1 Lessee shall not voluntarily or by operation of law assign,transfer,sublet,
mortgage, or otherwise transfer or encumber all or any part of Lessee's interest in this Lease,
in the Premises, or the option out Lessor's prior written consent may be withheld by
Lessor in Lessor's sole and absolute discretion.
11.2 Lessee acknowledges that Lessor is granting this Option to Lessee as a
personal right and that Lessee shall have no right to assign or otherwise transfer its interest
in this Lease, or its interest in the Option or the Escrow, if any, created pursuant hereto
without the prior written consent of Lessor, is Lessor may withhold in its sole and
absolute discretion.
I . DEFALTLT: It is agreed between the parties hereto that if any Payment shall
be due hereunder and unpaid, or if Lessee shall default and breach any other covenant or
provision of the Lease, after not less than three (3) days written notice of such default (and
after giving the proper notice required by law) from Lessor, the Lessor may re-enter the
Premises and remove any property and any and all persons therefrom in the manner allowed
by law. The Lessor may, at its option, either maintain this Lease in full force and effect and
recover the payments as they become due or, in the alternative, terminate this Lease and all
rights of Lessee hereunder. In addition, the Lessor may recover all payments and pursue any
other rights and remedies which the Lessor may have against the Lessee by reason of such
default as provided by law.
1 .3ABANDONMENT: Lessee shall not vacate or abandon the Premises at any
time during the term of this Lease.
14. POSSESSION: If Lessor for any reason cannot deliver possession of the
Premises to Lessee at the commencement of the to of this Lease, the Lessor shall not be
liable to Lessee for any loss or damage resulting therefrom,but there shall be a proportionate
deduction in the amount of Payment for that month.
15. HOLDING OVER: If Lessee,with the Lessor's consent, remains in possession
of the Premises after expiration or termination of the to of this, Lease, such possession by
Lessee shall be deemed to be a tenancy from month-to-month at the same to of this
Lease except (1) the rent all be in the amount of one thousand and fifty dollars ($1,500)
("Holdover Rent") plus all other charges applicable to such a month-to-month tenancy and
(2) no portion of the Holdover Rent all be consideration for the Purchase Price.
KWS137944 4,
16. OPTION TO PURCHASE THE PREMISES: If Lessee has fully performed
all terms, covenants and conditions of this Lease requited of Lessee to be performed, is in
possession and not then in default, Lessee shall bave the option to purchase the Premises
described herein by giving Lessor written notice of intent to exercise said option to purchase
the Premises, at a price and upon the terms and conditions set forth in Exhibit "B"
("Purchase Agreement") attached hereto and incorporated herein by this reference.
16.1 Provided Lessee is not in default under any term or provision of this
Lease, the option may be exercised by Lessee's delivering to Lessor, before the expiration of
the option term, written notice of such exercise ("Exercise Notice"), which Exercise Notice
sball state that the option is exercised without condition or qualification. The Exercise Notice
must be accompanied by(i) two(2) copies of the Agreement of Purchase and Sale of,Escrow
Instructions ("Purchase Agreemenf') identical to the form of Purchase Agreement attached
as Exhibit"B" executed by Lessee. The Exercise Notice if mailed, shall be by certified mail,
postage prepaid, to the Lessor at the address designated by Lessor, and shall be deemed to
have been given upon the day shown on the postmark of the envelope in is such notice
is mailed.
16.2 Time is of the essence in this Lease. This offer to purchase shall
terminate if not accepted by midnight , and Lessee shall have no
interest whatever in the Premises and the option may not be revived by any subsequent
payment or further action by Lessee.
17. LIQUIDATED DAMAGES.
EXCEPT AS PROVIDED IN SEC-nON 2, IF LESSEE DEFAULTS HEREUNDER,
THEN LESSOR UNILATERALLY AND AT LESSOR'S OPTION MAY TERMINATE
THIS AGREEMENT BY GIVING WRITTEN DEMAND TO LESSEE AND ESCROW
HOLDER. THEREUPON, LESSOR SHALL BE RELIEVED OF ANY OBLIGATION
TO SELL THE PROPERTY TO LESSEE, LESSOR SHALL BE ENTITLED TO (I) THE
EXECUTION CONSIDERATION, (If) ANY AND ALL MONTHLY OPTION
CONSIDERATION, AND (111) ANY AND ALL IMPROVEMENTS (COLLEC71VELY
OPTION CONSIDERATION") TO THE PROPERTY AS LIQUIDATED DAMAGES,
ESCROW HOLDER SHALL RETURN ALL DOCUMENTS AND INSTRUMENTS TO
THE PARTIES WHO DEPOSITED SAME, AND ALL TITLE AND ESCROW
CANCELLATION CHARGES SHAI.L BE CHARGED TO LESSEE. IN THE EVENT
OF A DEFAULT BY LESSEE AS AFORESAID,LESSEE SHALL HAVE NO RIGHT TO
SEEK OR OBTAIN SPECIFIC ENFORCEMENT OF THIS AGREEMENT.
LESSEE AND LESSOR AGREE THAT IT WOULD BE EXTREMELY IMPRACTICAL
AND DIFFICULT TO ESTIMATE THE AMOUNT OF DAMAGES LESSOR MIGHT
SUFFER IN THE EVENT OF LESSEE'S DEFAULT HEREUNDER. THE PARTIES
HEREBY AGREE THAT THE DELIVERY OF THE OPTION CONSIDERATION TO
LESSOR IN THE EVENT OF LESSEE'S DEFAULT REPRESENTS A FAIR AND
REASONABLE ESTIMATE OF SAID DAMAGES.
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THE OPTION CONSIDERATION WILL, UPON THE TERMINATION OF I:
LESSOR,AGREEMENT, BECOME THE SOLE PROPERTY OF UNLESS
REQUESTS,
LESSOR REQUESTS THE REMOVAL OF ANY PORTION OF THE IMPROVEMENTS,
LESSEE WILL REMOVE THE IMPROVEMENTS,
ATITIOUT DAMAGE OR INJURY
TO THE PROPERTY, AND REPAIR
`als 's ° " ls
18. WAIVER OF RIGHT TO RECORD LIS PENDENS.
ENTERINGAS PARTIAL CONSIDERATION FOR LESSOR
AGREEMENT, LESSEE EXPRESSLY WAIVES ANY RIGHT UNDER CALIFORNIA
CODE OF CIVIL PROCEDURE, l - 4K8) OR AT
COMMON LAW OR OTHERWISE TO RECORD OR FILE A LIS PENDENS OR A
NOTICE OF NCSAGAINSTALL OR ANY
PORTION OF THE PROPERTY IN CONNECTION WFITI ANY ALLEGED DEFAULT
BY LESSOR HEREUNDER. LESSEE AND LESSOR HEREBY EVIDENCE THEIR
.
