HomeMy WebLinkAboutContracts & Agreements_137-2016 PURCHASE AND SALE AGREEMENT
AND JOINT ESCROW INSTRUCTIONS
DATED
JULY 5, 2016
BY AND BETWEEN
ROBERT W. BEST, Trustee of THE ROBERT W. BEST FAMILY TRUST dated August
229 1994 AND ROBERT R. BRENNER,Trustee of THE ROBERT R. AND SUE A.
BRENNER CHARITABLE REMAINDER UNITRUST dated December 29, 1993
AS SELLER
AND
CITY OF REDLANDS,
a municipal corporation,
AS BUYER
TABLE OF CONTENTS
Page
1. PURCHASE AND SALE. .................................................................................................. 1
2. PURCHASE PRICE.................................................................................
2.1 Deposits................................................................................................................. 1
2.2 Deposit of Balance ................................................................................................2
3. ESCROW- ----------------•--...........................................................
3.1 Opening of Escrow................................................................................................2
3.2 Escrow Instructions...............................................................................................2
3.3 Termination/Cancellation......................................................................................2
4. ACTIONS PENDING CLOSING.......................................................................................3
4.1 Due Diligence........................................................................................................3
4.2 Title. ......................................................................................................................5
4.3 Entitlements...........................................................................................................6
5. DESCRIPTION OF PROPERTY. ......................................................................................6
5.1 The Real Property.......................................•...............................
6. CONDITIONS TO CLOSING......................•........................................... ...7
6.1 Buyer's Closing Conditions ..................................................................................7
6.2 Seller's Closing Conditions ...................................................................................8
7. CLOSING............................................................................................................................8
7.1 Closing Date---•......................................................................................................8
7.2 Deliveries by Seller...............................................................................................8
7.3 Deliveries by Buyer............... ...9
7.4 Actions by Escrow Agent......................................................................................9
7.5 Prorations/Apportiomnent................................................................................... 10
7.6 Closing Costs....................................................................................................... 10
7.7 Closing Statement................................................................................................ 11
7.8 Deliveries Outside of Escrow.............................................................................. 11
8. SELLER'S REPRESENTATIONS AND WARRANTIES.............................................. 11
8.1 Seller's Authority; Validity of Agreements ........................................................ 12
8.2 No Third-Party Rights......................................................................................... 12
8.3 Litigation............................................................................................................. 12
8.4 Zoning and Condemnation.................................................................................. 12
8.5 No Violations of Enviromnental Laws................................................................ 12
8.6 No Other Commitments ...................................................................................... 13
8.7 Wells.................................................................................................................... 13
8.8 Landfill/Waste Disposal Site............................................................................... 13
8.9 Property Materials............................................................................................... 13
8.10 Pen-nits and Approvals ........................................................................................ 13
8.11 Williamson Act.................................................................................................... 13
8.12 Survival .... ................................................................................................. 13
9. BUYER'S REPRESENTATIONS AND WARRANTIES............................................... 14
9.1 Buyer's Authority; Validity of Agreements........................................................ 14
9.2 Survival ......................................................................... .. 14
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10. AS-IS................................................................................................................. ............ 14
11. RISK OF LOSS................................................................................................................. 15
11.1 Condemnation ..................................................................................................... 15
11.2 Casualty............................................................................................................... 15
12. REMEDIES....................................................................................................................... 16
12.1 Default by Seller.................................................................................................. 16
12.2 Default by Buyer........................................................................... ................ 16
13. BROKERS......................... ............................................................................................. 17
14 SELLER'S INTENT TO EXCHANGE......................................................... 17
15. MISCELLANEOUS PROVISIONS................................................................................. 17
15.1 Entire Agreement ................................................................................................ 17
15.2 Modification; Waiver.......................................................................................... 17
15.3 Notices................................................................................................................. 18
15.4 Expenses.............................................................................................................. 18
15.5 Severability.......................................................................................................... 18
15.6 Successors and Assigns...........................................................I........................... 18
15.7 Counterparts ........................................................................................................ 19
15.8 Governing Law; Jurisdiction; Waiver of Jury; Judicial Reference..................... 19
15.9 Headings.............................................................................................................. 19
15.10 Time of Essence .................................................................................................. 19
15.11 Further Assurances..............................................................................................20
15.12 Construction ........................................................................... ........................20
14.13 Attorneys' Fees....................................................................................................20
14.14 Business Days......................................................................................................20
PURCHASE AND SALE AGREEMENT
AND JOINT ESCROW INSTRUCTIONS
THIS PURCHASE AND SALE AGREEMENT AND JOINT ESCROW
INSTRUCTIONS (this "Agreement") is made and entered into as of July 5, 2016 (the "Effective
Date"), by and between the CITY OF REDLANDS, a municipal corporation ("Buyer"), and
ROBERT W. BEST, Trustee of THE ROBERT W. BEST FAMILY TRUST dated August 22,
1994 AND ROBERT R. BRENNER, Trustee of THE ROBERT R. AND SUE A. BRENNER
CHARITABLE REMAINDER UNITRUST dated December 29, 1993 ("Seller"), for the purpose
of setting forth the agreement of the Parties and to provide instructions to Escrow Agent with
respect to the transaction contemplated by this Agreement. Seller and Buyer shall also individually
be referred to as a "Party" and collectively as the "Parties."
RECITALS
A. Seller is the owner of that certain real property located in the City of Redlands
("City"), San Bernardino County (the "County"), State of California, known as APN Numbers
0292-034-02, 05 and 08, as more particularly described on Exhibit "A" attached to and made a
part of this Agreement (the "Property").
B. Seller desires to sell the Property to Buyer, and Buyer desires to purchase the
Property from Seller, upon and subject to the ten-ns and conditions set forth in this Agreement.
AGREEMENT
In consideration of the mutual agreements contained in this Agreement and for other good
and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Buyer
and Seller hereby agree, and instruct Escrow Agent, as follows:
1. PURCHASE AND SALE.
Seller agrees to sell, transfer, and convey to Buyer, and Buyer agrees to purchase and
acquire from Seller, the Property on all of the terms and conditions of this Agreement.
2. PURCHASE PRICE.
The purchase price for the Property (the "Purchase Price") shall be Four Hundred Eighty
Nine Thousand Five Hundred Dollars($489,500). The Purchase Price shall be payable as follows:
2.1 Deposit. By 5:00 p.m. on the third (3rd) day after the "Opening of Escrow" (as
defined below), Buyer shall deposit into "Escrow" (as defined below) the sum of Ten Thousand
Dollars ($10,000) (which amount, together with any and all interest earned thereon, shall be
referred to in this Agreement as the "Deposit"). The Deposit shall be frilly refundable through the
Due Diligence Termination Date, as defined in Section 4.1.3. From and after the Due Diligence
Termination Date, provided Buyer does not elect to tenninate this Agreement as permitted
pursuant to the terms of Section 4.1.3, the Deposit shall become non-refundable, except as
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specifically provided otherwise in this Agreement, and shall be credited against [lie Purchase Price
at Closing.
2.1.1 Refund of Deposit. If Buyer delivers its Due Diligence Approval Notice
(as defined below),but subsequently elects to terminate this Agreement due to(a) a Seller Default,
as defined in Section 12.1) hereunder, (b) a failure of a Buyer's Condition to Closing, or (c) the
occurrence of any other event which by the terms of this Agreement gives rise to Buyer's right to
terminate this Agreement and receive a refund of the Deposit, then, subject to the terms of Section
111, (i) the Deposit shall immediately be returned by Escrow Agent to Buyer, or to the extent
previously released to Seller, refunded to Buyer by Seller, (11) this Agreement and the Escrow shall
ten-runate, and (iii) the Parties shall have no further obligation to one another with respect to this
Agreement, except with respect to such provisions which by their terms survive the termination of
this Agreement.
2.1.2 Interest. The Initial Deposit and any other cash held by Escrow Agent for
the benefit of Buyer shall be held in a federally insured interest bearing account, and the interest
shall accrue to Buyer's benefit.
2.2 Deposit of Balance of Purchase Price. Buyer shall, at least one (1) business day
prior to Closing (as defined in Section 7.1), deposit into Escrow in the form of wire transfer, cash
or a certified or bank cashier's check for immediately available funds, the amount of the Purchase
Price less the Deposit, pLus Buyer's closing costs and Buyer's share of any prorations to be made
in accordance with this Agreement.
3. ESCROW.
Opening of Escrow. Buyer and Seller shall cause an escrow ("Escrow") to be opened with
First American Title Insurance Company located at 3281 East Guasti Road, Suite 440, Ontario,
California, 91761, Attention: Kelly A. Simoneau 1(sirnoireau(Lairstani,corn ("Escrow Agent") by
................
delivery to Escrow Agent of a fully executed copy of this Agreement, Escrow Agent shall
promptly deliver to Buyer and Seller written confirmation of the date of the"Opening of Escrow,"
As used in this, Agreement, the term "Opening of Escrow" means the day on which Escrow Agent
receives a fully executed copy of this Agreement and has notified each Party in writing of such
receipt.
3.1 Escrow Instructions. This Agreement shall constitute escrow instructions to
Escrow Agent as well as the agreement of the Parties. If any other printed escrow instructions are
requested of the Parties and the terms thereof conflict or are inconsistent with any provision of this
Agreement or any deed, instrument, or document executed or delivered in connection with the
transaction conten-iplated hereby, the provisions of this Agreement, or such deed, instrument, or
document shall control. Escrow Agent is hereby appointed and designated to act as Escrow Agent
and instructed to deliver, pursuant to the terms of this Agreement, the documents and funds to be
deposited into Escrow as provided this Agreement.
3.2 Termination/Cancellation. Upon any termination or cancellation (the terms being
used interchangeably in this Agreement) by either of the Par-ties as expressly allowed under this
Agreement(including,without limitation, any deemed termination or cancellation),(a)the Deposit
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shall be delivered to the Party that this Agreement specifies is entitled to the same; (b) all
documents, instruments, and funds delivered into Escrow shall be returned to the Party that
delivered the same into Escrow, and(c)the Parties shall thereafter be relieved ftom further liability
under this Agreement, except with respect to any obligations under this Agreement that are
expressly stated to survive any termination of this Agreement. A copy of any notice of tennination
allowed under this Agreement shall be sent to Escrow Agent by the Party electing to tenninate.
Upon a termination or cancellation by either of the Parties for any reason other than a default by
Seller, Buyer shall deliver to Seller copies of all third-party reports, plans, studies, applications or
any other matters obtained by or prepared for Buyer in connection with Buyer's review of the
Property and which relate to the physical condition of the Property, including, without limitation,
any physical inspection, engineering, and enviromnental reports completed and/or obtained by
Buyer in connection with Buyer's review of the Property (collectively, "Property Condition
Documents"),but excluding any documents that are subject to the attorney client privilege or that
contain proprietary or confidential information. Seller understands and acknowledges that neither
Buyer nor any of Buyer's representatives makes any representation or warranty to Seller as to the
accuracy or completeness of the Property Condition Documents and that Buyer and Buyer's
representatives have not made or will not make any attempt to verify the data contained in the
Property Condition Reports. Seller agrees that Buyer and Buyer's representatives shall not have
any liability to Seller as a result of Seller's use of the Property Condition Documents.
4. ACTIONS PENDING CLOSING.
4.1 Due Diligence.
4.1.1 Property Materials.
4.1.1.1 On or before 5:00 p.m. on the fifth (5th) day following the
Opening of Escrow, Seller shall, at Seller's sole cost and expense, to the extent within the
Seller's possession or control,provide to Buyer and Buyer's counsel true, correct, and complete
copies of all of the following documents (collectively, the "Property Materials"):
(a) Any and all surveys for the Property;
(b) All existing, proposed or draft site plans, maps, plats, landscaping plans,
construction plans and drawings, and development plans for the Property
(including, without limitation, with respect to offsite development related to the
Property);
(c) All existing environmental reports for the Property;
(d) All leases, occupancy agreements, operating agreements, and licenses that affect
the Property;
(c) All zoning stipulations, agreements, and requirements that affect or that are
proposed to affect the Property;
(f) All archaeological, biological, soil, geological, grading, drainage, and hydrology
reports, surveys, or assessments and any other engineering reports for the Property;
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(g) A Natural Hazards Disclosure Report in confonnity with the California Natural
Hazards Disclosure Act;
(h) All records to the extent within Seller's possession or control relating to the use,
storage and disposal of all pesticides, fertilizers and other agricultural chemicals
which have been used on the Property or that Seller anticipates Seller, or its agents
or contractors, will use on the Property prior to the Close of Escrow, and
(i) Any other third-Party reports, contracts, and agreements of any kind in Seller's
possession or control pertaining to the Property.
4.1.1.2 Seller shall promptly furnish to Buyer for its review (a) any of the
items described in Section 4.1.1.1 that may come into Seller's possession or control from and after
the Effective Date of this Agreement, and (b) any additional documents and information in the
possession or control of Seller reasonably requested in writing by Buyer. Except as provided in
Section 8.15, Buyer understands and acknowledges that neither Seller nor any of Seller's
representatives makes any representation or warranty to Buyer as to the accuracy or completeness
of the Property Materials and that Seller and Seller's representatives shall have not made or will
not make any attempt to verify the data contained therein. Buyer agrees that Seller and Seller's
representatives shall not have any liability to Buyer as a result of Buyer's use of the Property
Materials.
4.1.2 Buyer's Diligence Tests.
4.1.2.1 At all reasonable tunes from the Effective Date of this Agreement
to the Closing (or earlier termination of this Agreement), Buyer and its employees, agents,
consultants, and contractors shall be entitled, at Buyer's sole cost and expense, to: (a) enter onto
the Property to perform any inspections, investigations, studies, and tests of the Property
(including, without limitation, physical, engineering, soils, geotechnical, and envirorunental tests)
that Buyer deems reasonable; (b) review all Property Materials; and (c) investigate such other
matters pertaining to the Property as Buyer may desire. Notwithstanding the foregoing, Buyer
shall not conduct any invasive testing on the Property without the prior consent of Seller, which
shall not be unreasonably withheld, delayed (specifically, Seller shall respond to Buyer's request
to conduct such testing not more than twenty-four (24) hours after written notice by Buyer to
Seller), or conditioned. Any entry by Buyer onto the Property shall be subject to, and conducted
in accordance with, all applicable laws.
4.1.2.2 Buyer shall keep the Property free and clean of any mechanics'
liens and indemnify,protect,defend, and hold Seller harmless from and against any and all claims
(including, without limitation, claims for mechanic's liens or materialman's liens), causes of
action, demands, obligations, losses, damages, Iiabilities, judgments, costs, and expenses
(including, without limitation, reasonable attorneys' fees, charges, and disbursements)
(collectively, "Claims")in connection with or arising out of any inspections of the Property carried
on by or on behalf of Buyer pursuant to the terms of this Agreement,provided,however,that Buyer
shall have no responsibility or liability for (a) the negligence or willful misconduct of Seller; (b)
any adverse condition or defect on or affecting the Property not caused by Buyer or its employees,
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agents, consultants, or contractors but discovered or impacted during their inspections including,
without limitation, the pre-existing presence or discovery of any matter (such as, but not limited
to, any Hazardous Substance (as defined in this Agreement ); and/or (c) the results or findings of
any inspection.
4.1.2.3 Upon completion of Buyer's inspections, Buyer shall promptly
repair any material damage to the Property caused by its entry and restore the Property to
substantially the same conditions which existed prior to Buyer's entry under this Section 4.1.2.
4.1.2.4 The provisions of this Section 4.1.2 shall survive the Closing or
the earlier termination of this Agreement.
4.1.3 Buyer's Tenmination Right. Buyer shall have the right at any time on or
before 5:00 p.m. on the forty fifth (45th) day after the Opening of Escrow (the "Due Diligence
Termination Date")to tenninate this Agreement by delivering a written notice of such termination
to Seller and Escrow Agent if Buyer determines, in its sole and absolute discretion, that the
Property is not acceptable to Buyer for any reason. Buyer shall indicate its satisfaction and/or
waiver of the Due Diligence condition described in this Section 4.1 by delivering written notice of
such satisfaction and/or waiver("Due Diligence Approval Notice")to Seller and Escrow Agent on
or prior to the Due Diligence Termination Date. If Buyer fails to timely deliver a Due Diligence
Approval Notice, then this Agreement and the Escrow shall be automatically deemed terminated.
If this Agreement is terminated in accordance with this Section, then the Initial Deposit shall be
immediately returned to Buyer and the Parties shall thereafter be relieved from further liability
hereunder, except with respect to any obligations under this Agreement that are expressly stated
to survive any termination of this Agreement.
4.2 Title.
4.2.1 Deliveries by Seller. On or before 5:00 p.m. on the third (3rd) Business
Days after the Opening of Escrow, Seller shall cause First American ("Title Insurer") to issue and
deliver to Buyer,at Buyer's sole cost and expense,(a)a current commitment for an ALTA extended
coverage Owner's Policy of Title Insurance for the Property (the "Title Report") and (b) legible
copies of all documents referenced as exceptions in the Title Report (collectively with the Title
Report, the "Title Documents").
4.2.2 Buyer's Review of Title. Buyer shall have until the Due Diligence
Termination Date to notify Seller in writing of any objection that Buyer may have to any matters
reported or shown in any survey or the Title Documents or any amendments or updates thereof(a
"Buyer's Title Objection Letter") (provided, however, that if any such amendments or updates are
received by Buyer after or within five (5) Business Days before the Due Diligence Termination
Date, Buyer shall have five (5) Business Days following Buyer's receipt of such amendment or
update and copies of all documents referenced in the Title Documents to notify Seller of objections
to matters shown on any such amendment or update that were not disclosed on the previously
delivered survey or Title Documents and the Closing Date shall automatically be extended as
necessary to facilitate such notice period and any subsequent periods for Seller's response and
Buyer's election as provided in subsections (i) and (ii), below). Matters shown as exceptions to
coverage in the Title Report (or any amendments or updates thereof) that are not timely objected
5
to by Buyer as provided above shall constitute "Permitted Exceptions". Seller shall cooperate, at
no cost to Seller, with Buyer to eliminate matters objected to by Buyer, but, except as set forth in
the last sentence of this Section 4.2.2, Seller shall have no obligation to cure or correct any matter
objected to by Buyer. On or before the fifth (P) Business Day following Seller's receipt of
Buyer's Title Objection Letter, Seller may elect, by delivering written notice of such election to
Buyer and Escrow Agent("Seller's Response"),to cause Title Insurer to remove or insure over any
matters objected to in Buyer's Title Objection Letter. If Seller fails to deliver Seller's Response
within the period set forth above, it shall be deemed an election by Seller not to cause Title Insurer
to so remove or insure over such objections. If Seller elects or is deemed to have elected not to
cause Title Insurer to so remove or insure, or if Buyer detennines, in its sole discretion, that any
proposed endorsement for or insurance over an objected matter is unsatisfactory, then Buyer must
elect, by delivering written notice of such election to Seller and Escrow Agent on or before the
earlier to occur of(a) the fifth (5"') Business Day following Buyer's receipt of Seller's Response
or(b) if no Seller's Response is received by Buyer, the fifth (5"') Business Day following the date
on which Seller shall have been deemed to have responded, as provided above, to: (i) terminate
this Agreement, in which case the Initial Deposit, to the extent previously deposited in Escrow,
shall be immediately returned to Buyer; or (ii)proceed with this transaction, in which event those
objected to exceptions or matters that Seller has not elected to cause Title Insurer to so remove or
insure shall be deemed to be Permitted Exceptions. If Buyer fails to make such election on a timely
basis, then Buyer shall be deemed to have elected to terminate this Agreement in accordance with
the preceding clause (i). Notwithstanding anything else stated in this Agreement, in all events,
regardless of whether Buyer has given notice of objection as stated above, Seller shall be obligated
to satisfy and otherwise remove all monetary and financial liens and encumbrances in existence as
of the Agreement Date or incurred by Seller on or before the Closing Date(other than current taxes
not yet due) and any additional encumbrances incurred by Seller after the Effective Date in
violation of any provision of this Agreement,and,except as may be otherwise specifically set forth
in this Agreement,terminate all leases,possessory agreements, licenses, and operating agreements
that affect the Property and Buyer need not object to any such matters. Seller agrees not to cause
or create any additional encumbrances or other matters affecting title to the Property to be incurred
following the Effective Date that are not satisfied or otherwise removed on or before the Closing
Date as contemplated above.