SPECIFICI
PROVIDEDINITIALS IN THE PLACE .
�i�nitiils L, s 's n* 'als
1 . MISCELLANEOUS.
1.9.1 Notices. All notices or other communications required or permitted
hereunder shall be in writing, and shall be personally 'Vere t by registered
certified all, postage prepaid, return receipt requested, telegraphed, li r or sent by
telex, telecopy or cable and shall be deemed received o earlier of i if
delivered, ate I deliveryt of t rnotice, `"
mailed, o s sinedays atter ateposting United States t office, #..
given y telegraph or cable, when deliveredto the telegraph o any with charges prepaid,
or iv) ff giveny telex or telecom y, when sent Any notice, request, demand, directionr
other communication sent by cable, telex or telecopy must be confirmed within forty-eight
curs by letter mailed or delivered in accordance with the foregoing.
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4
To Lessee: Mr. Terry L. Vines, Jr.,
434 Cajon
Suite 101
Redlands, 74
To Lessor: The City of Redlands
1270 West Park Avenue
Redlands, CA 92373
Attention: Gary Luebbers
Fax: (714) 798-7522
With a copy to: Best, Best & Krieger
3750 University Avenue, Suite 500
P.O. Box 1028
Riverside, CA 92502
Attn: Kirk W. Smith, Esq.
Fax: (714) 682-7308
To Escrow Holder: Guardian Escrow Inc.
101 E. Redlands Blvd.
Redlands, CA 92374
Attention:
Fax: (714)
Notice of change of address shall be given by written notice in the manner detailed in this
Section. Rejection or other refusal to accept or the inability to deliver because of changed
address of which no notice was given shall be deemed to constitute receipt of the notice,
demand, request or communication sent
19.2 Brokers. If any claims for brokers' or finders'fees for the consummation
of thi
19.4 Assignment. Lessee all not assign, transfer or convey Lessee's rights
and/or obligations under this Lease and/or with respect to theProperty without the prior
written consent of Lessor,which consent Lessor may withhold in Lessor's absolute discretion.
Any attempted assignment out the prior written consent of Lessor shall be void, and
Lessee shall be deemed in default hereunder. Any permitted assignments shall not relieve
the assigning party from its liability -under this Lease.
19.5 Required Actions of Lessee and Lessor, Lessee and Lessor agree to
execute such instruments and documents and to diligently undertake such actions as may be
required in order to consummate the purchase and sale herein contemplated and shall use
their best efforts to accomplish the Close of Escrow in accordance with the provisions hereof.
19.6 Counterparts. This Lease may be executed in multiple counterparts,
each of which shall be deemed an original,but all of which,together, shall constitute one and
the same instrument,
19.7 Captions. Any captions to, or headings of, the sections or subsections
of this Lease are solely for the convenience of the parties hereto, are not a part of this Lem,
and shall not be used for the interpretation or determination of the validity of this Lease or
any provision hereof.
19.8 No Obligations to it Parties. Except as otherwise expressly provided
herein, the execution and delivery of this Lease all not be deemed to confer any rights
upon, or obligate any of the parties thereto, to any person or entity other than the parties
hereto.
19.9 Exhibits and Schedules. The Exhibits and Schedules attached hereto,
if any, are hereby incorporated herein by this reference.
19.10 Amendment to thisLease. The terms of this Lease may not be modified
or amended except by an instrument in writing executed by each of the parties hereto.
19.11 Waiver. The waiver or failure to enforce any provision of this Lease
shall not operate as a waiver of any future breach of any such provision or any other
provision hereof.
19.12 Applicable Law. This Lease shall be governed by and construed in
accordance with the laws of the to of California.
19-13 Fees and Other Expenses. Except as otherwise provided herein, each
of the parties shall pay its own fees and expenses in connection with this Lease.
KWS137944 8,
19.14 Entire Agreement This Lease supersedes any prior agreements,
negotiations and communications,oral or written,and contains the entire agreement between
Ussee and Lessor,as to the subject matter hereof. No subsequent agreement,representation,
or promise made by either party hereto, or by or to an employee, officer,agent or representa-
tive of either party shall be of any effect unless it is in writing and executed by the party to
be bound thereby.
19-15 Successors and ss ns. 711is Lease shall be binding upon and shall
inure to the benefit of the successors and assigns of the patties hereto.
IN WrINESS WBEREOF, the parties hereto have executed this Lease as of
the day and year first-above written.
"Lessor"
CITY OF REDLANDS, a municipal
corporation
By;
'MayqtC' Redla a ' ornia
Attest:
It8 C k y e
City oTtl dlands
"Lessee"
TERRYL. VINES, JR.,
an individual
,KWS117944 -9-
LEGAL DESCRIPTION
TO BE ATTACHED
KWS137944
EXHIBIT
AGREEMENT OF PURCHASE-AND SALE
AND ESCROW INST-RUCnONS
Guardian r a Inc. Escrow No.
f E. Redlands Blvd, Date
Redlands, CA 92374 Title Officer:
Title Order ,.
Mention:
THIS AGREEMENT " is made and enteredh',
day f Nove=2r_ 1992, by andbetween CITY OF REDLANDS, a municipal
corporation ("Seller") , and TERRY L. VINES, JR, an individual e
This Agreement is made withreference to the following facts:
A. Seller is the owner of certain real property locatede City of`
Redlands, San Bernardino County, California " ), more particularly described
Exhibit I" attached: hereto.
B. Ile parties have previously executed n Residential Lease with Option
to Purchaseto -November_�* 1 ("Option"), pursuant to whichoyer has the right
to acquire the Property upon the terms and conditions e ere
C. Buyer now desires to exercise the Option and purchaseProperty
from Seller and Seller desires to sell the Propertyto Buyer upon the terms and conditions
described el
OPERATIVE PRQ-VISIONS
The parties ' erefre agree as follows:
I. PURCHASE PRICE: Ile purchase ("Purchase Price") f the Premises
shall be One Hundred Seventy Five Thousand Dollars 175 •
PRICE:2. PAYMENT OF THE PURCHASE e Purchase Price for the
Property shall be payable by Buyer as follows
KWS1-38155
2.1 Option Consideration.
2,11 uy t has deposited with Escrow Holder the sum of Five
Dollars and no/100 ($5,000.00) ("Execution Consideration"). The Execution
Consideration lie Purchase Price upon the Closef Escrow.
Execution nsi l r t will barn non-refundableif Buyer has delivered to Seller'
i Exercise ti s provided in the Option (ii) the Buyer delivers written
notice ("Approval Notice" to Seller and Escrow Holder that the Seller shall
upon satisfaction of reasonable tir s of approval, a certificate of occupancy for
Buyer's dental practice. The ExecutionConsideration released to llr on
the next business ay f i it of this Agreement in Escrow
Seller's li to Escrow Holder of the Approval Notice.
2.1.2 The Monthly Option Consideration shall be applicable, toward
Purchase rice if y r elects to proceedto class escrow. The Monthly Option
Considerations a non-refundable to Buyer. The Monthly Option Consideration
shall be retained by Seller as its sole and exclusive property and shall constitute
liquidated damages in the event the sale of r Seller to Buyer does not
chase pursuant to the terms of this r nt for any reason t due t€a the
material default It of Seller:
2.1,E If Buyer elects to terminate this transaction durthe Term of the
becauseLease r has failed to deliver the Approval Notice to Escrow Holder, the
Execution Consideration, t not any portion of the Monthly Optionsi era `
will be refunded to Buyer l Buyer's share fcancellation r other r fees, if
y. ExecutionConsideration non-refundable to Buyer in the event
Buyer fails, prior to Seller's delivery of the Approval Notice to Escrow Holder, t
provideto Seller and the Escrow Holder a cancellation ("Cancellation
Notice"), since the Exercise Consideration shall be retained y Seller as its sole and
exclusive r and shall constitute liquidated damages, In event that Buyer
delivers a Cancellation Notice to Escrow Holder on or, before the Seller's delivery
of the Approval Notice. to Escrow`Holder, the Executionns era " shall
promptlyreturned by EscrowHolder to Buyer upon Buyer's delivery to Escrow
Holder of i a written cancellation of this Agreement and release f Seller in form
reasonably bl to Seller a ii ani lai y Buyer in
recordable f in a of Buyer's right, a interest in and to the
Property to Seller.
.2 Note, Not less than one 1business day prior to the Closingate,
Byer shall deposit in Escrow, and Seller shall accept as payment of the Purchase ,
promissory t " t ") payable to Seller in an amount equal to Fifty Thousand Dollars
($50,000.00). rate shall bear interest at the rate of nine percent % per annum,with
interest o f a payable monthly in advance and duethe first delay of each month.
All principal and interest due shallbe a abl reg years from the date f Close of
Escrow. The Note is attached as ExhibitI" is incorporatedherein y this reference.
rs1sr
Note is to be secured by a first deed of trust in the form attached as Exhibit "Y and
incorporated herein by this reference.
2.3 Balance of the Purchase Price. Not less than one(1)business day prior
to the Closing Date as defined herein),Buyer shall deposit with Escrow Holder the balance
of the Purebase Price in cash or by certified or bank cashier's check made payable to
Escrow Holder or a confirmed wire transfer of funds ("Immediately Available Funds").
3. ESCROW,
3.1 Opening of Escrow. For purposes of this Agreement, the Escrow is
deemed opened on the date Escrow Holder shall have received the Execution Consideration
from Buyer and an executed counterpart of thisAgreement from both Buyer and Seller
n .
Escrow Holder shall otify Buyer and Seller, in writing, of the date Escrow is opened and
the Closing Date, as defined in Section 3.2 below. Escrow Holder shall enter such date on
the first page of this Agreement in the space provided for such purpose ("Opening of
Escrow"). In addition, Buyer and Seller agree toexecgat e, deliver and be bound by any
reasonable or cunta
past sup escrow instructions of Escrow Holder or other
instruments as may reasonably be required by Escrow Holder in order to consummate the
transaction contemplated by this Agreement. Any such supplemental instructions shall not
conflict with, amend or supersede any portions of this Agreement. If there is any
inconsistency between such supplemental instructions and this Agreement, then this
Agreement shall control.
3.2 Close of Escrow, For purposes of this Agreement, the "Close of
EscroV' shall be defined as the date that the grant deed ("Gmnt Deed") conveying the
Property to Buyer, is recorded in the Official Records of San Bernardino County,California.
This Escrow shall close on or before, 210 days after the Opening of Escrow ("Closing
Date"). If the Grant Deed cannot be recorded on the scheduled Closing Date because that
day is a holiday, a non-business day or the Official Records Office of San Bernardino
County is otherwise closed, the parties agree that Escrr=shall record the Grant
Deed on the next business day that the Official Records Office of San Bernardino County
is open for business.
33 Condition of Title. It shall be a condition to the Close of Escrow that
title to the Property be conveyed to Buyer by Seller by the Grant Deed subject only to the
following approved condition of title ("Approved Condition of Title"):
3.3.1 a lien to secure payment of real estate taxes and assessments,
not delinquent;
3.3.2 the lien of supplemental taxes assessed pursuant to Chapter 3.5
commencing with Section 75 of the California Revenue and Taxation Code;
KWS138155 -3-
33.3 matters affecting the Approved Condition of Title created by or
with the written consent of Buyer or is do not significantly affect the operation
of the Property or involve a surface encroachment or loss of access;
3.3.4 all matters is would be disclosed by an inspection ot survey
of the Property;
3.3.5 all exceptions is are di
the event this Agreement is terminated, Buyer shall repair any damage to the
Property caused by Buyer's entry.
(ii) As of the Close of Escrow, Seller shall have performed all
of the obligations required to be performed by Seller under this Agreement
3,5.2 For the benefit of Seller, the Close of Escrow shall be
conditioned upon the occurrence and/or satisfaction of each of the followmig
conditions (or Seller's waiver thereof, it being agreed that Seller may waive any or
all of such conditions):
(i) Buyer shall have timely performed all of the obligations
required by the terms of this Agreement to be perfornred by Buyer.