4.2.3 Condition of Title at Closing. Upon the Closing, Seller shall sell, transfer,
and convey to Buyer fee simple title to the Property by a duly executed and acknowledged grant
deed in the fonn of Exhibit "B" attached hereto (the "Grant Deed"), subject only to the Pennitted
Exceptions and the reservations and other matters, if any, referenced or described in said Grant
Deed.
4.3 Entitlements and Zoning. Buyer shall have the right, during the tern of this
Agreement, to pursue all property-specific entitlements in connection with Buyer's intended use
of the Property. The cost or expense of preparing for or filing for any such applications by Buyer
pursuant to this Section 4.3 shall be borne solely by Buyer.
5. DESCRIPTION OF PROPERTY.
5.1 The Property. As used in this Agreement, the term "Property" shall mean,
collectively, all of Seller's right, title, and interest in and to: (a) all buildings and related
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improvements on the Property (the "Improvements"); and (b) all of the rights, privileges,
appurtenances, hereditaments, easements, reversions, and remainders pertaining to or used in
connection with the Property, including, without limitation, all (i) development rights and credits,
air rights, water, water rights, and water stock relating to the Property, (ii) strips and gores, streets,
alleys, easements, rights-of-way, public ways, or other rights appurtenant, adjacent, or connected
to the Property, and(iii)minerals, oil,gas, and other hydrocarbon substances in,under,or that may
be produced from the Property.
6. CONDITIONS TO CLOSING.
6.1 Buyer's Closing Conditions. The obligation of Buyer to complete the transaction
contemplated by this Agreement is subject to the following conditions precedent (and conditions
concurrent, with respect to deliveries to be made by Seller at the Closing) (the "Buyer's Closing
Conditions"), which conditions may be waived, or the time for satisfaction of such conditions
extended, by Buyer only in a writing executed by Buyer:
6.1.1 Title. Title Insurer shall be irrevocably and unconditionally prepared and
committed to issue to Buyer (with an effective date not earlier than the Closing Date), an ALTA
extended coverage owner's policy of title insurance ("ALTA Extended Policy") in favor of Buyer
for the Property(a) showing fee title to the Property vested in Buyer, (b)with liability coverage in
an amount equal to the Purchase Price,(c)with those endorsements reasonably requested by Buyer
including, without limitation, a Mechanic's Lien Endorsement, and (d) containing no exceptions
other than the Permitted Exceptions and the reservations and other matters referenced or described
in the Grant Deed (the "Owner's Title Policy"). Buyer shall pay any difference in the cost of the
premium for a standard ALTA owner's policy of title insurance and the ALTA Extended Policy.
If a new or updated survey is required to enable the Title Company to issue the ALTA Extended
Policy, Buyer shall obtain the same, at its sole cost and expense, in a timely manner so as to
facilitate the issuance of the ALTA Extended Policy upon the Close of Escrow.
6.1.2 Seller's Due Performance. All of the representations and warranties of
Seller set forth in Section 8 shall be true, correct, and complete in all material respects as of the
Closing Date, and Seller, on or prior to the Closing Date, shall have complied with and/or
performed all of the obligations, covenants, and agreements required on the part of Seller to be
complied with or performed pursuant to the terms of this Agreement on or prior to the Closing.
6.1.3 Physical Condition of PropertX. The physical condition of the Property
shall be substantially the same on the Closing Date as on the Effective Date, except for reasonable
wear and tear and any damages due to any act of Buyer or Buyer's representatives.
6.1.4 Bankruptcy. No action or proceeding shall have been commenced by
or against Seller under the federal bankruptcy code or any state law for the relief of debtors or for
the enforcement of the rights of creditors, and no attachment, execution, lien, or levy shall have
attached to or been issued with respect to Seller's interest in the Property or any portion thereof
6.1.5 Possession/Removal of Personal Property. Upon the Close of Escrow,
Seller shall deliver exclusive and vacant possession of the Property to Buyer. Prior to the Close
of Escrow Seller shall have the right to remove any or all improvements and Seller's equipment,
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trade fixtures or other personal property. Any such salvage and removal shall be performed
pursuant to all required pennits, in accordance with all laws, rules and regulations, and in such
manner that the Property is delivered upon the Close of Escrow without any safety issues on site,
such as large holes, partially razed structures, or any other similarly unsafe conditions. Any
improvements or personal property of Seller remaining on the Property after the Close of Escrow
shall be conclusively deemed abandoned by Seller (the "Abandoned Personal Property"). Seller
waives and relinquishes all rights, title, interest and claims in any such Abandoned Personal
Property and effective upon abandonment transfers, conveys and assigns all of its right, title and
interest in such Abandoned Personal Property to Buyer for disposition as determined by Buyer in
Buyer's sole and absolute discretion.
6.2 Seller's Closing Conditions. All of the representations and warranties of Buyer set
forth in Section 9 shall be true, correct, and complete in all material respects as of the Closing
Date, and Buyer, on or prior to the Closing Date, shall have complied with and/or perfonned all
of the obligations, covenants, and agreements required on the part of Buyer to be complied with
or perfonned pursuant to the teens of this Agreement on or prior to the Closing.
7. CLOSING.
7.1 Closing Date. Subject to the provisions of this Agreement, the Closing shall take
place on or before that date (the "Closing Date") which is the sixtieth (60`x') day after the Opening
of Escrow. As used in this Agreement,the "Closing" shall mean the recordation of the Grant Deed
in the Official Records.
7.2 Deliveries by Seller. On or before the Closing Date, Seller, at its sole cost and
expense, shall deliver or cause to be delivered into Escrow the following items, documents, and
instruments, each dated as of the Closing Date, fully executed and, if appropriate acknowledged,
and, if applicable, in proper form for recording:
7.2.1 Grant Deed. The Grant Deed conveying the Real Property to Buyer;
7.2.2 Non-Foreign Affidavit. A Non-Foreign Affidavit in the fora attached
hereto as Exhibit "C" (the "Non-Foreign Affidavit");
7.2.3 State Affidavit. A California Franchise Tax Board Fonn 593-C (the "State
Affidavit");
7.2.4 Owner's Affidavit. An owner's affidavit or seller's certificate duly
executed by Seller in the form customarily required by title insurance companies in the county of
San Bernardino, in connection with the issuance of title insurance,to remove standard exceptions
for mechanics liens, the gap period from the latest title update of Buyer's title insurance
commitment and Parties in possession;
7.2.5 Proof of Authority. Such proof of Seller's authority and authorization to
enter into this Agreement and the transaction contemplated hereby, and such proof of the power
and authority of the individual(s) executing or delivering any instruments, documents, or
certificates on behalf of Seller to act for and bind Seller as may be reasonably required by Title
Insurer or Escrow Agent; and
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7.2.6 Other. Such other items, documents, and instruments as may be reasonably
required by Buyer, Title Insurer, Escrow Agent, or otherwise in order to effectuate the provisions
of this Agreement and the Closing and/or otherwise to fulfill the covenants and obligations to be
performed by Seller at the Closing pursuant to this Agreement.
7.3 Deliveries by Buyer. On or before the Closing Date, Buyer, at its sole cost and
expense, shall deliver or cause to be delivered into Escrow the following funds and the following
items, documents, and instruments, each dated as of the Closing Date, fully executed and, if
appropriate acknowledged, and, if applicable, in proper form for recording.
7.3.1 Purchase Price. Cash or other immediately available funds in an amount
equal to the unpaid sum of the Purchase Price (less the Deposit) and all of Buyer's share of the
Closing Costs (as defined below) and otherwise sufficient to close the transaction contemplated in
this Agreement;
7.3.2 Proof of Authority. Such proof of Buyer's authority and authorization to
enter into this Agreement and the transaction contemplated hereby, and such proof of the power
and authority of the individual(s) executing or delivering any instruments, documents, or
certificates on behalf of Buyer to act for and bind Buyer as may be reasonably required by Title
Insurer or Escrow Agent; and
7.3.3 Other. Such other items, documents, and instruments as may be reasonably
required by Seller, Title Insurer, Escrow Agent, or otherwise in order to effectuate the provisions
of this Agreement and the Closing and/or otherwise to fulfill the covenants and obligations to be
performed by Buyer at the Closing pursuant to this Agreement.
7.4 Actions by Escrow Agent. Provided that Escrow Agent shall not have received
written notice from Buyer or Seller of the failure of any condition to the Closing or of the
termination of the Escrow and this Agreement, when Buyer and Seller have deposited into Escrow
the documents and funds required by this Agreement and Title Insurer is irrevocably and
unconditionally prepared and committed to issue the Owner's Title Policy in accordance with the
terms of this Agreement, Escrow Agent shall, in the order and manner indicated in this Agreement
below, take the following actions:
7.4.1 RecordiU. Cause the Grant Deed and any other documents
customarily recorded and/or that the Parties may mutually direct to be recorded in the Official
Records and obtain conformed copies of such items for distribution to Buyer and Seller.
7.4.2 Funds. Disburse all funds as follows:
7.4.2.1 Pursuant to the Closing Statement (as defined below), retain for
Escrow Agent's own account all escrow fees and costs, disburse to Title Insurer the fees and
expenses incurred in connection with the issuance of the Owner's Title Policy, and disburse to any
other persons or entities entitled to receive such fees and costs the amount of any other Closing
Costs;
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7.4.2.2 Disburse to Seller an amount equal to the Purchase Price, less or
plus the net debit or credit to Seller by reason of the prorations and allocations of Closing Costs
provided for in this Agreement; and
7.4.2.3 Disburse to the Party who deposited the same any remaining
funds in the possession of Escrow Agent after the payments pursuant to Sections 7.4.2.1 and
7.4.2.2 above have been completed.
7.4.3 Delivery of Documents. Deliver: (a) to Seller (i) one original of all
documents deposited into Escrow (other than the Grant Deed, the other documents recorded
pursuant to the terins of this Agreement, the Non-Foreign Affidavit, the State Affidavit and the
General Assignment), (ii) one copy of the Non-Foreign Affidavit, the State Affidavit and the
General Assigmnent, and (iii) one conformed copy of each document recorded pursuant to the
terms of this Agreement; and (b)to Buyer, (i) one original of all documents deposited into Escrow
(other than the Grant Deed and the other documents recorded pursuant to the terms of this
Agreement, but including, without limitation, the Non-Foreign Affidavit and the State Affidavit),
and (ii) the one conformed copy of each document recorded pursuant to the terms of this
Agreement. Originals of any documents recorded at Closing shall be delivered after such
recording as indicated thereon.
7.4.4 Owner's Title Policy. Cause Title Insurer to issue or be irrevocably and
unconditionally prepared and committed to issue the Owner's Title Policy to Buyer.
7.5 Prorations/Apportionment.
7.5.1 Method of Proration. Taxes and assessments affecting the Property
shall be prorated between Buyer and Seller as of the Closing Date based on a 360-day year. All
non-delinquent real estate taxes and assessments on the Property shall be prorated based on the
actual current tax bill, but if such tax bill has not yet been received by Seller by the Closing Date
or if supplemental taxes are assessed after the Closing for the period prior to the Closing, the
Parties shall make any necessary adjustment after the Closing by cash payment to the Party entitled
to the same so that Seller shall have borne all real property taxes, including all supplemental taxes,
allocable to the period prior to the Closing and Buyer shall bear all real property taxes, including
all supplemental taxes, allocable to the period from and after the Closing. If any real property
taxes or assessments or any expenses attributable to the Property and allocable to the period prior
to the Closing are discovered or billed after the Closing, the Parties shall make any necessary
adjustment after the Closing by cash payment to the Party entitled to the same within five (5)
Business Days following the discovery thereof or the receipt by any Party of the bill therefor, as
the case may be, so that Seller shall have borne all real property taxes, assessments and expenses
allocable to the period prior to the Closing and Buyer shall bear all real property taxes, assessments
and expenses allocable to the period from and after the Closing.
7.5.2 Survival. The obligations under this Section 7.5 shall survive the
Closing and the delivery and recordation of the Grant Deed for the Property.
7.6 Closin Costs. Each Party shall pay its own costs and expenses arising in
connection with the Closing (including, without limitation, its own attorneys' and advisors' fees,
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charges, and disbursements), except the following costs (the "Closing Costs"), which shall be
allocated between the Parties as follows:
7.6.1 Escrow Agent's escrow fees and costs shall be shared equally by Buyer
and Seller;
7.6.2 The cost of the Owner's Title Policy attributable to the standard
coverage portion shall be paid by Seller;
7.6.3 The cost of the Owner's Title Policy attributable to the extended
coverage portion shall be paid by Buyer;
7.6.4 The cost of any items required to be provided by Seller pursuant to
Section 4.2.2, shall be paid by Seller, and the costs of any other endorsements to the Owner's Title
Policy shall be paid by Buyer;
7.6.5 Seller shall pay the cost of any documentary transfer taxes in
connection with the recording of the Grant Deed;
7.6.6 Seller shall pay all recording costs for recording the Grant Deed; and
7.6.7 All other closing fees and costs shall be charged to and paid by Buyer.
7.7 Closing Statement. Three (3) Business Days prior to the Closing Date, Escrow
Agent shall deliver to each of the Parties for their review and approval a preliminary closing
statement(the "Preliminary Closing Statement") setting forth: (a) the proration amounts allocable
to each of the Parties pursuant to Section 7.5; and (b) the Closing Costs allocable to each of the
Parties pursuant to Section 7.6. Based on each of the Party's comments, if any, regarding the
Preliminary Closing Statement, Escrow Agent shall revise the Preliminary Closing Statement and
deliver a final, signed version of a closing statement to each of the Parties at the Closing (the
"Closing Statement").
7.8 Deliveries Outside of Escrow. Upon the Closing, Seller shall deliver vacant, sole,
and exclusive possession of the Property to Buyer, subject only to the Pennitted Exceptions.
Effective immediately upon the CIosing, any personal property remaining on the Property shall be
deemed abandoned and may be removed and disposed of by Buyer at its sole cost and expense.
This Section 7.8 shall survive the Closing.
7.8.1 Remembrance Marker. Within ninety days after the Closing, Buyer shall install
on the Property a remembrance marker in honor of Rose Daniels Best,mother to Robert W. Best. This
Section 7.8.1 shall survive the Closing.
8. SELLER'S COVENANTS, REPRESENTATIONS AND WARRANTIES.
Seller represents, and warrants to and agrees with Buyer, as of the Agreement Date and as
of the Closing Date, as follows:
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8.1 Seller's Authority; Validity of Agreements. Seller has full right, power, and
authority to sell the Property to Buyer as provided in this Agreement and to carry out its obligations
under this Agreement. The individual(s) executing this Agreement and the instruments referenced
in this Agreement on behalf of Seller has/have the legal power, right, and actual authority to bind
Seller to the terms hereof and thereof. This Agreement is, and all other instruments, documents
and agreements to be executed, and delivered by Seller in connection with this Agreement shall
be, duly authorized, executed, and delivered by Seller and the valid, binding, and enforceable
obligations of Seller(except as enforcement may be limited by bankruptcy, insolvency, or similar
laws) and do not, and as of the Closing Date will not result in any violation of, or conflict with, or
constitute a default under, any provisions of any agreement of Seller or any mortgage, deed of
trust, indenture, lease, security agreement, or other instrument, covenant, obligation, or agreement
to which Seller or the Property is subject, or any judgment, law, statute, ordinance, writ, decree,
order, injunction, rule, ordinance, or govermnental regulation or requirement affecting Seller or
the Property.
8.2 No Third-Party Rights. Except as disclosed in the Title Report, Seller is not aware
of any leases or occupancy agreements that grant third-Parties any possessory or rights to use all
or any part of the Property.
8.3 Litigation. Seller is not aware of (a) any actions, investigations, suits, or
proceedings pending or threatened that affect the Property, the ownership or operation thereof, or
the ability of Seller to perform its obligations under this Agreement, and(b)there are no judgments,
orders, awards, or decrees currently in effect against Seller with respect to the ownership or
operation of the Property that have not been fully discharged prior to the Effective Date of this
Agreement.
8.4 Zoning and Condemnation. Except as disclosed in the Property Materials, Seller is
not aware of any planned or pending proceedings to alter or restrict the zoning or other use
restrictions applicable to the Property, to condemn all or any portion of the Property by eminent
domain proceedings or otherwise, or to institute a moratorium or similar restriction on building on
or issuing certificates of occupancy for construction on the Property.
8.5 No Violations of Environmental Laws. To Seller's knowledge and except as
disclosed in the Property Materials: (a) the Property is not in, nor has it been or is it currently
under investigation for violation of any federal, state,or local law,ordinance,or regulation relating
to industrial hygiene,worker health and safety, or to the enviromnental conditions in,at,on,under,
or about the Property, including, but not limited to, soil and groundwater conditions
("Environmental Laws"); (b) the Property has not been subject to a deposit of any Hazardous
Substance; (c) neither Seller nor any third Party has used, generated, manufactured, stored, or
disposed in, at, on, or under the Property any Hazardous Substance; and (d) there is not now in,
on, or under the Property any underground or above ground storage tanks or surface
impoundments, any asbestos containing materials, or any polychlorinated biphenyls used in
hydraulic oils, electrical transfonners, or other equipment. Seller hereby assigns to Buyer as of
the Closing all claims, counterclaims, defenses, and actions, whether at common law or pursuant
to any other applicable federal, state or other laws that Seller may have against any third Party or
Parties relating to the existence or presence of any Hazardous Substance in, at, on, under, or about
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the Property. For purpose of this Agreement, the term "Hazardous Substance" shall include any
wastes, materials, substances, pollutants, and other matters regulated by Environmental Laws.