(ii) All representations and warranties made by Buyer to Seller
in this Agreement shall be true and correct as of the to of Escrow.
3.6 Deposits by Seller. At least one (1) business day prior to the Close of
Escrow, Seller shall deposit or cause to be deposited with Escrow Holder the following
documents and instruments:
3.6.1 The Grant Deed conveying the Property to Buyer duly executed
by Seller.
3.6.2 All other documents contemplated by this Agreement or
required by Escrow Holder to be deposited as provided by Buyer to carry out this
Escrow.
17 Deposits by Buyer. Buyer shall deposit or use to be deposited with
Escrow Holder the funds which are to be applied towards the payment of the Purchase
Price in the amounts,and at the times designated in Section 19. In addition, at least one (1)
day prior to the Close of Escrow, Buyer shall deposit with Escrow Holder the following
documents and instruments-
3.7.1 A Prelim inary Change of Ownership Statement or the additional
sum of Twenty Dollars ($20.00) in lieu thereof;
3.7.2 All other documents contemplated by this Agreement or
required by Escrow Holder to be deposited as provided by Seller to carry out this Escrow.
3.8 Costs and Expenses. The cost and expense of the Title Policy shall be
paid by Seller unless Buyer elects to obtain ALTA extended coverage in which event the
premium and any additional costs for such ALTA extended coverage additional to the
premium for CLTA coverage shall be paid by Buyer. The escrow fee of Escrow Holder
shall be shared equally by Seller and Buyer. Seller shall pay all documentary transfer taxes
payable in connection with therecur dation of the Grant Deed. Buyer and Seller shall pay,
KWS138155 5-
respectively, the Escrow Holder's customary charges to buyers and sellers for document
drafting, recording and miscellaneous charges. If, as a result of no fault of Buyer or Seller,
Escrow fails to close, Buyer and Seller shall share equally all of Escrow Holder's fees and
charges.
3.9 Prorations. The following prorations all be made between Seller and
Buyer on the Closing Date, computed as of the Closing Date:
3.9"1 Real and personal property taxes and assessments on the
Property, if any, shall be prorated on the basis that Seller is responsible for (i) an
such taxes for the fiscal year of the applicable taxing authorities occurring prior to
the "Current Tax Period", and (ii) that portion of such taxes for the Current Tax
Period determined on the basis of the number of days which have elapsed from the
first day of the Current Tax Period to the Closing Date, inclusive,whether or not the
same shall be payable prior to the Closing Date, The phrase "Current Tax Period"
refers to the fiscal year of the applicable taxing authority in is the Closing Date,
occurs, In the event that as of the Closing Date the actual tax bills for the year or
years in question are not available and the amount of taxes to be prorated as
aforesaid cannot be ascertained, then rates, mills and assessed valuation of the
previous year, with known changes, shall be used, and when the actual amount of
taxes and assessments for the year or years in question shall be determinable, then
such taxes and assessments will be reprorated between the parties to reflect the
actual amount of such taxes and assessments.
3.9.2 as water, electricity, heat, fuel, sewer and other utilities and
the operating expenses relating to the Property shall be prorated as of the Closing
Date. If the parties are unable to obtain final meter readings as of the Closing Date,
such expenses shall be estimated as of the Closing Date on the basis of the prior
operating history of the Property.
3.10 Disbursements and Other Actions by Escrow Holder. UpontheClose
of Escrow, the Escrow Holder shall promptly undertake all of the following in the manner
indicated:
3.M I Prorate all matters referenced in Section as upon the
statement delivered into Escrow signed by the parties.
3.1 0.2 Cause the Grant Deed and any other documents which the
es-hereto may mutually direct, to be recorded in the Official Records of San
Bernardino County, California in the order set forth in this-sub kon.
3.10.3 Disburse from funds deposited by Buyer with Escrow Holder
towards payment of all items chargeable to the account of Buyer pursuant hereto in
payment of such costs, including, out limitation, the payment of the Purchase
Price to Seller, and disburse the balance of such funds, if any, to Buyer.
KW5138155 -6-
3.10.4 Deliver When issued, the Title Policy, to Buyer.
3.10.5 Direct the Title Company to issue the Title Policy to Buyer.
C REPRESENTATIONS AND WARRANTIES.
4.1 Seller's Representations and Warranties. Buyer acknowledges and
agrees that Seller has made absolutely no representations or warranties regarding the
Property,including,without limitation,its condition,its past use,or its suitability for Buyer's
intended use thereof, and that Buyer is purchasing the Property on au " " basis.
4.2 Buyer's Representations and Warranties. In consideration of Seller
entering into this Agreement and as an inducement to Seller to it the Property to Buyer,
Buyer makes the following representations and warranties, each of which is material and is
being relied upon by Seller (the continued truth and accuracy of which shall constitute a
condition precedent to Seller's obligations hereunder)*
4.2.1 Buyer has the legal right, power and authority to enter into this
Agreement and to consummate the transactions contemplated hereby, and the
execution, delivery and performance of this Agreement have been duly authorized
and no other action by Buyer is requisite to the valid and binding execution, delivery
and performance of this Agreement; except as otherwise expressly set forth herein.
4.2.2 Buyer is acquiring the Property "AS-IS" without any warranty
of Seller, express or implied, as to the nature or condition of or title to the,Property
or its fitness for Buyer's intended use of same. Buyer is, or as of the expiration of
the Review Period will be, familiar with the Property, Buyer's election to purchase
the Property is based upon and constitutes evidence of Buyers independent mvesti-
gation of the Property, its use, development potential and suitability for Buyer's
intended use, including (withoutlimitation) the following: the feasibility of
developing the Property for the purposes intended by Buyer and the conditions of
approval for any subdivision map; the size and dimensions of the Property; the
availability, cost and adequacy of water, sewage and any utilities serving or required
to serve theProperty; the presence and adequacy of current or required
infrastructure or other improvements on, near or affecting the Property; any surface,
soil, subsoil, fill or other physical conditions of or affecting the Property, such as ch-
mate,geological,drainage,air,water or mineral eon ditions;,the extent and conditions
of title to the Property; the existence of governmental laws, statutes, rules, regula-
tions, ordinances, limitations, restrictions or requirements concerning the use,
density, 1 tion or suitability of the Property for any existing or proposed develop-
ment thereof including but not limited to zoning,building,subdivision,environmental
or other such regulations; the necessity or availability of any general or special plan
amendments, rezoning, zoning variances, conditional use permits, building permits,
environmental impact reports, parcel or subdivision maps and public reports,
requirements of any improvement agreements; requirements of the California
Department of Real Estate, the California Subdivided Lands Act, the California
KWS138155 -7-
Subdivision Map Act, and any other governmental permits, approvals or acts
(collectively "Permits"); the necessity or existence of any dedications, taxes, fees,
charges, costs or assessments which may be imposed in connection Vith any gov-
ernmental regulations or the obtaining of any required Permits; the status of the
Property with respect to hazardous substances and endangered species; and all other
matters concerning the condition, use, development or sale of the Property. Buyer
agrees, at its expense, to comply with all applicable laws, permit requirements and
governmental regulations in the development of the Property.