8.6 No Other Commitments. Except as may be disclosed in the Title Report, Seller has
not made any commitment or representation to any governmental authority, or any adjoining or
surrounding property owner, that would in any way be binding on Buyer or would interfere with
Buyer's ability to develop and improve the Property for residential, commercial,or retail purposes,
and Seller shall not make any such commitment or representation that would affect all or any
portion of the Property without Buyer's written consent.
8.7 Wells. Except as disclosed in the Property Materials, Seller is not aware of wells,
drilling holes or wellheads located on or under the Property.
8.8 Landfill/Waste Disposal Site. Seller has not used the Property and, except as
disclosed in the Property Materials, Seller is not aware that the Property has ever been used as a
landfill, waste disposal site, or burial site.
8.9 Property Materials. Seller is not aware of any material defects, deficiencies, or
inaccuracies in any of the Property Materials.
8.10 Pen-nits and Approvals. To Seller's knowledge, all work performed on the Property
by or at the request of Seller including, without limitation, brush removal, has been perfonned in
material compliance with all applicable laws, rules and regulations and pursuant to all required
pen-nits and approvals.
8.11 Williamson Act. Seller represents that no land conservation contract pursuant to
the Williamson Act, as defined in Chapter 7 of Division 1 of Title 5 (Sections 51200, et seq.) of
the California Government Code, as amended, or any successor statute thereto ("Williamson Act
Contract"), currently affects the Property. If a Williamson Act Contract is in effect with respect
to the Property, Seller agrees that Seller shall be responsible, at its sole cost and expense, to cause
the terimination of the Williamson Act Contract on or before the Close of Escrow such that Buyer
shall acquire title to the Property free and clear of the Williamson Act Contract.
8.12 Survival. All of the representations, warranties, and agreements of Seller set forth
in this Agreement shall be true upon the Effective Date of this Agreement, shall be deemed to be
repeated at and as of the Closing Date, and shall survive the delivery of the Grant Deed and the
Closing for a period of one(1) year. Prior to a termination of this Agreement, Seller shall not take
any action, fail to take any required action, or willfully allow or consent to any action that would
cause any of SelIer's representations or warranties to become untrue. If any representation or
warranty of Seller was true as of the Effective Date of this Agreement, but is not true as of the
Closing Date, then Seller shall disclose this changed fact to Buyer in writing. So long as Seller
makes the foregoing disclosure and the change of circumstances regarding the representation or
warranty did not arise due to the fault of Seller,then Seller shall not be in breach of this Agreement
due to the fact that the representation or warranty has become untrue as of the Closing Date;
provided, however, the fact that any representation or warranty under this Section 8 is untrue as of
the Closing Date shall still be a failure of a condition pursuant to Section 6.1.2. Notwithstanding
the foregoing,if Buyer has actual knowledge of the incorrectness of any representation or warranty
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set forth in this Section 8 as of the Close of Escrow and Buyer has not elected to ton-ninate this
Agreement as provided in this Agreement, then Buyer will be deemed to have waived any claim
against Seller for the incorrectness of such representation or warranty.
9. BUYER'S REPRESENTATIONS AND WARRANTIES.
Buyer represents and warrants to Seller, as of the Agreement Date and as of the Closing
Date, as follows:
9.1 Buyer's Authorit • Validity-of Agreements. Buyer has full right, power, and
authority to purchase and acquire the Property from Seller as provided in this Agreement and to
carry out its obligations hereunder.The individual(s)executing this Agreement and the instruments
referenced in this Agreement on behalf of Buyer has/have the legal power, right, and actual
authority to bind Buyer to the terms of this Agreement and such instruments and documents. This
Agreement is, and all other instruments, documents, and agreements to be executed and delivered
by Buyer in connection with this Agreement shall be, duly authorized, executed, and delivered by
Buyer and the valid, binding, and enforceable obligations of Buyer (except as enforcement may
be limited by bankruptcy, insolvency, or similar laws) and do not, and as of the Closing Date will
not, violate any provision of any law, statute, ordinance, rule, regulation, agreement or judicial
order to which Buyer is a Party or to which Buyer is subject.
9.2 Survival. All of the representations, warranties, and agreements of Buyer set forth
in this Agreement shall be true upon the Effective Date of this Agreement, shall be deemed to be
repeated at and as of the Closing Date and shall survive the delivery of the Grant Deed and the
Closing for a period of one(1) year. Prior to a termination of this Agreement,Buyer shall not take
any action, fail to take any required action, or willfully allow or consent to any action that would
cause any of Buyer's representations or warranties to become untrue.
10. AS-IS.
THE PARTIES HEREBY ACKNOWLEDGE AND AGREE AS FOLLOWS: (A)
BUYER IS A SOPHISTICATED BUYER WHO IS FAMILIAR WITH THIS TYPE OF
PROPERTY; (B) EXCEPT AS MAY BE SPECIFICALLY SET FORTH IN THIS
AGREEMENT, THE DEED, AND/OR ANY OTHER DOCUMENT OR INSTRUMENT
DELIVERED BY SELLER AT CLOSING (THE "EXPRESS REPRESENTATIONS"),
NEITHER SELLER NOR ANY OF ITS AGENTS, REPRESENTATIVES, BROKERS,
OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, OR EMPLOYEES HAS MADE
OR WILL MAKE ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND
WHATSOEVER, WHETHER ORAL OR WRITTEN, EXPRESS OR IMPLIED, WITH
RESPECT TO THE PROPERTY; AND (C) EXCEPT AS MAY BE SPECIFICALLY SET
FORTH IN THIS AGREEMENT, THE PROPERTY IS BEING SOLD TO BUYER IN ITS
PRESENT "AS IS" CONDITION SUBJECT TO THE EXPRESS REPRESENTATIONS.
SUBJECT TO THE EXPRESS REPRESENTATIONS AND THE TERMS OF THIS
AGREEMENT, BUYER WILL BE AFFORDED THE OPPORTUNITY TO MAKE ANY AND
ALL INSPECTIONS OF THE PROPERTY AND SUCH RELATED MATTERS AS BUYER
MAY REASONABLY DESIRE AND, ACCORDINGLY, SUBJECT TO THE EXPRESS
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REPRESENTATIONS,BUYER WILL RELY SOLELY ON ITS OWN DUE DILIGENCE AND
INVESTIGATIONS IN PURCHASING THE PROPERTY.
11. RISK OF LOSS.
11.1 Condemnation. If, prior to any Closing, all or any portion of the Property is taken
by condemnation or eminent domain(or is the subject of a pending or contemplated taking which
has not been consummated), Seller shall immediately notify Buyer in writing of such fact. In such
event, Buyer shall have the option to terminate this Agreement upon written notice to Seller given
within ten (10) Business Days after receipt of such notice from Seller, in which event the Deposit
shall be returned to Buyer. Notwithstanding the foregoing, Buyer's failure to provide written
notice of Buyer's election to terminate within such ten (10) Business Day period shall be deemed
Buyer's election to tenninate this Agreement. Prior to any tennination or deemed termination of
this Agreement, Buyer shall have the right to participate in any proceedings and negotiations with
respect to the taking and any transfer in lieu of taking(and Seller shall not consummate any transfer
in lieu of taking without Buyer's prior written consent, which consent shall not be unreasonably
withheld, conditioned or delayed). If Buyer waives the right to tenninate this Agreement and
elects to proceed with the Closing, then (a) Seller, at, and as a condition precedent to Buyer's
obligation to proceed with, the Closing, must: (i) pay to Buyer (or direct Escrow Agent to credit
Buyer against the Purchase Price for) the amount of all awards for the taking (and any
consideration for any transfer in lieu of taking) actually received by Seller; and(ii) assign to Buyer
by written instrument reasonably satisfactory to Buyer all rights or claims to any future awards for
the taking (and any consideration for any transfer in lieu of taking); and (b) the Parties shall
proceed to the Closing pursuant to the terms hereof without further modification of the tenns of
this Agreement.
11.2 Casualty. Prior to the Closing and notwithstanding the pendency of this
Agreement, the entire risk of loss or damage by earthquake, hurricane, tornado, flood, landslide,
fire, sinkhole, contamination by hazardous materials or other casualty shall be borne and assumed
by Seller. If, prior to the Closing, any portion of the Property is damaged as a result of any
earthquake, hurricane, tornado, flood, sinkhole, landslide, fire, contamination by hazardous
materials or other casualty, Seller shall immediately notify Buyer in writing of such fact. In such
event, Buyer shall have the option to terminate this Agreement upon written notice to Seller given
within ten (10) Business Days after receipt of any such notice from Seller, in which event the
Deposit shall be returned to Buyer. Notwithstanding the foregoing, Buyer's failure to provide
written notice of Buyer's election to tenninate within such ten (10) Business Day period shall be
deemed Buyer's election to tenninate this Agreement. Prior to any termination or deemed
termination of this Agreement, Buyer shall have the right to participate in any adjustment of the
insurance claim. If Buyer waives the right to terminate this Agreement and elects to proceed with
the Closing,then(a) Seller, at, and as a condition precedent to Buyer's obligation to proceed with,
the Closing, must either: (i) pay to Buyer (or direct Escrow Agent to credit Buyer against the
Purchase Price for) the amount of any insurance proceeds actually received by Seller plus the
amount of any deductible under Seller's insurance; or (ii) if no insurance proceeds have been
received by Seller,assign to Buyer by written instrument reasonably satisfactory to Buyer all rights
or claims to the insurance proceeds and credit Buyer against the Purchase Price for any deductible
payable under Seller's insurance policy; and (b) the Parties shall proceed to the Closing pursuant
to the terms hereof without further modification of the terns of this Agreement.
15
12. REMEDIES.
12.1 Default by Seller. If Seller shall breach any of the terms or provisions of this
Agreement or otherwise fail to perform any of Seller's obligations under this Agreement at or prior
to Closing, and if such failure continues without cure by Seller for five (5) Business Days after
Buyer provides Seller and Escrow Agent with written notice thereof (a "Seller Default"), and
provided Buyer is not then in default, then Buyer may, as Buyer's sole remedies for such failure,
but without limiting Buyer's right to recover attorneys' fees pursuant to Section 14.13 below: (a)
waive the effect of such matter and proceed to consummate this transaction; (b) cancel this
Agreement and receive a full refund of the Deposit and recover from Seller the reasonable out-of-
pocket expenses incurred by Buyer related to the Property and this transaction, which amounts
shall be payable by Seller to Buyer within five (5) Business Days following receipt by Seller of
written request therefor from Buyer together with copies of invoices evidencing such expenses; or
(c) proceed with any remedies available to Buyer at law or in equity, which may, without
limitation,include the bringing of an action against Seller for specific performance and/or recovery
of the Deposit and any other damages suffered or incurred by Buyer as a result of any breach or
failure by Seller to perform any of Seller's obligations under this Agreement.
12.2 Default by Buyer. IF BUYER SHALL BREACH ANY OF THE TERMS OR
PROVISIONS OF THIS AGREEMENT OR OTHERWISE FAIL TO PERFORM ANY OF
BUYER'S OBLIGATIONS UNDER THIS AGREEMENT AND IF SUCH FAILURE
CONTINUES WITHOUT CURE BY BUYER FOR FIVE (5) BUSINESS DAYS AFTER
SELLER PROVIDES BUYER AND ESCROW AGENT WITH WRITTEN NOTICE THEREOF,
AND PROVIDED SELLER IS NOT THEN IN DEFAULT, THEN SELLER MAY WAIVE
SUCH BREACH AND PROCEED TO CONSUMMATE THIS TRANSACTION IN
ACCORDANCE WITH THE TERMS HEREOF, OR SELLER MAY, AS ITS EXCLUSIVE
REMEDY (BUT WITHOUT LIMITING SELLER'S RIGHT TO RECOVER ATTORNEYS'
FEES PURSUANT TO SECTION 14.13 BELOW), CANCEL THIS AGREEMENT AND
RETAIN THE DEPOSIT AS LIQUIDATED DAMAGES AND AS CONSIDERATION FOR
THE ACCEPTANCE OF THIS AGREEMENT AND FOR TAKING THE PROPERTY OFF
THE MARKET, AND NOT AS A PENALTY. BUYER AND SELLER HAVE DETERMINED
AND HEREBY AGREE THAT IT WOULD BE IMPRACTICAL OR EXTREMELY
DIFFICULT, IF NOT IMPOSSIBLE,TO ASCERTAIN WITH ANY DEGREE OF CERTAINTY
THE AMOUNT OF DAMAGES THAT WOULD BE SUFFERED BY SELLER IF BUYER
FAILS TO PERFORM ANY OF ITS OBLIGATIONS IN ACCORDANCE WITH THE
PROVISIONS OF THIS AGREEMENT, AND THE PARTIES AGREE THAT A
REASONABLE ESTIMATE OF SUCH DAMAGES UNDER THE CIRCUMSTANCES IS AN
AMOUNT EQUAL TO THE DEPOSIT. ACCORDINGLY, BUYER AND SELLER AGREE
THAT IF BUYER BREACHES ANY OF ITS OBLIGATIONS UNDER THIS AGREEMENT
OR OTHERWISE DEFAULTS HEREUNDER, SELLER MAY RETAIN THE DEPOSIT AS
LIQUIDATED DAMAGES. THE PAYMENT AND RETENTION OF THE DEPOSIT AS
LIQUIDATED DAMAGES IS NOT INTENDED AS A FORFEITURE OR PENALTY WITHIN
THE MEANING OF CALIFORNIA CIVIL CODE SECTIONS 3275 OR 3369, BUT IS
INTENDED TO CONSTITUTE LIQUIDATED DAMAGES TO SELLER PURSUANT TO
CALIFORNIA CIVIL CODE SECTIONS 1671, 1676 AND 1677.
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Seller's Initials Buyer's iti is
13. BROKERS.
Buyer and Seller hereby represents and warrants to and agrees with each other that it has not had,
and shall not have, any dealings with any third Party to whore the payment of any commission
shall or may become due or payable in connection with the same. Seller shall indemnify, defend,
protect, and hold Buyer harmless for, from, and against any and all Claims incurred by Buyer by
reason of any breach or inaccuracy of the representation, warranty, and agreement of Seller
contained in this Section. Buyer shall indemnify, defend, protect, and hold Seller hanrnless from
and against any and all Claims incurred by Seller by reason of any breach or inaccuracy of the
representation,warranty, and agreement of Buyer contained in this Section. The provisions of this
Section shall survive the Closing or earlier termination of this Agreement.
14. SELLER'S INTENT TO EXCHANGE.
It is the intent of interest held by Seller to utilize this transaction as part of an exchange of liked-
kind property under Internal Revenue Code Section 1031 and the regulations promulgated
thereunder.
a. Seller intends to use its interest in the Property as part of an exchange for other property
that will be later identified during the course of this transaction.
b. Seller shall indemnify, defend and hold harmless all other parties to this transaction from
all liabilities of any additional attorney fees, accountant fees, and other costs arising from or
directly connected with the exchange.
c. Buyer in this transaction shall not be required to take title to an exchange property of
any period of time as an accommodation to Seller.
d. All parties agree to take such actions and execute or consent to such additional
documents and transactions as may be reasonably requested by Seller, provided that all other
conditions of this Agreement are met.
15. MISCELLANEOUS PROVISIONS.
15.1 Entire Agreement. This Agreement, including the exhibits attached hereto,
constitutes the entire agreement between Buyer and Seller pertaining to the subject matter hereof
and supersedes all prior agreements, understandings, letters of intent, term sheets, negotiations,
and discussions,whether oral or written,of the Parties,and there are no warranties,representations,
or other agreements, express or implied,made to either Party by the other Party in connection with
the subject matter hereof except as specifically set forth in this Agreement or in the documents
delivered pursuant hereto or in connection herewith.
15.2 Modification; Waiver. No supplement, modification,waiver, or ten€nination of this
Agreement shall be binding unless executed in writing by the Party to be bound thereby. No
17
waiver of any provision of this Agreement shall be deemed or shall constitute a waiver of any other
provision hereof (whether or not similar), nor shall such waiver constitute a continuing waiver
unless otherwise expressly provided.
15.3 Notices. All notices, consents,requests,reports,demands or other communications
hereunder(collectively, "Notices") shall be in writing and may be given personally, by registered
or certified mail,by electronic mail,by courier,or by Federal Express(or other reputable overnight
delivery service) for overnight delivery, as follows:
To Buyer: City of Redlands, a municipal corporation
35 Cajon Street
Redlands, CA 92223
Attention: _Paul Foster, Mayor
Telephone: 909-798-7512
Email:
To Seller: THE ROBERT W. BEST FAMILY TRUST dated August
1994
23045 Jensen Court
Grand Terrace, CA 92313
Attention: Robert W. Best, Trustee
Telephone: 909-783-3852
E-mail: bestbob70 aol.com
THE ROBERT R. AND SUE A. BRENNER CHARITABLE
REMAINDER UNITRUST dated December 29, 1993
22399 Cupertino Road, Villa 12
Cupertino, CA 95014
Attention: Robert R. Brenner, Trustee
Telephone: 650-7400671 ^
Email: suebobbren(d)aoll.com
To Escrow Agent: First American Title Insurance Company
3281 East Guasti Road, Suite 440
Ontario, California, 91761
Attention: Kelly A. Simoneau, Senior Commercial Escrow
Officer
Telephone: 909-5106206
Email: ksimoneau firstam.com
Or to such other address or such other person as the addressee Party shall have last designated by
Notice to the other Party and Escrow Agent. All Notices shall be deemed to have been given three
(3) days following deposit in the United States Postal Service (postage prepaid) or, upon receipt,
if sent by overnight delivery service, courier, facsimile transmission (so long as confinned by the
appropriate automatic confirmation page), electronic mail (so long as receipt is acknowledged or
otherwise confirmed), or personally delivered. Notice to a Party shall not be effective unless and
18
until each required copy of such Notice is given. The inability to deliver a Notice because of a
changed address of which no Notice was given or an inoperative facsimile number for which no
Notice was given of a substitute number, or any rejection or other refusal to accept any Notice,
shall be deemed to be the receipt of the Notice as of the date of such inability to deliver or rejection
or refusal to accept. Any Notice to be given by any Party may be given by legal counsel for such
Party. Telephone numbers are provided in this Agreement for convenience only and shall not alter
the manner of giving Notice set forth in this Section 14.3.
15.4 Expenses. Subject to the provision for payment of the Closing Costs in accordance
with the terms of Section 7.6 of this Agreement and of any other provision of this Agreement,
whether or not the transaction contemplated by this Agreement shall be consummated, all fees and
expenses incurred by any Party hereto in connection with this Agreement shall be borne by such
Party.
15.5 Severability. Any provision or part of this Agreement that is invalid or
unenforceable in any situation in any jurisdiction shall, as to such situation and such jurisdiction,
be ineffective only to the extent of such invalidity and shall not affect the enforceability of the
remaining provisions hereof or the validity or enforceability of any such provision in any other
situation or in any other jurisdiction.
15.6 Successors and Assigns. Neither Seller nor Buyer shall assign its rights under this
Agreement without the consent of the other Party, which consent shall not be unreasonably
withheld or delayed. Notwithstanding any such assigmnent, no assignment shall relieve the
assignor of any obligations or liability under this Agreement. Subject to the foregoing, all of the
Parties' rights, duties, benefits, liabilities, and obligations under this Agreement shall inure to the
benefit of, and be binding upon, their respective successors and assigns.
15.7 Counterparts. This Agreement may be executed in as many counterparts as may be
deemed necessary and convenient, and by the different Parties hereto on separate counterparts,
each of which, when so executed, including, without limitation, by .pdf scanned counterparts of
any initialed or executed pages delivered via electronic mail, shall be deemed an original, but all
such counterparts shall constitute one and the same instrument.
15.8 Governing Law Jurisdiction. This Agreement shall be governed by and construed
under the laws of the State of California without regard to conflicts-of-laws principles that would
require the application of any other law. Each Party hereby consents to the exclusive jurisdiction
of any court of competent jurisdiction in San Bernardino County in any action related to or arising
under this Agreement.
15.9 Headings. The Section headings of this Agreement are for convenience of
reference only and shall not be deemed to modify, explain, restrict, alter, or affect the meaning or
interpretation of any provision hereof.
15.10 Time of Essence. Time shall be of the essence with respect to all matters
contemplated by this Agreement.
15.11 Further Assurances. In addition to the actions recited in this Agreement and
contemplated to be performed, executed, and/or delivered by Seller and Buyer, during the term of
19
this Agreement and after the Closing, Seller and Buyer agree to perform, execute, and/or deliver
or cause to be performed, executed, and/or delivered any and all such further acts, instruments,
deeds, and assurances as may be reasonably required to consummate the transaction contemplated
hereby. In furtherance of the foregoing, so long as Buyer is not in default under the terms of this
Agreement, Seller will cooperate, as reasonably needed, and at no cost to Seller, in Buyer's due
diligence review process, which shall include but not be limited to Seller's consent to Buyer's
unrestricted access to agencies,representatives,tenants, consultants and other parties familiar with
the Property and the execution and delivery of such applications or other documents as reasonably
requested by Buyer.
15.12 Construction. As used in this Agreement, the masculine, feminine, and neuter
gender and the singular or plural shall each be construed to include the other whenever the context
so requires. This Agreement shall be construed as a whole and in accordance with its fair meaning,
without regard to any presumption or rule of construction causing this Agreement or any part of it
to be construed against the Party causing this Agreement to be written. The Parties acknowledge
that each has had a full and fair opportunity to review this Agreement and to have it reviewed by
counsel. If any words or phrases in this Agreement have been stricken, whether or not replaced
by other words or phrases,this Agreement shall be construed(if otherwise clear and unambiguous)
as if the stricken matter never appeared and no inference shall be drawn from the former presence
of the stricken matters in this Agreement or from the fact that such matters were stricken.
15.13 Attorneys' Fees. If either Party brings an action or proceeding against the other
Party to enforce or interpret any of the covenants, conditions, agreements, or provisions of this
Agreement, the prevailing Party in such action or proceeding shall be awarded all costs and
expenses of such action or proceeding, including, without limitation, attorneys' fees (including
fees for a Party's use of in-house counsel), charges,disbursements, and the fees and costs of expert
witnesses. If any Party secures a judgment in any such action or proceeding, then any costs and
expenses (including,but not limited to, attorneys' fees and costs) incurred by the prevailing Party
in enforcing such judgment, or any costs and expenses (including, but not limited to, attorneys'
fees and costs) incurred by the prevailing Party in any appeal from such judgment in connection
with such appeal shall be recoverable separately from and in addition to any other amount included
in such judgment. The preceding sentence is intended to be severable from the other provisions
of this Agreement,and shall survive and not be merged into any such judgment. This Section shall
survive Closing and any earlier tennination of this Agreement.
15.14 Business Days. As used in this Agreement, the term "Business Day" shall mean a
day that is not a Saturday, Sunday,or legal holiday. If the date for the performance of any covenant
or obligation under this Agreement shall fall on a Saturday, Sunday, or legal holiday, the date for
performance thereof shall be extended to the next Business Day. Similarly, if the day for the
performance of any covenant or obligation under this Agreement involving Escrow Agent shall
fall on a Business Day on which Escrow Agent is closed for business to the public, the date for
performance thereof shall be extended to the next Business Day on which Escrow Agent is open
for business to the public.
20
The Parties have executed this Agreement as of the day and year first written above.
SELLER:
THE ROBERT W. BEST FAMILY TRUST dated
August 22, 1994
By:
..........
Its: Trustee
AND
THE ROBERT R. AND SUE A. BILI NN
CHARITABLE REMAINDER UNITRUST dated
December 29, 1.993
By:
Its: Trustee-..
BUYER:
CITY OF REDLANDSI corporation
By:
Paul W. Foster, Mayor
ATTEST:
'401
Sam Irwin, City Clerk
ESCROW AGENT:
The undersigned Escrow Agent hereby accepts the foregoing Purchase and Sale Agreement and Joint
Fscrow.InstrLICtions,agrees to act as Escrow Agent under this Agreement in strict accordance with its terms,
agrees to insert as the"Agreement Date"on page I of this Agreement, if not otherwise dated, the latest date
this Agreement was signed by Seller and Buyer and delivered to Escrow Agent, and agrees to comply with
the applicable provisions of the Internal Revenue Code with respect to the transactions contemplated
hereby.
First American Title Insurance Company
Date: By;
Name: Kelly A. Sirnoneau
Title: Senior Commercial Escrow Officer
21
LIST OF EXHIBITS
EXHIBIT "A" LEGAL DESCRIPTION
EXHIBIT "B" GRANT DEED
EXHIBIT "C" NON-FOREIGN AFFIDAVIT
EXHIBIT "A"
DESCRIPTION OF THE PROPERTY
I. APN: 0292-034-02-0-000: LA DREW SUB LOT 2 BLK 5 AND PTN S 112 DEPOT ST
VAC ADJ ON N AND FAIRBANKS AVE ADJ ON E EX HGWY 1.90 AC MIL
2. APN: 0292-034-05-0-000: LA DREW SUB LOT 2 AND 3 BLK 2 AND S 112 ORANGE
AVE VAC ADJ ON N EX HGWY 2.06 AC MIL
3. APN: 0292-034-08-0-000: LA DREW SUB PTN LOT 1 BLK 2 COM AT SELY COR
SD LOT TH ALG S LI S 89 DEG 33 MIN 53 SECONDS W 628.46 FT TO SWLY COR
THEREOF TH ALG W LI SD LOT N 00 DEG 24 MIN 43 SECONDS W 92.74 FT TH S 88 DEG
32 MIN 24 SECONDS E 608.81 FT TH 44 DEG 28 MIN 07 SECONDS
EXHIBIT "B"
GRANT DEED
RECORDING REQUESTED BY:
First American Title Insurance Company
WHEN RECORDED MAIL TO:
City of Redlands
P.O. Box 3005
Redlands, California 92373
Attention: City Clerk
(Space Above for Recorder's Use)
APN Numbers 0292-034-02,OS and 08
GRANT DEED
The undersigned Grantor declares that Documentary Transfer Tax is not shown pursuant
to Section 11932 of the California Revenue and Taxation Code, as amended.
FOR GOOD AND VALUABLE CONSIDERATION, the receipt and sufficiency of
which is hereby acknowledged THE ROBERT W. BEST FAMILY TRUST dated August 22,
1991 AND THE ROBERT R. AND SUE A. BRENNER CHARITABLE REMAINDER
UNITRUST dated December 29, 1993 (the "Grantor"), hereby grants to CITY OF
REDLANDS, a municipal corporation, the real property in the City of Redlands, County of San
Bernardino, State of California, described in Exhibit "A" attached to and incorporated in this
Agreement by this reference.
THIS GRANT AND CONVEYANCE IS MADE AND ACCEPTED SUBJECT TO
COVENANTS, CONDITIONS, RESTRICTIONS, RESERVATIONS, RIGHTS OF WAY AND
EASEMENTS NOW OF RECORD.
[signature page follows]
MAIL TAX STATEMENTS TO:
City of Redlands
P.O. Box 3005
Redlands, California 92373
Attention: City Clerk
IN WITNESS WHEREOF, the Grantor has executed this Grant Deed as of
, 2016.
GRANTOR:
THE ROBERT W. BEST FAMILY TRUST dated
August 22, 1994
By:
Its:
AND
THE ROBERT R. AND SUE A. BRENNER
CHARITABLE REMAINDER UNITRUST dated
December 29, 1993
By:
Its:
A notary public or other officer completing this
certificate verified only the identity of the
individual who signed the document to which
this certificate is attached, and not the
truthfulness, accuracy, or validity of that
document.
STATE OF CALIFORNIA. )
ss.
COUNTY OF )
On , 2016, before me,
Notary Public, personally appeared
,who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s)
is/are subscribed to the within instrument and acknowledged to me that he/she/they/executed the same in
his/her/their authorized capacity(ies) and that by his/her/their signature(s) on the instrument the person(s),
or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Notary Public
In and For Said County and State
EXHIBIT "A"
LEGAL DESCRIPTION
1. APN: 0292-034-02-0-000: LA DREW SUB LOT 2 BLK 5 AND PTN S 112 DEPOT ST
VAC ADJ ON N AND FAIRBANKS AVE ADJ ON E EX HGWY 1.90 AC MIL
2, APN: 0292-034-05-0-000: LA DREW SUB LOT 2 AND 3 BLK 2 AND S 112 ORANGE
AVE VAC ADJ ON N EX HGWY 2.06 AC MIL
3. APN: 0292-034-08-0-000: LA DREW SUB PTN LOT 1 BLK 2 COM AT SELY COR
SD LOT TH ALG S LI S 89 DEG 33 MIN 53 SECONDS W 628.46 FT TO SWLY COR
THEREOF TH ALG W LI SD LOT N 00 DEG 24 MIN 43 SECONDS W 92.74 FT TH S 88 DEG
32 MIN 24 SECONDS E 608.81 FT TH 44 DEG 28 MIN 07 SECONDS
Document No.
Recorded , 2016
STATEMENT OF TAX DUE AND REQUEST THAT TAX DECLARATION
NOT BE MADE A PART OF THE PERMANENT RECORD IN THE OFFICE
OF THE COUNTY RECORDER (PURSUANT TO SECTION 11932
REVENUE AND TAXATION CODE)
TO: Recorder
County of San Bernardino
Request is hereby made in accordance with the provisions of the Documentary Transfer
Tax Act that the amount of the tax due not be shown on the original document which names:
Grantor: THE ROBERT W. BEST FAMILY TRUST dated August 22, 1994 AND THE
ROBERT R. AND SUE A. BRENNER CHARITABLE REMAINDER
UNITRUST dated December 29, 1993
Grantee: CITY OF REDLANDS, a municipal corporation
The property described in the accompanying document is located in the City of Redlands,
County of San Bernardino.
The amount of tax due on the accompanying document is $ , computed on
the full value of the property conveyed.
(Signature of Grantor or Agent) THE ROBERT W. BEST FAMILY TRUST dated
August 22, 1994.
By:
Robert W. Best, Trustee
AND
ROBERT R. AND SUE A. BRENNER
CHARITABLE REMAINDER UNITRUST dated
December 29, 1993
By:
Robert R. Brenner, Trustee
Note: After the permanent record is made,this form will be affixed to the conveying document and returned with it.
EXHIBIT "C"
NON-FOREIGN AFFIDAVIT
STATE OF )
} ss.
County of )
The undersigned, as authorized agent of THE ROBERT W. BEST FAMILY TRUST dated August
22, 1994 AND THE ROBERT R. AND SUE A. BRENNER CHARITABLE REMAINDER
UNITRUST dated December 29, 1993,("Transferor"),after being duly sworn upon his oath deposes
and says that:
Section 1445 of the Internal Revenue Code provides that a transferee of a U.S. real property interest
must withhold tax if the transferor is a foreign person. To inform CITY OF REDLANDS, a
municipal corporation, ("Transferee"), that withholding of tax is not required upon the disposition
of Transferor's interest in a U.S.real property interest,the undersigned hereby certifies the following:
I. Transferor is not a non-resident alien, foreign corporation, foreign partnership, foreign trust,
foreign estate,or other foreign person within the meaning of§ 1445 and § 7701 of the Internal
Revenue Code and the treasury regulations promulgated thereunder;
2. Transferor is not a disregarded entity as defined in Treas. Reg. § 1.1445-2(b)(2)(iii);
3. Transferor's U.S. taxpayer identification number is: ;
4. Transferor's business address is:
Transferor understands that this certification may be disclosed to the Internal Revenue Service by
Transferee and that any false statement contained in this Agreement could be punished by fine,
imprisonment, or both.
Under penalties of perjury Transferor declares that it has examined this certification and to the best
of its knowledge and belief this certification is true, correct, and complete. The undersigned agent
declares that he has the authority to sign this document on behalf of Transferor.
TRANSFEROR:
THE ROBERT W. BEST FAMILY TRUST dated
August 22, 1994
By:
Its: Trustee
AND
THE ROBERT R. AND SUE A. BRENNER
CHARITABLE REMAINDER UNITRUST dated
December 29, 1993
By:
Its: Trustee
A notary public or other officer completing this
certificate verified only the identity of the
individual who signed the document to which
this certificate is attached, and not the
truthfulness, accuracy, or validity of that
document.
STATE OF CALIFORNIA )
SS.
COUNTY OF )
On , 2016,before me,
Notary Public,personally appeared
,who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s)
is/are subscribed to the within instrument and acknowledged to me that he/she/they/executed the same in
his/her/their authorized capacity(ies) and that by his/her/their signature(s) on the instrument the person(s),
or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Notary Public
In and For Said County and State
EXHIBIT "A" TO GENERAL ASSIGNMENT
LEGAL DESCRIPTION
1. APN: 0292-034-02-0-000: LA DREW SUB LOT 2 BLK 5 AND PTN S 112 DEPOT
ST VAC ADJ ON N AND FAIRBANKS AVE ADJ ON E EX HGWY 1.90 AC MIL
2. APN: 0292-034-05-0-000: LA DREW SUB LOT 2 AND 3 BLK 2 AND S 112
ORANGE AVE VAC ADJ ON N EX HGWY 2.06 AC MIL
3. APN: 0292.03408-0-000: LA DREW SUB PTN LOT 1 BLK 2 COM AT SELY
COR SD LOT TH ALG S LI S 89 DEG 33 MIN 53 SECONDS W 628.46 FT TO SWLY
COR THEREOF TH ALG W LI SD LOT N 00 DEG 24 MIN 43 SECONDS W 92.74 FT
TH S 88 DEG 32 MIN 24 SECONDS E 608.81 FT TH 44 DEG 28 MIN 07 SECONDS
r
•r
First American Title Company
National Commercial Services
3281 E Guasti Road, Suite 440, Ontario, CA 91761
Phone Number: (909)510-6200
FAX: (877)461-2088
Wire Transfer Instructions
(Ontario -Escrow)
Date: 07/22/2016
Wire to: First American Trust, FSB
5 First American Way
Santa Ana, CA 92707
ABA Number: 122241255
Account Name: First American Title Company
Account Number: 3016020000
Reference: Escrow No.: NCS-801150-ONT1
Attn: Kelly Simoneau
Phone: (909)510-6206
Customer Name:
Should you have any questions or comments, please do not hesitate to contact your Escrow Officer.
Failure to reference all of the above information may result in a delay of your funds feeing
ggplied to your file.
Page 1 of 1
la/08/23/2016
A, FirstAmei can Title Company
Na tional Commercial Services
3281 E Guasti Road,Suite 440•Ontario, CA 91761
Office Phone:(909)510-6200 Office Fax.(909)510-6200
Bayer's Estimated Settlement Statement
Property: APN 0292-034-02, 0292-034-05 and 0292- File No: NCS-801150-ONT1
034-08, Redlands, CA Officer: Kelly Simoneau/KS
Estimated Settlement Date: 09/02/2016
Disbursement Date:
Print Date: 08/23/2016, 12:02 PM
Buyer: City of Redlands
Address: 35 Cajon Street, Redlands, CA 92223
Seller: First American Exchange Company as Qualified Intermediary for Robert W. Best,Trustee, or Successor
Trustee(s)of the Robert W. Best Family; Robert R. Brenner,Trustee
Address: 23045 Jensen Court, Grand Terrace, CA 92313
Lender:
Address:
New Loan No.:
Description Buyer Charge Buyer Credit
Consideration
Total Consideration 489,500.00
Deposits In Escrow
Receipt No.3027503 on 07/25/2016 by City of Redlands 10,000.00
Prorations
County Taxes 07/01/16 to 09/02/16(Q$1,688.38/semi- 582.84
Countl Taxes 07/01/16 to 09/02/16 @$1,902.50/semi 656.75
County Taxes 07/01/16 to 09/02/16 @$794.14/semi274.14
Title/Escrow Charges to
Closing-Exchange Fee to First American Title Company National Commercial Services 200.00
Closing-Escrow Fee 112 of total fee to First American Title Company National Commercial 575.00
Services
Miscellaneous Pad Refund to First American Title Company National Commercial 238.73
Services
Cash(X From)( To)Buyer 479,000.00
Totals 490,513.73 490,513.73
PLEASE NOTE: A modification of money-transfer or disbursement instructions can be a red flag
for Online Banking Fraud and could be a trap for the unwary. Should we knowingly receive such
a modification, in the interest of prudence, we may consider it suspect and call a known and
trusted phone number to verify its authenticity and accuracy. Your awareness and cooperation
in taking appropriate steps to prevent fraud is greatly appreciated.
Page 1 of 2
Continued From Page I
B Uyer's Es tim q te d Settlement Sta tetn en t
Settlement Date: File No; NCS-801 1'50-ONT1
Print Date: 08/23/2016 Officer: Kelly Simoneau/KS
BUYER(S):
City of Redlands, a municipal corporation
By:(
Narne: Paul W. Foster
Title: Mayor
ATTEST:
Sam Ir ±K$ "City Clerk
Page 2 of 2
3281 E Guabt Road,SuIrte 440
Ontario,CA 91761
Title Con-parly
NATIONAL COMMERCIAL SERVICES
TO., FIRST AMERICAN TITLE COMPANY
ESCROW NO.: NCS-801150-ONTI
In order that rents for th,e property I am conveying may be correctly prorated through escrow, I hereby state that
rentals as to amounts and dates to which they are paid,are as follows;
ID
Unit TenantRate per month Date paid S! unity deposit; Opti n Col Right of 1
to Purchase ist
YorN Refusal
Y or N
7
7
Unless prior to date of recording I have notified you In writing of some change in tenancy,you are to assume I will
collect all rents which fall due according to the foregoing sUtement prior to close of escrow, and you will prorate the
rents accordingly. You will also pay the grantee the above security deposit(if any), ch rging my account.