Seller will not be liable for any loss, damage, injury or claim of any
ldnd or character to any person or property arising from or caused by the
development of the Property by Buyer. Buyer hereby waives and releases all claims
and demands against Seller for any such to damage or injury and agrees to
indemnify, defend and bold Seller harmless from and against any and all loss, claim,
action, demand, damage, costs and expenses (including reasonable attorneys' fees)
arising from or related to any such loss, damage, injury or claim.
5. LIQUIDATED DAMAGES,
EXCEPT AS PROVIDED IN SECTION 2, IF BUYER DEFAULTS HEREUNDER,
THEN SELLER UNILATERALLY AND AT SELLER'S OPTION MAY TERMINATE
THIS AGREEMENT BY GIVING WRITTEN DEMAND TO BUYER AND ESCROW
HOLDER. THEREUPON, SELLER SHALL BE RELIEVED OF ANY OBLIGATION
TO SELL THE PROPERTY TO BUYER, SELLER SHALL BE ENTITLED TO(1) THE
EXECUTION CONSIDERATION, (11) ANY AND ALL MONTHLY OPTION
CONSIDERATION,AND(111) ANY AND ALL IMPROVEMENTS (COLLECTIVELY
"OPTION CONSIDERATION")TO THE PROPERTY AS LIQUIDATED DAMAGES,
ESCROW HOLDER SHALL RETURN ALL DOCUMENTS AND INSTRUMENTS TO
THE PARTIES WHO DEPOSnED SAME, AND ALL TInE AND ESCROW
CANCELLATION CHARGES SHALL BE CHARGED TO BUYER. IN THE EVENT
OF A DEFAULT BY BUYER AS AFORESAID, BUYER SHALL HAVE NO RIGHT
TO SEEK OR OBTAIN SPECIFIC ENFORCEMENT OF THIS AGREEMENT.
BUYER AND SELLER AGREE THAT IT WOULD BE EXTREMELY IMPRACTICAL
AND DIFFICULT TO ESTIMATE THE AMOUNT OF DAMAGES SELLER MIGHT
SUFFER IN THE EVENT OF BUYER'S DEFAULT HEREUNDER. THE PARTIES
HEREBY AGREE T14AT THE DELIVERY OF THE OPTION CONSIDERATION TO
SELLER IN THE EVENT OF BUYER'S DEFAULT REPRESENTS A FAIR AND
REASONABLE ESTIMATE OF SAID DAMAGES.
THE OPTION CONSIDERATION WILL, UPON' THE TERMINATION OF THIS
AGREEMENT, BECOME THE SOLE PROPERTY OF SELLER, UNLESS SELLER
REQUESTS THE REMOVAL OF ANY PORTION OF THE IMPROVEMENTS. IF
KWS138155 -8-
PROPERTY,SELLER REQUEST'S THE REMOVAL OF ANY PORTION OF THE
IMPROVEMENTS, BUYER WILL REMOVE THE IMPROVEMENTS, WITHOUT
DAMAGE OR INJURY TO THE AND REPAIR ANY RESULTING
tialll is ni al Buyer's s
RIGHT6. WArVER OF
S.
AS PARTIAL CONSIDERATION FOR SELLER ENTERING INTO I
PROCEDURE,AGREEMENT,BUYER EXPRESSLY WAIVES ANY RIGHT UNDER CALIFORNIA
CODE OF CIVIL 11, - 09.
COMMON LAW OR OTHERWISE TO RECORD OR FILE A LIS PENDENS OR A
NOTICE OF PENDENCY OF ACTION OR SIMILAR NOTICE AGAINST ALL OR
ANY PORTION OF TFIE PROPERTYIN CONNECTION WITII ANY ALLEGED
DEFAULT BY SELLER HEREUNDER. BUYER AND SELLER HEREBY
EVIDENCE THEIR SPECIFIC AGREEMENT TO THE TERMS OF THIS
BY PLACING THEIR INITIALS IN THE PLACE PROVIDED7REINAFTER.
itia f Buyer's i als
7. DAMAGE OR CONDEMNATION.
Seller, shall promptlyryes of any casualty to the Propertyr any condemnation
proceeding comerre prior t the i f r y such-damage carproceeding
relates t r may result . e loss of any material portion of the Property, Seller or Buyer
may, at their option, elect either to: i terminate this Agreement, in whichevent all funds
depositedinto row by Buyer shall be returned to Buyer and neither party shall have any
further rights or obligations hereunder, or (ii) continue the Agreement in effect, ` ie
event upon the Close of Escrow, oyer shall be entitled to any compensation, awards, r
other payments or relief resulting from such casualty r condemnation proceeding.
8. MISCELLANEOUS.
8.1 Notices. All notices or other communications re sire r permitted
hereunder shall be i ' , and shall be personally delivered or sent by registered r
certified ail, postage prepaid, return receipt re este le ra delivered r sent by
telex, teleco year cable ands all, be deemed received earlier of i if personally
delivered, the date of delivery h e address f the person to receive such , ,
KWS138155
mailed, urine er the to of posting by the United States post, office,
(iii) if given by telegraph or cable, when deliveredto the telegraph company with charges
r (iv) if given by telex or telecopy, when sent. Any notice, request
directionr other communication seat by cable, telex or telecopy mustconfirmed
forty-eight ours by letter mailed or delivered in accordance withthe foregoing.
To Buyer: Mr. Terry L. Vines, Jr.,
434 Caja
Suite 101
Redlands, 7
To Seller., The Cityf Redlands
1270 West Park Avenue
Redlands, CA 92373
Attention: e err
71 798-7522
With s. copy t : Best, Best & Krieger
3750 Universityire, Suite 500
1028
Riverside, CA 92502
Attn: Smith,
(714) 682-7308
To Escrow Holder: Guardian Escrow Inc.
101 E. Redlands Blvd.
Redlands, CA 92374
Attention:
(714)
Notice of change of address shall e given by written notice in the manner detailed
Section. e ec ion or other refusal to accept or the inability to deliver because of changed
address of which no notice was given shall be deemedto constitute r i t ,f the
demand, request or communication sent
8.2 Brokers. any claims for brokers' or finders' fees for the
consummation of this Agreement arise, then Buyer hereby agrees to indemnify,
harmless and defendSeller from and against such claims if y
statement or representation or agreement by Buyer, and Seller hereby agrees to `
save harmless and defend Buyer if such claims shall be based upon any statement,
representation or agreement made by Seller:
8.3 Legal Fees. 1n the event of the bringing of any action or suit by a party
Preto against another party hereundery reason of any breach of any of the covenants or
agreements or any inaccuracies i any of the representations and warranties on the part of
the other party arising u t of.this Agreement, then " at event,the prevailingsuch
klWS138155 _1 -
action or dispute, whether by final judgment, or out of court settlement shall be entitled to
have and recover of and from the other party all costs and expenses of suit, including actual
attorneys' fees.
8.4 Assignment. Buyer all not assign, transfer or convey Buyer's rights
and/or obligations under this Agreement and/or with respect to the Property without the
prior written consent of Seller,which consent Seller may withhold in Seller's absolute discre-
tion. Amy attempted assignment without the prior written consent of Seller shall be void,
and Buyer shall be deemed in default hereunder. Any permitted assignments shall not
relieve the assigning party from its liability under this Agreement.
&5 Required Actions of Buyer and Seller. Buyer and Seller agree to
execute such instruments and documents and to diligently undertake such actions as may
be required in order to consummate the purchase, and sale herein contemplated and shall
use their best efforts to accomplish the Close of Escrow in accordance with the provisions
hereof.
8.6 Counterparts. This Agreement may be executed in multiple
counterparts, each of which shall be deemed an original, but all of which, together, shall
constitute one and the same instrument.
8.7 Captions. Any captions to, or headings of, the sections or subsections
of this Agreement are solely for the convenience of the parties hereto, are not a part of this
Agreemeut, and shall not be used for the interpretation or determination of the validity of
this Agreement or any provision bereof.
8.8 No Obligations to Third Parties. Except as otherwise expressly
provided herein, the execution and delivery of this Agreement shall not be deemed to
confer any rights upon, nor obligate any of the parties thereto, to any person or entity other
than the parties hereto.
8.9 Exhibits and Schedules. Tle Exhibits and Schedules attached hereto,
if any, are hereby incorporated herein by this reference,
8.10 Amendment to this Agreement. Tbe terms of this Agreement may not
be modified or amended except by an instrument in writing executed by each of the parties
hereto.
8,11 Waiver. The waiver or failure to enforce any provision of this
Agreement shall not operate as a waiver of any future breach of any such provision or any
other provision hereof.
8.12 Applicable Law. This Agreement shall be governed by and construed
in accordance with the laws of the to of California.
KATS138155 _f -
8,13 Fees and Other Expenses, Except as otherwise provided herein, each
of the parties shall pay its to fees and expenses in connection with this Agreement.
8,14 Entire Agreement. This Agreement supersedes any prior agreements,
negotiations and communications, oral or written, and contains the entire agreement
between Buyer and Seller as to the subject matter hereoL No subsequent agreement,
representation, or promise made by either party hereto, or by or to an employee, officer,
agent or representative of either party shall be of any effect unless it is in writing and
executed by the party to be bound thereby.
8.15 Successors and Assigns. This Agreement shall be binding upon and
shall inure to the benefit of the successors and assigns of the parties hereto,
8.16 Indemnification of Escrow Holder.
.1 .1 If this .Agreg ment or any matter relating bero shall become
the subject of any litigation or controversy, Buyer and Seller agree, jointly and
severally, to of Escrow Holder free and harmless from any loss or expense,
including attorneys' fees, that may be suffered by it by reason thereof except for
losses or expenses as may arise from Escrow Holder's negligent or willful
misconduct- If conflicting demands are made or notices served upon Escrow Holder
with respect to this Agreement,the parties expressly agree that Escrow Holder shall
be entitled to file a suit in interpleader and obtain an order from the court requiring
the parties to interplead and litigate their several claims and rights among
themselves. Upon the filing of the action in interpleader, Escrow Holder shall be
fully released and discharged from any obligations imposed upon Escrow Holder by
this Agreement; and
KWS13815-5 -12-
8,1 6.2 Escrow Holder all not be liable for the sufficiency or
correctness as to form, manner, execution or validity of any instrument deposited
with itnor as to the identity, authority or rights of any person executing such
instrument, nor for failure to comply with any of the provisions of any agreement,
contract or other instrument filed with,Escrow Holder or referred to herein. Escrow
of r" duties hereunder shall be limited to the safekeeping of all monies,
instruments or other documents received by it as Escrow Holder, and for their
disposition in accordance with the terms of this Agreement
IN WITNESS WHEREOF, the parties hereto have executed this Agreement
as of the day and year first-above written.
"Seller"
CHY OF REDLANDS, a municipal
corporation
j
of R dlands,
California
Attest:
�k
C
ed'j
Ci r
r
Cnyy R dland s
"Buyer"
TERRY L VINES, JR.,
an individual
`7
S1 155; -13-
Acceptance by Escrow Holder:
Guardian row,Incur hereby acknowledgest it has received a fullyutacounterpart
of the foregoing Agreement of Purchase and Sale and Joint Escrow Instructions and agrees
to act as Escrowolder thereunder to be boundterms thereof
such terms apply to Escrow Holder.