DATED O'l t L SELLER BL-f-Ic—c-
V
SELLER
The above rent statement is hereby approved as a basis for ren tjo 'jhhL1 is!7o�,r
But
DATED 8.�2 5/16- YE
BUYER
ATTEST:
4"
Sam Trwin, CiLtyv Clerk
Page I of I
gq/07/29/2016
3281 E Guasti Road,Suite 440
First American Ontario,CA 91761
7711c Insurance Company
NATIONAi COMMIGACIAL $ERVICES
TO: FIRST AMERICAN TITLE COMPANY
ESCROW NO.: NCS-801150-ONT1
In order that rents for the property I am Conveying may he correctly prorated through escrow, I hereby state that
rentals as to amounts and dates to which they are paid, are as follows:
Unit Tenant Rate per month Date paid Security deposit Option to Right of
to Purchase 15t
Y or N Refusal
Y or N
14.
V-
..........
Unless prior to date of record,ing I have notified you in writing of some change in tenancy, you are to assume I willl
collect all rents which fall due according to the foregoing statement prior to close of escrow, and you will prorate the
rents accordingly. Y a wr 1 also pay the grantee the above security deposit (if charging my account.
' 7
DATED r SELLER
SELLER
The above rent statement is hereby approved as a basis for rent prorationlis through this'e 0
DATED V 25LI_5_
BUYER
ATTEST:
Sam Irwin, 'i C
Page 1 of 1
gg 10712912016
6E[ h*E' c
RrstAmei can
Exchange Company"
ASSIGNMENT AGREEMENT
(Relinquished Property)
472145-SP
This Assignment Agreement, (hereinafter referred to as"Assignment"), is made as of August 16, 2016(the
"Effective Date") by and between Robert W. Best,Trustee or Successor Trustee(s)of The Robert W. Best Family
Trust dated August 22, 3994(hereinafter referred to as"Exchangor"), and First American Exchange Company,
LLC, a Delaware limited liability company(hereinafter referred to as"Intermediary"). Exchangor and
Intermediary are collectively known as the"Parties"to this Assignment.
RECUALS:
A. Exchangor, as Seller, has entered into that certain agreement or agreements(hereinafter referred to
as"Relinquished Property Agreement"),with City of Redlands, a municipal corporation ("Buyer"),for the sale of
an undivided 1/2 interest in that certain real property commonly known as APN 0292-034-02, 0292-034-05 and
0292-034-08, Redlands, in the County of San Bernardino, State of California, and more particularly described on
Exhibit"A"attached hereto(hereinafter collectively, if more than one, referred to as"Relinquished Property");
B. Exchangor desires to exchange Relinquished Property for like kind replacement property or
properties, (hereinafter, and collectively, if more than one,referred to as"Replacement Property"), in such way
as to qualify for tax-deferred treatment pursuant to and In accordance with Internal Revenue Code(hereinafter
referred to as"I.R.C.") § 1031,the Treasury Regulations promulgated thereunder(the"Treas. Reg."), and
corresponding provisions of state-tax law, If any;
C. Pursuant to a certain Exchange Agreement, dated as of August 16, 2016, by and between Exchangor
and Intermediary, Exchangor desires to assign its rights, but not its obligations, in the Relinquished Property
Agreement and Relinquished Property Escrow to Intermediary,subject to the terms and conditions of this
Assignment and the Exchange Agreement;
D. Intermediary is willing to accept the assignment of Exchanger's rights but not its obligations, in the
Relinquished Property Agreement and Relinquished Property Escrow, subject to the terms and conditions of this
Assignment and the Exchange Agreement.
AGREEMENT;
NOW,THEREFORE, in consideration of the recitals above set forth in this Assignment, and other good and
valuable consideration, Exchangor and Intermediary agree as follows:
1. Assignment. Exchangor hereby assigns Exchangor's rights, but not its obligations, In the Relinquished
Property Agreement to Intermediary. Intermediary assumes Exchanger's rights as Seller in the Relinquished
Property Agreement and Relinquished Property Escrow, subject to the terms and conditions of this Assignment
and the Exchange Agreement.This Assignment shall be effective only immediately before closing on the
Relinquished Property.
2. Direct Deed. Intermediary hereby instructs Exchangor to execute and deliver the deed,and any
other conveyance and transfer documents,for the Relinquished Property directly to Buyer.
18500 Von Karman Avenue,Ste.600 Wine,CA 92612
TR(877)317-1031 •FAX(866)757-4496
www.f rsteKcha nge.com
3. Release and Acknowledgment. Exchangor hereby releases Intermediary from all liability in
connection with its participation in the Relinquished Property Agreement and Relinquished Property Escrow,
except liability arising from Intermediary's own willful misconduct or gross negligence. Exchangor acknowledges
that Intermediary has made no representations or warranties concerning the Relinquished Property,the physical
condition of the Relinquished Property,or condition of legal title thereto.
4. Retainable Taxable Proceeds.This assignment does not include$ of net proceeds
from the sale of the Relinquished Property,which shall be retained by Exchangor. If the amount in the blank is
not completed, then Exchangor assigns all net proceeds of sale of the.Relinquished Property to Intermediary.
5. Survival of Term. All representations,covenants and warranties, express and implied made by
Exchangor,with respect to Relinquished Property, including,without limitation, those made In the Relinquished
Property Agreement and this Assignment,shall survive the transrers of the Relinquished Property by Exchangor to
Intermediary and by Intermediary to Buyer. Upon transfer of Relinquished Property to Buyer,all rights,
remedies, liabilities and obligations arising from the Relinquished Property Agreement and Relinquished Property
Escrow are assigned and transferred by Intermediary to Exchangor and are assumed by Exchangor.
6. Notice of Assignment. Exchangor shall give notice of this Assignment to all parties to the
Relinquished Property Agreement and Relinquished Property Escrow.
7. Counterparts.This Assignment may be executed in counterparts and shall be binding on all the
Parties hereto as if one agreement had been signed. Transmittal and receipt of a facsimile copy of this
Assignment with facsimile signatures shall be binding on the Parties hereto.
SEE NEXT PAGE FOR SIGNATURES
18500 Von Karman Avenue,Ste.600 Irvine,CA 92612
TEL(877)317-1031 •FAX(866)757-4996
www.firstexahange.com
SIGNATURE PAGE
ASSIGNMENT AGREEMENT
(Relinquished Property)
472145- SP
IN WITNESS WHERE=OF, the parties have executed this Assignment as their free and voluntary act and deed.
INTERMEDIARY:
First American Exchange Company, LLC,
a Delaware Limited Liability Company
X,
By:
Name: Sydney Phan
Its: Exchange Officer
EXCHANGOR:
Robert W. Best,Trustee or Successor Trustee(s)
of The Robert W. Best Family Trust dated
August 22, 1994
By:
Robert W. Best,Trustee
18500 Von Karman Avenue,Ste,600 Irvine,CA 92612
TR(677)317-1031 •FAX(866)757-4996
www.flrstexchangemnn.
ACKNOWLEDGMENT OF RECEIPT OF A COPY OF
ASSIGNMENT AGREEMENT
(Relinquished Property)
472145 - SP
The undersigned hereby acknowledges that they received a copy of the foregoing Assignment Agreement
between Robert W. Best,Trustee or Successor Trustee(s)of The Robert W. Best Farmily Trust dated August 22,
1994 and First American Exchange Company.
BUYER:
City of Redlands, a municipal coF
poration
By.
Paul W. Foster, Mayor
ATTEST:
am d,i ty Clerk
18500 Von Karman Avenue,Ste.600 Irvine,CA 92612
7M(877)317-10,31 -FAX(866)757-4996
www.firstexchange,cam
EXHIBIT"A"
LEGAL DESCRIPTION OF RELINQUISHED PROPERTY
RE: 472145-SP
The land referred to in this Commitment is situated in the City of Redlands, County of San
Bernardino, State of California, and is described as follows:
PARCEL NO. 1:
LOTS 1 AND 2, BLOCK 5,AND THAT PORTION OF DEPOT AVENUE ADJACENT TO SAID LOTS
AND THE WEST 1/2 OF FAIRBANKS AVENUE ADJACENT ON THE EAST BY VACATION AND
RESOLUTION OF THE BOARD OF SUPERVISORS OF SAN BERNARDINO COUNTY, RECORDED
APRIL 12, 1950, IN BOOK 2560, PAGE 137, OFFICIAL RECORDS,WHICH WOULD PASS BY
OPERATION OF LAW WITH A CONVEYANCE OF SAID PROPERTY OF THE LA DREW
SUBDIVISION, IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT
RECORDED IN BOOK 12 OF MAPS, PAGE 44, RECORDS OF SAID COUNTY.
EXCEPTING THEREFROM THOSE PORTIONS OF DEPOT AVENUE AND FAIRBANKS AVENUE
VACATED AND THOSE PORTIONS OF LOT 1, BLOCK 5, LA DREW SUBDIVISION, CONVEYED TO
THE STATE OF CALIFORNIA, BY DEED RECORDED AUGUST 8, 1961, IN BOOK 5504, PAGE 113,
OFFICIAL RECORDS.
ALSO EXCEPTING THEREFROM, UNTO SANTA FE,ITS SUCCESSORS AND ASSIGNS,ALL OIL,
GAS AND OTHER HYDROCARBON AND MINERAL SUBSTANCES LYING NOT LESS THAN 100 FEET
BELOW THE SURFACE OF THE HEREINABOVE DESCRIBED LAND, PROVIDED THAT SANTA FE,
ITS SUCCESSORS AND ASSIGNS,SHALL.NOT HAVE THE RIGHT TO GO UPON THE SURFACE OF
SAID LAND FOR THE PURPOSE OF EXTRACTING SAID OIL, GAS, OR OTHER HYDROCARBON
AND MINERAL SUBSTANCES, NOR FOR ANY PURPOSE IN CONNECTION THEREWITH, BUT
SHALL HAVE THE RIGHT TO EXTRACT AND REMOVE SAID OIL, GAS, AND OTHER
HYDROCARBON AND MINERAL SUBSTANCES BY MEANS OF SLANT-DRILLED WELLS LOCATED
ON ADJACENT OR NEARBY LAND,OR BY ANY OTHER MEANS WHICH SHALL NOT REQUIRE
ENTRY UPON THE SURFACE OF SAID LAND AS RESERVED IN THE DEED RECORDED APRIL 10,
1959, IN BOOK 4787, PAGE 282, OFFICIAL RECORDS.
PARCEL NO. 2:
LOTS 2 AND 3, BLOCK 2,AND THAT PORTION OF THE EAST 1/2 OF FAIRBANKS AVENUE
ADJOINING LOT 3 ON THE WEST BY VACATION AND RESOLUTION OF THE BOARD OF
SUPERVISORS OF SAN BERNARDINO COUNTY, RECORDED APRIL 12, 1950, IN BOOK 2560,
PAGE 137;OF OFFICIAL RECORDS, WHICH WOULD PASS BY OPERATION OF LAW WITH A
CONVEYANCE OF SAID PROPERTY OF THE LA DREW SUBDIVISION, IN THE COUNTY OF SAN
BERNARDINO, STATE OF CALIFORNIA,AS PER PLAT RECORDED IN BOOK 12 OF MAPS, PAGE
44, RECORDS OF SAID COUNTY.
EXCEPTING THEREFROM THAT PORTION OF LOT 3, BLOCK 2, LA DREW SUBDIVISION,
DESCRIBED AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF THE WEST LINE OF FAIRBANKS AVENUE WITH THE
NORTH LINE OF THE RIGHT OF WAY OF THE SOUTHERN CALIFORNIA RAILWAY COMPANY
(NOW ATCHISON,TOPEKA AND SANTA FE RAILWAY COMPANY); THENCE EAST ALONG THE
NORTH LINE OF SAID RIGHT OF WAY, 270 FEET;THENCE NORTHWESTERLY TO A POINT IN
THE EAST LINE OF SAID FAIRBANKS AVENUE, 35 FEET NORTH OF THE SAID NORTH LINE OF
THE RAILROAD RIGHT OF WAY; THENCE WEST 70 FEET TO THE WEST LINE OF SAID
FAIRBANKS AVENUE, 35 FEET NORTH OF THE SAID NORTH LINE OF THE RAILROAD RIGHT OF
WAY; THENCE SOUTH 35 FEET ALONG THE SAID WEST LINE OF FAIRBANKS AVENUE TO THE
POINT OF BEGINNING.
18500 Von Karman Avenue,Ste.600 Irvine,CA 92612
M(877)317-1031 o FAX(866)757.4996
www.firstexrha nge.Cam
ALSO EXCEPTING THEREFROM THAT PORTION OF FAIRBANKS AVENUE VACATED AND THOSE
PORTIONS OF LOTS 2 AND 3, BLOCK 2, LA DREW SUBDIVISION, CONVEYED TO THE STATE OF
CALIFORNIA BY DEED RECORDED AUGUST 8, 1961, IN BOOK 5504, PAGE 113, OF OFFICIAL
RECORDS.
PARCEL NO. 3:
THAT PORTION OF LOT 1, BLOCK 2, OF THE LA DREW SUBDIVISION,IN THE COUNTY OF SAN
BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT RECORDED IN BOOK 12 OF MAPS, PAGE
44, RECORDS OF SAID COUNTY, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEASTERLY CORNER OF SAID LOT 1; THENCE ALONG THE
SOUTHERLY LINE THEREOF,SOUTH 89 DEG. 33' 53" WEST 628.46 FEET TO THE
SOUTHWESTERLY CORNER OF SAID LOT; THENCE ALONG THE WESTERLY LINE THEREOF,
NORTH 0 DEG. 24'43"WEST 92.74 FEET,THENCE SOUTH 88 DEG. 32' 24" EAST 608.81 FEET;
THENCE SOUTH 44 DEG. 28'07" EAST 28.74 FEE(TO A POINT IN THE EASTERLY LINE OF SAID
LOT, DISTANT 51.95 FEET NORTHERLY, MEASURED ALONG SAID EASTERLY LINE FROM SAID
SOUTHEASTERLY CORNER;THENCE ALONG SAID EASTERLY LINE, SOUTH 0 DEG. 23' 34" EAST
51.95 FEET TO THE POINT OF BEGINNING.
PARCEL N0, 4:
A PARCEL OF LAND CALIFORNIA, BEING A PORTION OF LOTS 1 AND 2, BLOCK 73 OF THE
RANCHO SAN BERNARDINO, IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS
PER PLAT RECORDED IN BOOK 7 OF MAPS, PAGE 2, RECORDS OF SAID COUNTY, BEING ALSO A
PORTION OF LOT 3, BLOCK 2,A PORTION OF BLOCK 5 AND A PORTION OF FAIRBANKS
AVENUE, PER MAP OF LA DREW SUBDIVISION RECORDED IN BOOK 12 OF MAPS, PAGE 44,
RECORDS OF SAID COUNTY,SAID PARCEL BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF THE SOUTHERLY PROLONGATION OF THE EAST LINE
OF THAT CERTAIN PARCEL OF LAND DESCRIBED "SECOND" IN DEED DATED OCTOBER 10,
1893, TO SOUTHERN CALIFORNIA RAILWAY COMPANY(PREDECESSOR IN INTEREST OF THE
ATCHISON,TOPEKA AND SANTA FE RAILWAY COMPANY), RECORDED IN BOOK 191 OF DEEDS,
PAGE 283, OF RECORDS OF SAID COUNTY, WITH A LINE THAT IS PARALLEL OR CONCENTRIC
WITH AND DISTANT NORTHERLY 15.00 FEET AT RIGHT ANGLES FROM THE CENTER LINE OF
THE MAIN TRACT OF THE ATCHISON,TOPEKA AND SANTA FE RAILWAY COMPANY, BEING ALSO
THE CENTER LINE OF THAT CERTAIN STRIP OF LAND 50.00 FEET WIDE,AS DESCRIBED
"FIRST" IN AFORESAID DEED, RECORDED IN BOOK 191 OF DEEDS, PAGE 283; THENCE
WESTERLY ALONG SAID PARALLEL OR CONCENTRIC LINE 810.54 FEET, MORE OR LESS,TO A
POINT IN THE SOUTHERLY PROLONGATION OF THE WEST LINE OF SAID PARCEL DESCRIBED
"SECOND", SAID WEST LINE BEING DISTANT 40.0 FEE'EAST AT RIGHT ANGLES FROM THE
WEST BOUNDARY OF LOT 2 IN BLOCK 73 OF SAID RANCHO SAN BERNARDINO; THENCE
NORTH ALONG LAST SAID SOUTHERLY PROLONGATION AND WEST LINE 98.27 FEET MORE OR
LESS TO A POINT IN THE NORTH LINE OF SAID PARCEL DESCRIBED"SECOND";THENCE EAST
ALONG SAID NORTH LINE 810.00 FEET TO A POINT IN THE EAST LINE OF SAID PARCEL
DESCRIBED "SECOND"; THENCE SOUTH ALONG SAID EAST LINE 65.60 FEET TO A POINT IN
THE NORTH LINE OF THAT CERTAIN PARCEL OF LAND AS DESCRIBED IN DEED DATED MAY 10,
1905,TO SAID SOUTHERN CALIFORNIA RAILWAY COMPANY, RECORDED IN BOOK 360 OF
DEEDS, PAGE 26, RECORDS OF SAID COUNTY;THENCE EAST ALONG LAST SAID NORTH LINE
70.00 FEET; THENCE SOUTHEASTERLY 203.04 FEET TO A POINT IN THE NORTH LINE OF SAID
50 FOOT WIDE STRIP OF LAND AS DESCRIBED"FIRST' IN SAID DEED RECORDED IN BOOK 191
OF DEEDS, PAGE 283; THENCE EAST ALONG LAST SAID NORTH LINE 83650 FEET;THENCE
SOUTH AT RIGHT ANGLES 10.00 FEET TO A POINT IN FIRST SAID PARALLEL OR CONCENTRIC
LINE;THENCE WEST ALONG LAST SAID PARALLEL OR CONCENTRIC LINE 1,106.50 FEET, MORE
OR LESS,TO THE POINT OF BEGINNING.
EXCEPTING THEREFROM THAT PORTION WITHIN LOT 2, BLOCK "5" OF LA DREW SUBDIVISION
AS PER PLAT RECORDED IN BOOK 12, PAGE 44,OF MAPS, RECORDS OF SAID COUNTY.