Dated: By.
x W 1381 �
K115
PROMISSORY
$50,000.00 leer _ 1 f
992
Redlands, California
RECEIVED,FOR VALUE the undersigned, TERRY L VINES, JRL, ("Maker"),
promises to pay to the CITY OF REDIANDS, a municipalr ("Holder"), or order,
t 1270 West Park Avenue, Redlands, California r at such other'place as Holder
may specify from time to time i g the principal sum of Fifty 11ousand and
Dollars ($50,000.00), together with interest as providedere' `..
Ilis Note shall be payable ithirty-sixmonthly installments of
interest in count equal to Three Hundred Seventy-Five and no/100 ll ($375.00)
each, e first installment shall be due and payable on the first day of each
commencing on , 1992, and the entire unpaid principal balance of this
Note and all interest t ereco , .e., an amount equal to Fifty Tbousand and no/100ars
shall be due and payable on the third anniversaryr e close of escrow
("MaturityDate").
1. eats due hereunder ars payable in lawful money of the United States
f America in same day funds. All payments made above shall be applied first to accrued
interest and thereafter to reduction of principal.
2. Interest shall be computede basis sof a year of 360 days and actual days
elapsed shall be payable on the unpaid principal balance hereof outstanding from time
to time from the date hereof until payment in full at a rate per annum equal to:
2.1 for the periodfrom e date hereof t ate, a fixedrate
f interest equal to nine percentper ; and
2.2 for the period from the Maturity Date to the date this Note (including
all interest accrued or to accrue ere is paid in full, a fixed rate sof interest equal
to fourteen percent (14%) r annum.
Any amount of principal owing hereoni is not paid when due shall, from
and after the date when due until the date paidin full, bears interest at a fixed rats per
annum (computed on the basis of a year of 360 days) I to fourteen percent 1 r
KWS138155 "
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of Holder, no extension of the time for the payment of the indebtedness or any change in
the terms of this Note consented to by Holder all in any way whatsoever operate to
release, discharge, modify, change or affect the original liability of Maker and all such
persons liable or to become liable for`all or any part of this indebtedness, either in whole
or in part. Any deed conveying the Property, or any part thereof, shall provide that the
grantee thereunder assumes all of the grantor's obligations under the Loan Documents.
7. This Note may be prepaid in part or in whole at any time without penalty.
Any prepayments of this Note shall be applied first to the payment of accrued interest,
second to the payment of principal due hereon on the Maturity Date, and third to payment
of principal installments due hereon in the inverse order of maturity.
8. Upon the occurrence of any of the following, an Event of, Default shall be
deemed to have occurred and the Holder may, at Holder's option, declare the unpaid
balance of this Note, including interest thereon, to be immediately due and payable, and the
same shall forthwith become due and payable:
.1. Maker shall fail to make any payment under this Note when due; or
8.2. There shall occur an "Event of Default" under and as defined in any
other Loan Document; or
8.3. Maker shall (i) become insolvent or unable to pay Maker's debts
generally as they mature, (ii) suspend business, (iii) make a general assignment for
the benefit of creditors, (iv) admit in writing Maker's inability to pay Maker's debts
generally as they mature, (v) file or have filed against it a petition in bankruptcy or
apetition or answer seeking a reorganization, arrangement with creditors or other
similar relief under the Federal bankruptcy laws or under any other applicable law
of the United States of America or any state thereof, or (vi) consent to the
appointment of a trustee or receiver for it or for a substantial part of Maker's
property; or
8.4. Any order,judgement or decree shall be entered appointing, without
Maker"s consent� a trustee or receiver for it or for a substantial part of Maker's
property; or
&5. A judgment against Maker for the payment of money totalling in excess
of $10,000 shall be outstanding for a period of sixty (60) days without a stay of
execution thereof; or
8.6. The holder of any senior or junior encumbrance on the real and/or
personal property collateral encumbered by the Deed of Trust shall institute
foreclosure or other proceedings for the enforcement of its remedies thereunder;
provided, however, that in the event of an actual or deemed entry of an order for
relief with respect to Maker under the Federal Bankruptcy Code, this Note and all
interest and other amounts due hereon shall automatically become, and be due and
KWS138155 EXHIBIT*2" - 3
pDyable,without presentment demand,protest or any notice of any kind,all of which
are hereby expressly waived by Maker. 'ne Holder may exercise Holder's option to
accelerate after any Event of Default, regardless of any prior forbearance.
9, Maker agrees to indemnify Holder and to of Holder and Holder's
successors and assigns harmless from and against any and an claims, demands, costs,
liabilities and obligations of any kind or nature arising out of any default hereunder,
including without limitation all costs of collection, including reasonable attorneys" fees and
all costs of suit, in the event the unpaid principal sum of this to and/or any interest
thereon is not paid when due.
10. It is the intention of Maker and Holder to conform strictly to the usury laws
now or hereafter enforced in the to of California, and any interestpayable under this
Note or any of the other documents to be executed by Maker in connection with the to
made or to be made hereunder, shall be subject to reduction to the amount not in excess
of the maximum non-usurious amount allowed under the usury laws of California as now
or hereafter construed by the courts having jurisdiction over such matters. In the event the
maturity of this Note is accelerated by reason of any provision of this Note or by reason of
an election by Holder resulting from any default (or an event permitting acceleration),
under this to or any other instrument given to secure the payment hereof, or otherwise,
then earned interest may never include more than the maximum amount permitted by law,
computed from the date hereof until payment, and any interest in excess of the maximum
amount permitted by law shall be canceled automatically and, if theretofore paid, shall at
the option of the Holder either be rebated to Maker or be credited on the principal amount
of this to or if all principal has been repaid then the excess shall be rebated to Maker.
The aggregate of all interest (whether designated as interest, service charges, points, or
otherwise)contracted for, chargeable, or receivable under this to or any other document
executed in connection herewith shall under no circumstances exceed the maximum legal
rate upon the unpaid principal balance of this to remaining unpaid from time to time.
In the event such interest does exceed the maximum legal rate, such excess shall be
canceled automatically and if theretofore paid, rebated to the undersigned or credited on
the principal amount of this Note, or if the to has been repaid, then such excess shall be
rebated to Maker.
11. Maker acknowledges and agrees that"Maker shall not have any rights
whatsoever to set-off against amounts due hereunder or otherwise due Holder any amount
or obligation due Maker or claimed to be due Maker from Holder.
12. Tle unenforceability or invalidity of any provision or provisions of this Note
as to any persons or circumstances shall not render that provision or those provisions
unenforceable or invalid as to any other persons or circumstances,and all provisions hereof,
in all other respects, shall remain valid and enforceable.