18500 Von Karman Avenue,Ste.600 Irvine,CA 92612
TEL(877)317-1031 •FAX(866)757-4996
www.firstexc:harige.com
ALSO EXCEPTING THEREFROM, UNTO SANTA FE, ITS SUCCESSORS AND ASSIGNS,ALL OIL,
GAS AND OTHER HYDROCARBON AND MINERAL SUBSTANCES LYING NOT LESS THAN 100 FEET
BELOW THE SURFACE OF THE HEREINABOVE DESCRIBED LAND, PROVIDED THAT SANTA FE,
ITS SUCCESSORS AND ASSIGNS, SHALL NOT HAVE THE RIGHT TO GO UPON THE SURFACE OF
SAID LAND FOR THE PURPOSE OF EXTRACTING SAID OIL,GAS, OR OTHER HYDROCARBON
AND MINERAL SUBSTANCES, NOR FOR ANY PURPOSE IN CONNECTION THEREWITH, BUT
SHALL HAVE THE RIGHT TO EXTRACT AND REMOVE SAID OIL, GAS, AND OTHER
HYDROCARBON AND MINERAL SUBSTANCES BY MEANS OF SLANT-DRILLED WELLS LOCATED
ON ADJACENT OR NEARBY LAND, OR BY ANY OTHER MEANS WHICH SHALL NOT REQUIRE
ENTRY UPON THE SURFACE OF SAID LAND AS RESERVED IN THE DEED RECORDED APRIL 10,
1959, IN BOOK 4787, PAGE 282,OFFICIAL RECORDS.
APN: 0292-034-02-0-000(Affects; Parcel 1 and Portion of Parcel 4)
0292-034-05-0-000 (Affects: Parcel 2 and Portion of Parcel 4)
0292-034-08-0-000 (Affects: Parcel 3)
18509 Von Karman Avenue,Ste.600 Irvine,CA 92612
M(877)3171031 •FAX(855)757-4996
www.rirste-xchange.com
Form No.1068-2 Commitment No.:NCS-801150-ONTI
ALTA Plain Language Commitment Page Number:1
t 1
h
First American Title Company
National Commercial Services
3281 E Guasti Road, Suite 440
Ontario, CA 91761
July 08, 2016
Oscar Ord
City of Redlands City Attorney
35 Cajon Street, Suite 200
Redlands, CA 92373
Phone: (909)798-7595
Fax: (909)798-7503
Title Officer: Matthew Hooks Title Assistant: Erin West
Phone: (909)510-6207 Phone: (909)510-6200
Email: mhooks@flrstam.com Email: ewest@firstam.com
Order Number: NCS-801150-ONT1
Escrow Officer: Kelly Simoneau
Phone: (909)510-6206
Email: ksimoneau@firstam.com
Property: APN 0292-034-02, 0292-034-05 and 0292-034-08, Redlands, CA
Attached please find the following item(s):
Commitment
Thank You for your confidence and support. We at First American Title Insurance Company maintain the
fundamental principle:
Customer First.
First American Title Insurance Company
Form No. 1058-2 Commitment No.:NCS-801150-ONT1
ALTA Plain Language Commitment Page Number:2
First American Title Insurance Company
INFORMATION
The Title Insurance Commitment is a legal contract between you and the company. It is issued to show
the basis on which we will issue a Title Insurance Policy to you. The Policy will insure you against certain
risks to the land title, subject to the limitations shown in the policy.
The Company will give you a sample of the Policy form, if you ask.
The Commitment is based on the land title as of the Commitment Date. Any changes in the land title or
the transaction may affect the Commitment and the Policy.
The Commitment is subject to its Requirements, Exceptions and Conditions.
This information is not part of the title insurance commitment.
TABLE OF CONTENTS
Page
Agreement to Issue Policy 3
Schedule A
1. Commitment Date 4
2. Policies to be Issued, Amounts and Proposed Insured 4
3. Interest in the Land and Owner 4
4. Description of the Land 4
Schedule B-1 - Requirements
Schedule B-2 - Exceptions
Conditions
YOU SHOULD READ THE COMMITMENT VERY CAREFULLY.
If you have any questions about the Commitment,
please contact the issuing office.
Form No. 1068-2 Commitment No.:NCS-801150-ONTI
ALTA Plain Language Commitment Page Number:3
COMMITMENT FOR TITLE INSURANCE
Issued by
First American Title Insurance Company
Agreement to Issue Polity
We agree to issue a policy to you according to the terms of this Commitment.
When we show the policy amount and your name as the proposed insured in Schedule A, this
Commitment becomes effective as of the Commitment Date shown in Schedule A.
If the Requirements shown in this Commitment have not been met within six months after the
Commitment Date, our obligation under this Commitment will end. Also, our obligation under this
Commitment will end when the Policy is issued and then our obligation to you will be under the Policy.
Our obligation under this Commitment is limited by the following:
The Provisions in Schedule A.
The Requirements in Schedule B-1.
The Exceptions in Schedule B-2.
The Conditions.
This Commitment is not valid without Schedule A and Sections 1 and 2 of Schedule B.
Form No. 1068-2 Commitment No.:NCS-801150-ONTI
ALTA Plain Language Commitment Page Number:4
SCHEDULE A
1. Commitment Date: June 29, 2016 at 7:30 A.M.
2. Policy or Policies to be issued: Amount
(A) ALTA Owner's Policy $489,500.00
ALTA Standard Owner Policy
Proposed Insured:
City of Redlands
(B) ALTA Loan Policy $To Be Determined
ALTA Standard Loan Policy
Proposed Insured:
To Be Determined
3. (A) The estate or interest in the land described in this Commitment is:
FEE
(B) Title to said estate or interest at the date hereof is vested in:
ROBERT W. BEST,TRUSTEE, OR SUCCESSOR TRUSTEE(S) OF THE ROBERT W. BEST FAMILY
TRUST DATED AUGUST 22, 1994 AS TO 1/2 INTEREST AND SUE ANN BRENNER, AS TO 1/2
INTEREST
4. The land referred to in this Commitment is situated in the City of Redlands, County of San
Bernardino, State of California, and is described as follows:
PARCEL NO. 1:
LOTS 1 AND 2, BLOCK 5, AND THAT PORTION OF DEPOT AVENUE ADJACENT TO SAID LOTS
AND THE WEST 1/2 OF FAIRBANKS AVENUE ADJACENT ON THE EAST BY VACATION AND
RESOLUTION OF THE BOARD OF SUPERVISORS OF SAN BERNARDINO COUNTY, RECORDED
APRIL 12, 1950, IN BOOK 2560, PAGE 137, OFFICIAL RECORDS, WHICH WOULD PASS BY
OPERATION OF LAW WITH A CONVEYANCE OF SAID PROPERTY OF THE LA DREW
SUBDIVISION, IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT
RECORDED IN BOOK 12 OF MAPS, PAGE 44, RECORDS OF SAID COUNTY.
EXCEPTING THEREFROM THOSE PORTIONS OF DEPOT AVENUE AND FAIRBANKS AVENUE
VACATED AND THOSE PORTIONS OF LOT 1, BLOCK 5, LA DREW SUBDIVISION, CONVEYED TO
THE STATE OF CALIFORNIA, BY DEED RECORDED AUGUST 8, 1961, IN BOOK 5504, PAGE 113,
OFFICIAL RECORDS.
ALSO EXCEPTING THEREFROM, UNTO SANTA FE, ITS SUCCESSORS AND ASSIGNS,ALL OIL,
GAS AND OTHER HYDROCARBON AND MINERAL SUBSTANCES LYING NOT LESS THAN 100 FEET
BELOW THE SURFACE OF THE HEREINABOVE DESCRIBED LAND, PROVIDED THAT SANTA FE,
ITS SUCCESSORS AND ASSIGNS, SHALL NOT HAVE THE RIGHT TO GO UPON THE SURFACE OF
Form No. 1068-2 Commitment No.:NCS-801150-ON'i I
ALTA Plain Language Commitment Page Number:5
SAID LAND FOR THE PURPOSE OF EXTRACTING SAID OIL, GAS, OR OTHER HYDROCARBON
AND MINERAL SUBSTANCES, NOR FOR ANY PURPOSE IN CONNECTION THEREWITH, BUT
SHALL HAVE THE RIGHTTO EXTRACT AND REMOVE SAID OIL, GAS, AND OTHER
HYDROCARBON AND MINERAL SUBSTANCES BY MEANS OF SLANT-DRILLED WELLS LOCATED
ON ADJACENT OR NEARBY LAND, OR BY ANY OTHER MEANS WHICH SHALL NOT REQUIRE
ENTRY UPON THE SURFACE OF SAID LAND AS RESERVED IN THE DEED RECORDED APRIL 10,
1959, IN BOOK 4787, PAGE 282, OFFICIAL RECORDS.
PARCEL NO. 2:
LOTS 2 AND 3, BLOCK 2, AND THAT PORTION OF THE EAST 1/2 OF FAIRBANKS AVENUE
ADJOINING LOT 3 ON THE WEST BY VACATION AND RESOLUTION OF THE BOARD OF
SUPERVISORS OF SAN BERNARDINO COUNTY, RECORDED APRIL 12, 1950, IN BOOK 2560,
PAGE 137, OF OFFICIAL RECORDS, WHICH WOULD PASS BY OPERATION OF LAW WITH A
CONVEYANCE OF SAID PROPERTY OF THE LA DREW SUBDIVISION, IN THE COUNTY OF SAN
BERNARDINO, STATE OF CALIFORNIA,AS PER PLAT RECORDED IN BOOK 12 OF MAPS, PAGE
44, RECORDS OF SAID COUNTY.
EXCEPTING THEREFROM THAT PORTION OF LOT 3, BLOCK 2, LA DREW SUBDIVISION,
DESCRIBED AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF THE WEST LINE OF FAIRBANKS AVENUE WITH THE
NORTH LINE OF THE RIGHT OF WAY OF THE SOUTHERN CALIFORNIA RAILWAY COMPANY
(NOW ATCHISON, TOPEKA AND SANTA FE RAILWAY COMPANY); THENCE EAST ALONG THE
NORTH LINE OF SAID RIGHT OF WAY, 270 FEET; THENCE NORTHWESTERLY TO A POINT IN
THE EAST LINE OF SAID FAIRBANKS AVENUE, 35 FEET NORTH OF THE SAID NORTH LINE OF
THE RAILROAD RIGHT OF WAY; THENCE WEST 70 FEET TO THE WEST LINE OF SAID
FAIRBANKS AVENUE, 35 FEET NORTH OF THE SAID NORTH LINE OF THE RAILROAD RIGHT OF
WAY;THENCE SOUTH 35 FEET ALONG THE SAID WEST LINE OF FAIRBANKS AVENUE TO THE
POINT OF BEGINNING.
ALSO EXCEPTING THEREFROM THAT PORTION OF FAIRBANKS AVENUE VACATED AND THOSE
PORTIONS OF LOTS 2 AND 3, BLOCK 2, LA DREW SUBDIVISION, CONVEYED TO THE STATE OF
CALIFORNIA BY DEED RECORDED AUGUST 8, 1961, IN BOOK 5504, PAGE 113, OF OFFICIAL
RECORDS.
PARCEL NO. 3:
THAT PORTION OF LOT 1, BLOCK 2, OF THE LA DREW SUBDIVISION, IN THE COUNTY OF SAN
BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT RECORDED IN BOOK 12 OF MAPS, PAGE
44, RECORDS OF SAID COUNTY, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEASTERLY CORNER OF SAID LOT 1; THENCE ALONG THE
SOUTHERLY LINE THEREOF, SOUTH 89 DEG. 33' 53" WEST 628.46 FEET TO THE
SOUTHWESTERLY CORNER OF SAID LOT; THENCE ALONG THE WESTERLY LINE THEREOF,
NORTH 0 DEG. 24' 43"WEST 92.74 FEET; THENCE SOUTH 88 DEG. 32' 24" EAST 608.81 FEET;
THENCE SOUTH 44 DEG. 28' 07" EAST 28.74 FEET TO A POINT IN THE EASTERLY LINE OF SAID
LOT, DISTANT 51.95 FEET NORTHERLY, MEASURED ALONG SAID EASTERLY LINE FROM SAID
SOUTHEASTERLY CORNER; THENCE ALONG SAID EASTERLY LINE, SOUTH 0 DEG. 23' 34" EAST
51.95 FEET TO THE POINT OF BEGINNING,
PARCEL NO. 4:
A PARCEL OF LAND CALIFORNIA, BEING A PORTION OF LOTS 1 AND 2, BLOCK 73 OF THE
RANCHO SAN BERNARDINO, IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA,AS
PER PLAT RECORDED IN BOOK 7 OF MAPS, PAGE 2, RECORDS OF SAID COUNTY, BEING ALSO A
PORTION OF LOT 3, BLOCK 2, A PORTION OF BLOCK 5 AND A PORTION OF FAIRBANKS
AVENUE, PER MAP OF LA DREW SUBDIVISION RECORDED IN BOOK 12 OF MAPS, PAGE 44,
RECORDS OF SAID COUNTY, SAID PARCEL BEING MORE PARTICULARLY DESCRIBED AS
Farm No. 1068-2 Commitment No.:NCS-801150-ONTI
ALTA Plain Language Commitment Page Number:6
FOLLOWS:
BEGINNING AT THE INTERSECTION OF THE SOUTHERLY PROLONGATION OF THE EAST LINE
OF THAT CERTAIN PARCEL OF LAND DESCRIBED "SECOND" IN DEED DATED OCTOBER 10,
1893, TO SOUTHERN CALIFORNIA RAILWAY COMPANY(PREDECESSOR IN INTEREST OF THE
ATCHISON, TOPEKA AND SANTA FE RAILWAY COMPANY), RECORDED IN BOOK 191 OF DEEDS,
PAGE 283, OF RECORDS OF SAID COUNTY, WITH A LINE THAT IS PARALLEL OR CONCENTRIC
WITH AND DISTANT NORTHERLY 15.00 FEET AT RIGHT ANGLES FROM THE CENTER LINE OF
THE MAIN TRACT OF THE ATCHISON,TOPEKA AND SANTA FE RAILWAY COMPANY, BEING ALSO
THE CENTER LINE OF THAT CERTAIN STRIP OF LAND 50.00 FEET WIDE, AS DESCRIBED
"FIRST" IN AFORESAID DEED, RECORDED IN BOOK 191 OF DEEDS, PAGE 283; THENCE
WESTERLY ALONG SAID PARALLEL OR CONCENTRIC LINE 810.54 FEET, MORE OR LESS,TO A
POINT IN THE SOUTHERLY PROLONGATION OF THE WEST LINE OF SAID PARCEL DESCRIBED
"SECOND", SAID WEST LINE BEING DISTANT 40.0 FEET EAST AT RIGHT ANGLES FROM THE
WEST BOUNDARY OF LOT 2 IN BLOCK 73 OF SAID RANCHO SAN BERNARDINO; THENCE
NORTH ALONG LAST SAID SOUTHERLY PROLONGATION AND WEST LINE 98.27 FEET MORE OR
LESS TO A POINT IN THE NORTH LINE OF SAID PARCEL DESCRIBED "SECOND"; THENCE EAST
ALONG SAID NORTH LINE 810.00 FEET TO A POINT IN THE EAST LINE OF SAID PARCEL
DESCRIBED "SECOND"; THENCE SOUTH ALONG SAID EAST LINE 65.60 FEET TO A POINT IN
THE NORTH LINE OF THAT CERTAIN PARCEL OF LAND AS DESCRIBED IN DEED DATED MAY 10,
1905,TO SAID SOUTHERN CALIFORNIA RAILWAY COMPANY, RECORDED IN BOOK 360 OF
DEEDS, PAGE 28, RECORDS OF SAID COUNTY; THENCE EAST ALONG LAST SAID NORTH LINE
70.00 FEET; THENCE SOUTHEASTERLY 203.04 FEET TO A POINT IN THE NORTH LINE OF SAID
50 FOOT WIDE STRIP OF LAND AS DESCRIBED "FIRST` IN SAID DEED RECORDED IN BOOK 191
OF DEEDS, PAGE 283; THENCE EAST ALONG LAST SAID NORTH LINE 836.50 FEET; THENCE
SOUTH AT RIGHT ANGLES 10.00 FEET TO A POINT IN FIRST SAID PARALLEL OR CONCENTRIC
LINE; THENCE WEST ALONG LAST SAID PARALLEL OR CONCENTRIC LINE 1,106.50 FEET, MORE
OR LESS,TO THE POINT OF BEGINNING.
EXCEPTING THEREFROM THAT PORTION WITHIN LOT 2, BLOCK "5" OF LA DREW SUBDIVISION
AS PER PLAT RECORDED IN BOOK 12, PAGE 44, OF MAPS, RECORDS OF SAID COUNTY.
ALSO EXCEPTING THEREFROM, UNTO SANTA FE, ITS SUCCESSORS AND ASSIGNS, ALL OIL,
GAS AND OTHER HYDROCARBON AND MINERAL SUBSTANCES LYING NOT LESS THAN 100 FEET
BELOW THE SURFACE OF THE HEREINABOVE DESCRIBED LAND, PROVIDED THAT SANTA FE,
ITS SUCCESSORS AND ASSIGNS, SHALL NOT HAVE THE RIGHT TO GO UPON THE SURFACE OF
SAID LAND FOR THE PURPOSE OF EXTRACTING SAID OIL, GAS, OR OTHER HYDROCARBON
AND MINERAL SUBSTANCES, NOR FOR ANY PURPOSE IN CONNECTION THEREWITH, BUT
SHALL HAVE THE RIGHT TO EXTRACT AND REMOVE SAID OIL, GAS, AND OTHER
HYDROCARBON AND MINERAL SUBSTANCES BY MEANS OF SLANT-DRILLED WELLS LOCATED
ON ADJACENT OR NEARBY LAND, OR BY ANY OTHER MEANS WHICH SHALL NOT REQUIRE
ENTRY UPON THE SURFACE OF SAID LAND AS RESERVED IN THE DEED RECORDED APRIL 10,
1959, IN BOOK 4787, PAGE 282, OFFICIAL RECORDS.
APN: 0292-034-02-0-000 (Affects: Parcel 1 and Portion of Parcel 4)
0292-034-05-0-000 (Affects: Parcel 2 and Portion of Parcel 4)
0292-034-08-0-000 (Affects: Parcel 3)
Form No. 1068-2 Commitment No.:NCS-801150-ONTI
ALTA Plain Language Commitment Page Number:7
SCHEDULE B
SECTION ONE
REQUIREMENTS
The following requirements must be met:
(A) Pay the agreed amounts for the interest in the land and/or the mortgage to be insured.
(B) Pay us the premiums, fees and charges for the policy.
(C) Documents satisfactory to us creating the interest in the land and/or the mortgage to be insured
must be signed, delivered and recorded.
(D) You must tell us in writing the name of anyone not referred to in this Commitment who will get
an interest in the land or who will make a loan on the land. We may then make additional
requirements or exceptions.
(E) Releases(s) or Reconveyance(s)of Item(s): None
(F) Other: None
(G) You must give us the following information:
1. Any off record leases, surveys, etc.
2. Statement(s) of Identity, all parties.
3. Other:
With respect to the trust referred to in the vesting:
a. A certification pursuant to Section 18100.5 of the California Probate Code in a form
satisfactory to the Company.
b. Copies of those excerpts from the original trust documents and amendments thereto
which designate the trustee and confer upon the trustee the power to act in the
pending transaction.
C. Other requirements which the Company may impose following its review of the
material required herein and other information which the Company may require.
A deed from the spouse of any married vestee herein be recorded in the public records, or the
joinder of the spouse of any married vestee named herein on any conveyance, encumbrance or
lease to be executed by the vestee.
The deed should contain the following statement:
"It is the express intent of the grantor, being the spouse of the grantee, to convey all right, title
and interest of the grantor, community or otherwise, in and to the herein described property to
the grantee as his/her sole and separate property."
The following additional requirements, as indicated by "X", must be met:
[X] (H) Provide information regarding any off-record matters, which may include, but are not
limited to: leases, recent works of improvement, or commitment statements in effect
under the Environmental Responsibility Acceptance Act, Civil Code Section 850, et seq.
Form No. 1068-2 Commitment No.:NCS-801150-ONTI
ALTA Plain Language Commitment Page Number:8
The Company's Owner's Affidavit form (as provided by company) must be completed and
submitted prior to dose in order to satisfy this requirement. This Commitment will then
be subject to such further exceptions and/or requirements as may be deemed necessary.
[] (I) An ALTA/HSPS survey of recent date, which complies with the current minimum standard
detail requirements for ALTA/NSPS land title surveys, must be submitted to the Company
for review. This Commitment will then be subject to such further exceptions and/or
requirements as may be deemed necessary.
[] (J) The following LLC documentation is required:
(i) a copy of the Articles of Organization
(ii) a copy of the Operating Agreement, if applicable
(iii) a Certificate of Good Standing and/or other evidence of current Authority to Conduct
Business within the State
(iv) express Company Consent to the current transaction
[] (K) The following partnership documentation is required
(i) a copy of the partnership agreement, including all applicable amendments thereto
(ii) a Certificate of Good Standing and/or other evidence of current Authority to Conduct
Business within the State
(iii) express Partnership Consent to the current transaction
[] (L) The following corporation documentation is required:
(i) a copy of the Articles of Incorporation
(ii) a copy of the Bylaws, including all applicable Amendments thereto
(iii) a Certificate of Good Standing and/or other evidence of current Authority to Conduct
Business within the State
(iv) express Corporate Resolution consenting to the current transaction
[] (M) Based upon the Company's review of that certain partnership/operating agreement dated
Not disclosed for the proposed insured herein, the following requirements must be met:
Any further amendments to said agreement must be submitted to the Company, together
with an affidavit from one of the general partners or members stating that it is a true
copy, that said partnership or limited liability company is in full force and effect, and that
there have been no further amendments to the agreement. This Commitment will then
be subject to such further requirements as may be deemed necessary.
[] (N) A copy of the complete lease, as referenced in Schedule A, #3 herein, together with any
amendments and/or assignments thereto, must be submitted to the Company for review,
along with an affidavit executed by the present lessee stating that it is a true copy, that
the lease is in full force and effect, and that there have been no further amendments to
the lease. This Commitment will then be subject to such further requirements as may be
deemed necessary.
[X] (0) Approval from the Company's Underwriting Department must be obtained for issuance of
the policy contemplated herein and any endorsements requested thereunder. This
Commitment will then be subject to such further requirements as may be required to
obtain such approval.
[] (P) Potential additional requirements, if ALTA Extended coverage is contemplated hereunder,
and work on the land has commenced prior to close, some or all of the following
requirements, and any other requirements which may be deemed necessary, may need to
be met:
Form No. 1068-2 Commitment No.:NCS-801150-ONT1
ALTA Plain Language Commitment Page Number:9
[] (Q) The Company's "Indemnity Agreement I" must be executed by the appropriate parties.
[] (R) Financial statements from the appropriate parties must be submitted to the Company for
review.
[] (S) A copy of the construction contract must be submitted to the Company for review.
[] (T) An inspection of the land must be performed by the Company for verification of the phase
of construction.
[] (U) The Company's "Mechanic's Lien Risk Addendum" form must be completed by a Company
employee, based upon information furnished by the appropriate parties involved.
Form No. 1068-2 Commitment No.:NCS-801150-ONTI
ALTA Plain Language Commitment Page Number:10
SCHI:EDULE B
SECTION TWO
EXCEPTIONS
Any policy we issue will have the folloWng exceptions unless they are taken care of to our satisfaction.
The printed exceptions and exclusions from the coverage of the 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
Commitment.
1. General and special taxes and assessments for the fiscal year 2016-2017, a lien not yet due or
payable.
2. The lien of defaulted taxes for the fisca8 year 2015, and any subsequent delinquencies.
Tax Rate Area: 005007'
A. P. No.: 0292-034-02-0-000
Amount to redeem: $3,790.07
Valid through: JULY, 2016
Amount to redeem: $3,840.72
Valid through: AUGUST, 2016
Please contact the tax office to verify the payoff amount.
(Affects Parcel 1 and Portion of Parcel 4)
3. The lien of defaufted taxes for the fiscal year 2015, and any subsequent delinquencies.
Tax Rate Area: 0050,07
A. P. No.. 0292:-034-05-0-000
Amount to redeem: $4,267-54
Valid through: JULY, 201.6
Amount to redeem, $4,324.61
Valid through: AUGUST, 2016
Please contact the tax office to verify the payoff amount.,
(Affects Parcel 2 and Portion of Parcel 4)
4. The lien of defaulted taxes for the fiscal year 2015, and any subsequent delinquencies,
Tax Rate Area: 005007
A. P. No.: 0292-034--08-0-000
Amount to redeem: $1,795.90
Valid through: JULY, 20116
Amount to redeem: $1,819.72
Valid through: AUGUST, 2016
Please contact the tax office to verify the payoff amount.
(Affects Parcel 3)
Form No. 1068-2 Commitment No.:NCS-801150-ONTI
ALTA Plain Language Commitment Page Number:11
5. The lien of supplemental taxes, if any, assessed pursuant to Chapter 3.5 commencing with
Section 75 of the California Revenue and Taxation Code.
6. An easement for irrigating and incidental purposes in the document recorded in Book "C" of
Deeds, Page 317.
The location of the easement cannot be determined from record information.
(Affects Parcel 3)
7. An easement for ditches and pipe lines and incidental purposes in the document recorded in
Book 84 of Deeds, Page 235, and Book 191, Page 283 of Deeds .
The location of the easement cannot be determined from record information.
8. An easement for installation and maintenance of a pipe line or ditch and incidental purposes in
the document recorded in Book 458 of Deeds, Page 366.
The location of the easement cannot be determined from record information.
(Affects Parcel 3)
9. An easement for pipe lines and incidental purposes in the document recorded as Book 2571,
Page 482 of Official Records.
(Affects Parcel 3)
10. An easement for communication lines and incidental purposes in the document recorded as Book
4787, Page 283 of Official Records.
11. Abutter's rights of ingress and egress to or from freeway have been relinquished in the document
recorded August 8, 1961 as Book 5504, Page 113 of Official Records.
(Affects Parcels 1 and 2)
12. Abutter's rights of ingress and egress to or from freeway have been relinquished in the document
recorded September 15, 1961 as Book 5536, Page 404 of Official Records.
(Affects Parcel 3)
13. The effect of a deed executed by Robert R. Brenner AND Sue A. Brenner, Trustees of The
Brenner Family Trust dated November 21, 1989 to Robert R. Brenner AND Sue A. Brenner,
recorded December 23, 1994 as Instrument No. 19940506295 of Official Records.
At the date of recording of the document,the grantor had no record interest in the land.
14. The effect of a deed executed by Robert R. Brenner AND Sue A. Brenner to Robert A. Biorn, or
his Successor in Trust as Trustee of the Robert R. and Sue A. Brenner Charitable Remainder
Unitrust dated December 29, 1993, recorded December 23, 1994 as Instrument No.
19940506299 of Official Records.
At the date of recording of the document, the grantor had no record interest in the land.
Form No. 1068-2 Commitment No.:NCS-801150-ONT1
ALTA Plain Language Commitment Page Number:12
15. The effect of a deed executed by Robert A. Biorn, or his Successor in Trust as Trustee of the
Robert R. and Sue A. Brenner Charitable Remainder Unitrust dated December 29, 1993 to Robert
R. Brenner, Successor Trustee of The Robert R. Brenner and Sue A Brenner Charitable Remainder
Unitrust dated December 29, 1993, recorded August 4, 2000 as Instrument No. 20000281476 of
Official Records.
At the date of recording of the document, the grantor had no record interest in the land.
16. The lack of a right of access to and from the land.
Notice: Paragraph 4 of the insuring provisions on the face page of the policy will be deleted from
the policy to be issued.
17. Any right, title or interest of the spouse, if any, of any married vestee herein.
18. Water rights, claims or title to water, whether or not shown by the public records.
19. Rights of parties in possession.
Form No. 1068-2 Commitment No.:NCS-801150-ONT1
ALTA Plain Language Commitment Page Number:13
INFORMATIONAL NOTES
1. Taxes for proration purposes only for the fiscal year 2015-2016.
First Installment: $1,688.38, DELINQUENT
Second Installment: $1,688.37, DELINQUENT
Tax Rate Area: 005007
APN: 0292-034-02-0-000
Note: The above taxes are included in the tax default shown as exception No. 2.
(Affects Parcel 1 and Portion of Parcel 4)
2. Taxes for proration purposes only for the fiscal year 2015-2016.
First Installment: $1,902.50, DELINQUENT
Second Installment: $1,902.48, DELINQUENT
Tax Rate Area: 005007
APN: 0292-034-05-0-000
Note: The above taxes are included in the tax default shown as exception No. 3.
(Affects Parcel 2 and Portion of Parcel 4)
3. Taxes for proration purposes only for the fiscal year 2015-2016.
First Installment: $794.14, DELINQUENT
Second Installment: $794.12, DELINQUENT
Tax Rate Area: 005007
APN: 0292-034-08-0-000
Note: The above taxes are included in the tax default shown as exception No. 4.
(Affects Parcel 3)
4. The property covered by this report is vacant land.
5. According to the public records, there has been no conveyance of the land within a period of
twenty-four months prior to the date of this report, except as follows:
None
6. This preliminary report/commitment was prepared based upon an application for a policy of title
insurance that identified land by street address or assessor's parcel number only. It is the
responsibility of the applicant to determine whether the land referred to herein is in fact the land
that is to be described in the policy or policies to be issued.
The map attached, if any, may or may not be a survey of the land depicted hereon, First American Title
Insurance Company expressly disclaims any liability for loss or damage which may result from reliance
Form No. 1068-2 Commitment No.:NCS-801150-ONT1
ALTA Plain Language Commitment Page Number:14
on this map except to the extent coverage for such loss or damage is expressly provided by the terms
and provisions of the title insurance policy, if any, to which this map is attached.
*****To obtain wire instructions for deposit of funds to your escrow file please
contact your Escrow Officer.*****
Form No. 1068-2 Commitment No.:NCS-801150-ONT1
ALTA Plain Language Commitment Page Number:15
CONDITIONS
1. DEFINITIONS
(a)"Mortgage" means mortgage, deed of trust or other security instrument.
(b)"Public Records" means title records that give constructive notice of matters affecting the title
according to the state law where the land is located.
2. LATER DEFECTS
The Exceptions in Schedule B - Section Two may be amended to show any defects, liens or
encumbrances that appear for the first time in the public records or are created or attached between the
Commitment Date and the date on which all of the Requirements (a) and (c) of Schedule B - Section One
are met. We shall have no liability to you because of this amendment.
3. EXISTING DEFECTS
If any defects, liens or encumbrances existing at Commitment Date are not shown in Schedule B, we may
amend Schedule B to show them. If we do amend Schedule B to show these defects, liens or
encumbrances, we shall be liable to you according to Paragraph 4 below unless you knew of this
information and did not tell us about it in writing.
4. LIMITATION OF OUR LIABILITY
Our only obligation is to issue to you the Policy referred to in this Commitment, when you have met its
Requirements. If we have any liability to you for any loss you incur because of an error in this
Commitment, our liability will be limited to your actual loss caused by your relying on this Commitment
when you acted in good faith to:
comply with the Requirements shown in Schedule B- Section One
or
eliminate with our written consent any Exceptions shown in Schedule B - Section Two,
We shall not be liable for more than the Policy Amount shown in Schedule A of this Commitment and our
liability is subject to the terms of the Policy form to be issued to you.
5. CLAIMS MUST BE BASED ON THIS COMMITMENT
Any claim, whether or not based on negligence, which you may have against us concerning the title to
the land must be based on this commitment and is subject to its terms.
Farm No. 1068-2 Commitment No.:NCS-801150-ONT1
ALTA Plain Language Commitment Page Number:16
F7rstAmerican T-de
Privacy Information
We Are Committed to Safeguarding Customer Information
In order to better serve your needs now and in the future,we may ask you to provide us with certain information.We understand that you may be concerned about what we will do with such
information-particularly any personal or financial information.We agree that you have a right to know how we will utilize the personal information you provide to us.Therefore,together with our
subsidiaries we have adopted this Privacy Policy to govern the use and handling of your personal information.
Applicability
This Privacy Polity governs our use of the information that you provide to us.It does not govern the manner in which we may use information we have obtained from any other source,such as
information obtained from a public record or from another person or entity.First American has also adopted broader guidelines that govern our use of personal information regardless of its source.
First American calls these guidelines its Fair Information Values.
Types of Information
Depending upon which of our services you are utilizing,the types of nonpublic personal information that we may collect include:
• Information we receive from you on applications,forms and in other communications to us,whether in writing,in person,by telephone or any other means;
• Information about your transactions with us,our affiliated companies,or others;and
• Information we receive from a consumer reporting agency.
Use of Information
We request information from you for our own legitimate business purposes and not for the benefit of any nonaffiliated party.Therefore,we will not release your information to nonaffiliated parties
except:(1)as necessary for us to provide the product or service you have requested of us;or(2)as permitted by law.We may,however,store such information indefinitely,including the period
after which any customer relationship has ceased.Such information may be used for any internal purpose,such as quality control efforts or customer analysis.We may also provide all of the types of
nonpublic personal information fisted above to one or more of our affiliated companlee.Such affiliated companies include financial service providers,such as titre insurers,property and casualty
insurers,and trust and investment advisory companies,or companies involved in real estate services,such as appraisal companies,home warranty companies and escrow companies.Furthermore,
we may also provide all the Information we collect,as described above,to companies that perform marketing services on our behalf,an behalf of our affiliated companies or to other Financial
Institutions with whom we or our affiliated companies have joint marketing agreements.
Former Customers
Even if you are no longer our customer,our Privacy Policy will continue to apply to you.
Confidentiality and Security
We will use our best efforts to ensure that no unauthorized parties have access to any of your information.we restrict access to nonpublic personal information about you to those individuals and
entities who need to know that information to provide products or services to you.We will use our best efforts to train and oversee our employees and agents to ensure that your information will be
handled responsibly and in accordance with this Privacy Policy and First American's Fair Information Values.We currently maintain physical,electronic,and procedural safeguards that comply with
federal regulations to guard your nonpublic personal information.
Information Obtained Through Our Web Site
First American Financial Corporation is sensitive to privacy issues an the Internet.We believe it is important you know how we treat the information about you we receive on the Internet.
In general,you can visit First American or its affiliates'Web sites on the World Wide Web without telling us who you are or revealing any information about yourself.our Web servers collect the
domain names,not the e-mail addresses,of visitors.This information is aggregated to measure the number of visits,average time spent on the site,pages viewed and similar information,First
American uses this information to measure the use of our site and to develop ideas to improve the content of our site.
There are times,however,when we may need Information from you,such as your name and email address.When information Is needed,we will use our best efforts to let you know at the time of
collection how we will use the personal Information.Usually,the personal information we collect is used only by us to respond to your inquiry,process an order or allow you to access specific
account/profile information.If you choose to share any personal information with us,we will only use it In accordance with the policies outlined above.
Business]relationships
First American Financia$Corporation's site and its affiliates'sites may contain links to other Web sites.While we try to link only to sites that share our high standards and respect for privacy,we are
not responsible for the content or the privacy practices employed by other sites.
Cookies
Some of First American's Web sites may make use of'bookie"technology to measure site activity and to customize Information to your personal tastes.A cookie is an element of data that a Web site
can send to your browser,which may then store the cookie an your hard drive.
FirstAm.com uses stored cookies.The goal of this technology is to better serve you when visiting our site,save you time when you are here and to provide you with a more meaningful and
productive Web site experience.
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Fair Information Values
Fairness We consider consumer expectations about their privacy in all our businesses.We only offer products and services that assure a favorable balance between consumer benefits and consumer
privacy.
Public Record We believe that an open public record creates significant value for society,enhances consumer choice and creates consumer opportunity.We actively support an open public record
and emphasize its importance and contribution to our economy.
Use We believe we should behave responsibly when we use information about a consumer in our business.We will obey the laws governing the collection,use and dissemination o€data.
Accuracy We wilt take reasonable steps to help assure the accuracy of the data we collect,use and disseminate.Where possible,we will take reasonable steps to correct inaccurate Information.
When,as with the public record,we cannot correct inaccurate information,we will take all reasonable steps to assist consumers in identifying the source of the erroneous data so that the consumer
can secure the required corrections.
Education We endeavor to educate the users of our products and services,our employees and others in our industry about the importance of consumer privacy.We will instruct our employees on
our fair Information values and on the responsible collection and use of data.We will encourage others in our industry to collect and use Information in a responsible manner.
Security We will maintain appropriate facilities and systems to protect against unauthorized access to and corruption of the data we maintain.
Form 50-PRIVACY(9/1/10) Page 1 of 1 Privacy Information(2001-2010 First American Financial Corporation)
Form No. 1068-2 Commitment No.:NCS-801150-ONT1
ALTA Plain Language Commitment Page Number:17
EXHIBIT A
LIST OF PRINTED EXCEPTIONS AND EXCLUSIONS(BY POLICY TYPE)
1. CALIFORNIA LAND TITLE ASSOCIATION STANDARD COVERAGE POLICY-1990
SCHEDULE B
EXCEPTIONS FROM COVERAGE
This policy does not insure against loss or damage(and the Company will not pay costs,attorneys'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 by the public records.Proceedings by a public agency which may result in taxes or assessments,or notice of such
proceedings,whether or not shown by the records of such agency or by the public records.
2. Any facts,rights,interests,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.
3. Easements,liens or encumbrances,or claims thereof,which are not shown by the public records.
4. Discrepancies,conflicts in boundary lines,shortage in area,encroachments,or any other facts which a correct survey would disclose,and
which are not shown by the public records.
5. (a)Unpatented mining claims;(b)reservations or exceptions in patents or in Acts authorizing the issuance thereof;(c)water rights,claims
or title to water,whether or not the matters excepted under(a),(b),or(c)are shown by the public records.