13. This
site shall bind Maker and Maker's successors and assigns and the
benefits hereof shall inure to Holder and Holder's successors and assigns.
KWS138155 EXHIBIT*2* -4
14. The validity, interpretation and performance of this Note shall be governed
by and construed in accordance with the laws of the State of California.
15. Time is of the essence of this Note.
16. The rights or remedies of Holder, as provided in the Loan Documents shall
be cumulative and concurrent, and may be pursued singly, successively or together against
the Property, and any other funds, property or security held by Holder for the payment
hereof, or otherwise, at the sole discretion of the Holder. The failure to exercise any such
right or remedy shall in no event be construed as a waiver or release of such rights or
remedies or of the right to eerie therm at any later time.
17. Maker and all other persons liable or to become liable for all or part of this
indebtedness, jointly and severally waive demand, presentment for payment, notice of
nonpayment,protest and notice of protest hereon,agrees that when or at any time after this
Note becomes due, the Holder may, without notice, offset or charge this Note against any
bank acco-unt or other account maintained by Maker with the Holder, and agrees to pay,
in the event of default hereunder, all costs of collection, including attorneys fees, whether
or not suit is commenced.
18. This to shall be governed by and construed in accordance with the internal
laws of the to of California.
MAKER: TERRY L VINM JIL, an individual
KWS1381,55 EXHIBfr"2" - 5
EXHIBIT 113"
Orcler No,
Escrow No
Loan No
WHEN RECORDED MAIL TC�
SPACE ABOVE THIS UNE FOR RECORDERS USE
DEED OF TRUST WITH ASSIGNMENT OF RENTS
(SHORT FORM)
This DEED OF TRUST.slope between
7 herein cm�eo TAUSTOR,
TERP,Y L� V=S, JR., an individual
wRose aotness Ys
,Numoe?ana SVeeTt '01v� 'Stalm
FIRST At TMLE INSURANCE COMPANY,a California CO3,poravon,he'rern celled TRUSTEE,ano
THE = Or REDLANDS, a rmicipal corporation
,herein Canso SENEF0ARY
WITNESSETH TMal Trustor grants to Trustee m Trust.With Power of Sale,thai property in the
County of San Bente.rdinic I Stale of California.bNONORPM
DE 1EGAL rESCRIPTICV OF WHICH IS ATTAa-ED AS =rr "9' AND INCORPORATO HMIN BY
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by 1W
The urtaftntonoo Tmortm rw a copy Of"nottoeoftyetwift ana loy eirtca in Said'Wounde,to grimed At NM at ttas adore" a» 9 W roff
Signature of 7rustor
VATE OF CAUFORNIA
o0UNTY OF
On Terry L. Vines, Jr,
personaily appeared
personaisy An to me ror pmvw to rine on the beasts of sausioctory
e to be I"Dersomry witase namertsi nuate sutaimbed to"wtinin
,ruAtn"em Inc atointuawagea to me that hat,,shertney executso the samp in
nmftanubrav"hontrao,capacirvoinu,and that by rustheuthei,sqnaiuriasq on
"irimmerit me oemaniol or the arnity,upon beha"of aeltcr,the persmcsi
acted,oxecurea ifte trevrument
WITNESS my nano ane offina!stain,
Sfgnau"
EXHIBIT 11311
DO NOT RECORD
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20 NOT RECORD REQUEST FOR FULL RECONVEYANCE
TO FIRST AMERICAN TITLE WSURANCE COMPANY,TRUSTEE,
Trm ursaerugned to the eargal overver and halaw of the.: e of versys,one of ads oOew o%debteytness seAured by me'... vyg Daeo 0 Trust,Seat note or
rvyles.eygetcef wit h W1 other wed ebledness r' red ey.sand Deed of Trask.nave been fUjSy pout"bat5fros.ana yyyj are her0by reaueStstol And Orected,
on payment to you Of any surns otying to you u tne t of sad Deact of Trust to canote seed note or Mes above monfroned aryl or otnes 0YKWmft
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dos gnaTed ey the remos cg food Deed of Trusz,aji the estare now tend by you urvaer the same,
Dated
Please mwt Det ed of Trust,
Note ano Reconveyance pct
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PRELIMINARY
TO BE ATrACHED
$138155
MINUTES of a special meeting of the City Council of the City of Redlands held in the
Redlands Plaza Conference Room, Suite 15C, on Feb 2_2, 1293, at
3:00 P.M.
PRESENT Charles G. DeMitJyn, Mayor
Swen Larson, Mayor Pro Tem
William E. Cunningham, Councilmember
Dee Ann Milson, Councilmember
Jim Foster, Councilmember
James D. Wheaton, City Manager
Ronald C. Mutter, Assistant City Manager
Gary Luebbers, Assistant City Manager
Steve Chapman, Finance Director
Lorrie
foyer, City Clerk
Ted Thomaidis, Redlands Daily Facts
Bill Rogers, The Sun
ABSENT None
La—le-p—LCitv Fro rtv - Council ember Cunningham moved to authorize the
Mayor and City Clerk to execute the documents related to the sale of the City
property located at 114 Vine Street to Theron L. Vines, Jr. and Geneil P.
Vines. Motion seconded by Councilmember Foster and carried unanimously.
Consultant Contract - Following brief discussion, Councilmember Larson
moved to award a contract for the design of the temporary river crossings at
Orange Street and Alabama Street at the Santa Ana River to Dokken
Engineering of San Bemardino in an amount not to exceed $35,000.00.
Motion seconded by Councilmember Milson and carried unanimously.
1222--93-BAdo - Councilmembers discussed the City's current fmancial
condition and forecast for the next fiscal year. Referring to the funds set aside
in the budget for the acquisition of the Fox Theater, Councilmember Foster
moved that the remaining funds in Account 16 be applied to the Certificates of
Participation for the Cultural Facilities Project. Motion seconded by
Councilmember Larson and carried unanimously. Following Councilmember
Foster's suggestions regarding personnel, Councilmember Cunningham moved
to impose a hiring freeze, unless approved by the City Council, on all
departments except safety. Motion seconded by Councilmember Milson and
carried unanimously. In response to City Manager Wheaton's comments
Adjourned regular meeting
February 22, 1993
Page 1