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy and the Company will not pay lass or damage,costs,attorneys'fees or
expenses which arise by reason of:
1. (a)Any law,ordinance or governmental regulation(including but not limited to building and zoning laws,ordinances,or regulations)
restricting,regulating,prohibiting or relating to(i)the occupancy,use,or enjoyment of the land;(ii)the character,dimensions or location 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 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 encumbrance
resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy.
(b)Any governmental police power not excluded by(a)above,except to the extent that a notice of the exercise thereof or a notice of a
defect,lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date
of Policy.
2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy,but not excluding
from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without
knowledge.
3. Defects,liens,encumbrances,adverse claims or other matters:
(a) whether or not recorded in the public records at Date of Policy,but created,suffered,assumed or agreed to by the insured claimant;
(b) not known to the Company,not recorded in the public records at Date of Policy,but known to the insured claimant and not disclosed in
writing to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy;
(c) resulting in no loss or damage to the insured claimant;
(d) attaching or created subsequent to Date of Policy;or
(e) resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the insured mortgage or for
the estate or interest insured by this policy.
4. Unenforceability of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy,or the inability or
failure of any subsequent owner of the indebtedness,to comply with applicable"doing business"laws of the state in which the land is
situated.
5. Invalidity or unenforceability of the lien of the insured mortgage,or claim thereof,which arises out of the transaction evidenced by the
insured mortgage and is based upon usury or any consumer credit protection or truth in lending law.
6. Any claim,which arises out of the transaction vesting in the insured the estate or interest insured by their policy or the transaction creating
the interest of the insured lender,by reason of the operation of federal bankruptcy,state insolvency or similar creditors'rights laws.
2. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY FORM B-1970
SCHEDULE OF EXCLUSIONS FROM COVERAGE
I. Any law,ordinance or governmental regulation(including but not limited to building and zoning ordinances)restricting or regulating or
prohibiting the occupancy,use or enjoyment of the land,or regulating the character,dimensions or location of any improvement now or
hereafter erected on the land,or prohibiting a separation in ownership or a reduction in the dimensions of area of the land,or the effect of
any violation of any such law,ordinance or governmental regulation.
1 Rights of eminent domain or governmental rights of police power unless notice of the exercise of such rights appears in the public records at
Date of Policy.
3. Defects,liens,encumbrances,adverse claims,or other matters(a)created,suffered,assumed or agreed to by the insured claimant;(b)not
known to the Company and not shown by the public records but known to the insured claimant either at Date of Policy or at the date such
claimant acquired an estate or interest insured by this policy and not disclosed in writing by the insured claimant to the Company prior to the
date such insured claimant became an insured hereunder;(c)resulting in no loss or damage to the insured claimant;(d)attaching or
created subsequent to Date of Policy,or(e)resulting in loss or damage which would not have been sustained if the insured claimant had
paid value for the estate or interest insured by this policy.
3. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY FORM B-1970
WITH REGIONAL EXCEPTIONS
When the American Land Title Association policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth
in paragraph 2 above are used and the following exceptions to coverage appear in the policy.
SCHEDULE B
Form No. 1068-2 Commitment No.:NCS-801150-ONTI
ALTA Plain Language Commitment Page Number:18
This policy does not insure against loss or damage by reason of the matters shown in parts one and two following:
Part One
L 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 by the public records.
2. Any facts,rights,interests,or claims which are not shown by the public records but which could be ascertained by an inspection of said land
or by making inquiry of persons in possession thereof.
3. Easements,claims of easement or encumbrances which are not shown by the public records.
4. Discrepancies,conflicts in boundary lines,shortage in area,encroachments,or any other facts which a correct survey would disclose,and
which are not shown by public records.
5. Unpatented mining claims;reservations or exceptions in patents or in Acts authorizing the issuance thereof;water rights,claims or title to
water.
6. Any lien,or right to a lien,for services,labor or material heretofore or hereafter furnished,imposed by law and not shown by the public
records.
4.AMERICAN LAND TITLE ASSOCIATION LOAN POLICY-1970
WITH A.L.T.A.ENDORSEMENT FORM 1 COVERAGE
SCHEDULE OF EXCLUSIONS FROM COVERAGE
1. Any law,ordinance or governmental regulation(including but not limited to building and zoning ordinances)restricting or regulating or
prohibiting the occupancy,use or enjoyment of the land,or regulating the character,dimensions or location of any improvement now or
hereafter erected on the land,or prohibiting a separation in ownership or a reduction in the dimensions or area of the land,or the effect of
any violation of any such law ordinance or governmental regulation.
2. Rights of eminent domain or governmental rights of police power unless notice of the exercise of such rights appears in the public records at
Date of Policy.
3. Defects,liens,encumbrances,adverse claims,or other matters(a)created,suffered,assumed or agreed to by the insured claimant,(b)not
known to the Company and not shown by the public records but known to the insured claimant either at Date of Policy or at the date such
claimant acquired an estate or interest insured by this policy or acquired the insured mortgage and not disclosed in writing by the insured
claimant to the Company prior to the date such insured claimant became an insured hereunder,(c)resulting in no loss or damage to the
insured claimant;(d)attaching or created subsequent to Date of Policy(except to the extent insurance is afforded herein as to any statutory
lien for labor or material or to the extent insurance is afforded herein as to assessments for street improvements under construction or
completed at Date of Policy).
4. Unenforceability of the lien of the insured mortgage because of failure of the insured at Date of Policy or of any subsequent owner of the
indebtedness to comply with applicable"doing business"laws of the state in which the land is situated.
S.AMERICAN LAND TITLE ASSOCIATION LOAN POLICY-1970
WITH REGIONAL EXCEPTIONS
When the American Land Title Association Lenders Policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy,the exclusions
set forth in paragraph 4 above are used and the following exceptions to coverage appear in the policy.
SCHEDULE B
This policy does not insure against loss or damage by reason of the matters shown in parts one and two following:
Part One
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 by the public records.
2, Any facts,rights,interests,or claims which are not shown by the public records but which could be ascertained by an inspection of said land
or by making inquiry of persons in possession thereof.
3. Easements,claims of easement or encumbrances which are not shown by the public records.
4. Discrepancies,conflicts in boundary lines,shortage in area,encroachments,or any other facts which a correct survey would disclose,and
which are not shown by public records.
5. Unpatented mining claims;reservations or exceptions in patents or in Acts authorizing the issuance thereof;water rights,claims or title to
water.
6. Any lien,or right to a lien,for services,labor or material theretofore or hereafter furnished,imposed by law and not shown by the public
records.
6.AMERICAN LAND TITLE ASSOCIATION LOAN POLICY-1992
WITH A.L.T.A.ENDORSEMENT FORM 1 COVERAGE
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy and the Company will not pay lass or damage,costs,attorneys'fees or
expenses which arise by reason of,
1. (a)Any law,ordinance or governmental regulation(including but not limited to building and zoning laws,ordinances,or regulations)
restricting,regulating,prohibiting or relating to(i)the occupancy,use,or enjoyment of the land;(ii)the character,dimensions or location 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 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 encumbrance
resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy;
(b)Any governmental police power not excluded by(a)above,except to the extent that a notice of the exercise thereof or a notice of a
defect,lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date
of Policy.
Form No. 1068-2 Commitment No.:NCS-801150-ONTI
ALTA Plain Language Commitment Page Number:19
2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy,but not excluding
from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without
knowledge.
3. Defects,liens,encumbrances,adverse claims,or other matters:
(a)whether or not recorded in the public records at Date of Policy,but created,suffered,assumed or agreed to by the insured claimant;
(b)not known to the Company,not recorded in the public records at Date of Policy,but known to the insured claimant and not disclosed in
writing to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy;
(c)resulting in no loss or damage to the insured claimant;
(d)attaching or created subsequent to Date of Policy(except to the extent that this policy insures the priority of the lien of the insured
mortgage over any statutory lien for services,labor or material or the extent insurance is afforded herein as to assessments for street
improvements under construction or completed at date of policy);or
(e)resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the insured mortgage.
4. Unenforceability of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy,or the inability or
failure of any subsequent owner of the indebtedness,to comply with the applicable"doing business"laws of the state in which the land is
situated.
5. Invalidity or unenforceability of the lien of the insured mortgage,or claim thereof,which arises out of the transaction evidenced by the
insured mortgage and is based upon usury or any consumer credit protection or truth in lending law.
6. Any statutory lien for services,labor or materials(or the claim of priority of any statutory lien for services,labor or materials over the Igen of
the insured mortgage)arising from an improvement or work related to the land which is contracted for and commenced subsequent 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 Date of Policy
the insured has advanced or is obligated to advance.
7. Any claim,which arises out of the transaction creating the interest of the mortgagee insured by this policy,by reason of the operation of
federal bankruptcy,state insolvency,or similar creditors'rights laws,that is based on:
(i)the transaction creating the interest of the insured mortgagee being deemed a fraudulent conveyance or fraudulent transfer;or
(ii)the subordination of the interest of the insured mortgagee as a result of the application of the doctrine of equitable subordination;or
(iii)the transaction creating the interest of the insured mortgagee being deemed a preferential transfer except where the preferential
transfer results from the failure:
(a)to timely record the instrument of transfer;or
(b)of such recordation to impart notice to a purchaser for value or a judgment or lien creditor.
7.AMERICAN LAND TITLE ASSOCIATION LOAN POLICY-1492
WITH REGIONAL EXCEPTIONS
When the American Land Title Association policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth
in paragraph 6 above are used and the following exceptions to coverage appear in the policy.
SCHEDULE B
This polity does not insure against loss or damage(and the Company will not pay costs,attorneys'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 by the public records.
2. Any facts,rights,interests,or claims which are not shown by the public records but which could be ascertained by an inspection of said
land or by making inquiry of persons in possession thereof.
3. Easements,claims of easement or encumbrances which are not shown by the public records.
4. Discrepancies,conflicts in boundary lines,shortage in area,encroachments,or any other facts which a correct survey would disclose,and
which are not shown by public records.
5. Unpatented mining claims; reservations or exceptions in patents or in Acts authorizing the issuance thereof;water rights,claims or title to
water.
6. Any lien,or right to a lien,for services,labor or material theretofore or hereafter furnished,imposed by law and not shown by the public
records.
8.AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY-1992
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage,costs,attorneys'fees or
expenses which arise by reason of:
t. (a)Any law,ordinance or governmental regulation(including but not limited to building and zoning laws,ordinances,or regulations)
restricting,regulating,prohibiting or relating to(i)the occupancy,use,or enjoyment of the land;(ii)the character,dimensions or location 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 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 encumbrance
resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy.
(b)Any governmental police power not excluded by(a)above,except to the extent that a notice of the exercise thereof or a notice of a
defect,lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date
of Policy.
2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy,but not excluding
from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without
knowledge.
3. Defects,liens,encumbrances,adverse claims,or other matters:
(a)created,suffered,assumed or agreed to by the insured claimant;
(b)not known to the Company,not recorded in the public records at Date of Policy,but known to the insured claimant and not disclosed in
writing to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy;
(c)resulting in no loss or damage to the insured claimant;
(d)attaching or created subsequent to Date of Policy;or
Form No. 1068-2 Commitment No.:NCS-801150-ONTI
ALTA Plain Language Commitment Page Number:20
(e)resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the estate or interest insured
by this policy.
4. Any claim,which arises out of the transaction vesting in the insured the estate or interest insured by this policy,by reason of the operation
of federal bankruptcy,state insolvency,or similar creditors'rights laws,that is based on:
(i)the transaction creating the estate or interest insured by this policy being deemed a fraudulent conveyance or fraudulent transfer;or
(ii)the transaction creating the estate or interest insured by this policy being deemed a preferential transfer except where the preferential
transfer results from the failure:
(a)to timely record the instrument of transfer;or
(b)of such recordation to impart notice to a purchaser for value or a judgment or lien creditor.
9.AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY-1992
WITH REGIONAL EXCEPTIONS
When the American Land Title Association policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth
in paragraph 8 above are used and the following exceptions to coverage appear in the policy.
SCHEDULE B
This policy does not insure against loss or damage(and the Company will not pay costs,attorneys'fees or expenses)which arise by reason of:
Part One:
I. 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 by the public records.
2. Any facts,rights,interests,or claims which are not shown by the public records but which could be ascertained by an inspection of said land
or by making inquiry of persons in possession thereof.
3. Easements,claims of easement or encumbrances which are not shown by the public records.
4. Discrepancies,conflicts in boundary lines,shortage in area,encroachments,or any other facts which a correct survey would disclose,and
which are not shown by public records.
5. Unpatented mining claims;reservations or exceptions in patents or in Acts authorizing the issuance thereof;water rights,claims or title to
water.
6. Any lien,or right to a lien,for services,labor or material theretofore or hereafter furnished,imposed by law and not shown by the public
records.
ALTA RESIDENTIAL TITLE INSURANCE POLICY(6-1-87)
EXCLUSIONS
In addition to the Exceptions in Schedule B,you are not insured against loss,costs,attomeys'fees,and expenses resulting from;
1. Governmental police power, and the existence or violation of any law or government regulation. This includes building and zoning
ordinances and also laws and regulations concerning:
(a)and use
(b)improvements on the land
(c)and division
(d)environmental protection
This exclusion does not apply to violations or the enforcement of these matters which appear in the public records at Policy Date.
This exclusion does not limit the zoning coverage described in Items 12 and 13 of Covered Title Risks.
2. The right to take the land by condemning it,unless:
(a)a notice of exercising the right appears in the public records on the Policy Date
(b)the taking happened prior to the Policy Date and is binding on you if you bought the land without knowing of the taking
3. Title Risks:
(a)that are created,allowed,or agreed to by you
(b)that are known to you,but not to us,on the Policy Date--unless they appeared in the public records
(c)that result in no loss to you
(d)that first affect your title after the Policy Date--this does not limit the labor and material lien coverage in Item 8 of Covered Title Risks
4. Failure to pay value for your title.
5. Lack of a right:
(a)to any land outside the area specifically described and referred to in Item 3 of Schedule A OR
(b)in streets,alleys,or waterways that touch your land
This exclusion does not limit the access coverage in Item 5 of Covered Title Risks.
11.EAGLE PROTECTION OWNER'S POLICY
CLTA HOMEOWNER'S POLICY OF TITLE INSURANCE-1998
ALTA HOMEOWNER'S POLICY OF TITLE INSURANCE- 1998
Covered Risks 14(Subdivision Law Violation).15(Building Permit).16(Zoning)and 18(Encroachment of boundary walls or
fences)are subject to Deductible Amounts and Maximum Dollar Limits of Liability
Form No. 1068-2 Commitment No.:NCS-801150-ONTI
ALTA Plain Language Commitment Page Number:21
EXCLUSIONS
In addition to the Exceptions in Schedule B,you are not insured against loss,costs,attorneys'fees,and expenses resulting from:
1. Governmental police power,and the existence or violation of any law or government regulation.This includes ordinances, laws and
regulations concerning:
a. building b.zoning
c.land use d.improvements on the land
e.land division f.environmental protection
This exclusion does not apply to violations or the enforcement of these matters if notice of the violation or enforcement appears in
the Public Records at the Policy Date.
This exclusion does not limit the coverage described in Covered Risk 14, 15, 16, 17 or 24.
2. The failure of Your existing structures,or any part of them,to be constructed in accordance with applicable building codes.This
Exclusion does not apply to violations of building codes if notice of the violation appears in the Public Records at the Policy Date.
3. The right to take the Land by condemning it,unless:
a.a notice of exercising the right appears in the Public Records at the Policy Date;or
b.the taking happened before the Policy Date and is binding on You if You bought the Land without Knowing of the taking.
4. Risks:
a.that are created,allowed,or agreed to by You,whether or not they appear in the Public Records;
b.that are Known to You at the Policy Date,but not to Usr unless they appear in the Public Records at the Policy Date;
c.that result in no loss to You; or
d.that first occur after the Policy Date-this does not limit the coverage described in Covered Risk 7r 8.d,22r 23,24 or 25.
5. Failure to pay value for Your Title.
6. Lack of a right:
a.to any Land outside the area specifically described and referred to in paragraph 3 of Schedule A; and
b.in streets,alleys,or waterways that touch the Land.
This exclusion does not limit the coverage described in Covered Risk 11 or 18.
12.THIRD GENERATION EAGLE LOAN POLICY AMERICAN LAND TITLE ASSOCIATION EXPANDED COVERAGE RESIDENTIAL LOAN
POLICY(1/01/08)
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage,costs,attorneys'fees or
expenses which arise by reason of:
1. (a)Any law,ordinance,permit,or governmental regulation(including those relating to building and zoning)restricting,regulating,
prohibiting,or relating to(i)the occupancy,use,or enjoyment of the Land;(ii)the character,dimensions,or location of any
improvement erected on the Land;(iii)the subdivision of land;or(iv)environmental protection;or the effect of any violation of these
laws,ordinances,or governmental regulations.This Exclusion 1(a)does not modify or limit the coverage provided under Covered Risk
5,6, 13(c), 13(d), 14 or 16.
(b)Any governmental police power.This Exclusion 1(b)does not modify or limit the coverage provided under Covered Risk 5,6,13(c),
13(d),14 or 16.
2. Rights of eminent domain.This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.
3. Defects,liens,encumbrances,adverse claims,or other matters
(a)created,suffered,assumed or agreed to by the Insured Claimant;
(b)not Known to the Company,not recorded in the Public Records at Date of Policy,but Known to the Insured Claimant and not
disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this
polity;
(c)resulting in no loss or damage to the Insured Claimant;
(d)attaching or created subsequent to Date of Policy(however,this does not modify or limit the coverage provided under Covered
Risk 11, 16,17,18, 19,20,21,22,23,24,27 or 28);or
(e)resulting in loss or damage which would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage.
4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing
business laws of the state where the Land is situated.
5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the
Insured Mortgage and is based upon usury,or any consumer credit protection or truth-in-lending law.This Exclusion does not modify
or limit the coverage provided in Covered Risk 26.
6. Any claim of invalidity,unenforceability or lack of priority of the lien of the Insured Mortgage as to Advances or modifications made
after the Insured has Knowledge that the vestee shown in Schedule A is no longer the owner of the estate or interest covered by this
policy.This Exclusion does not modify or limit the coverage provided in Covered Risk 11.
7. Any lien on the"title for real estate taxes or assessments imposed by governmental authority and created or attaching subsequent to
Date of Policy.This Exclusion does not modify or limit the coverage provided in Covered Risk 11(b)or 25.
8. The failure of the residential structure,or any portion of it,to have been constructed before,on or after Date of Policy in accordance
with applicable building codes.This Exclusion does not modify or limit the coverage provided in Covered Risk 5 or 6.
13.AMERICAN LAND TITLE ASSOCIATION LOAN POLICY-2005
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy,and the Company will not pay loss or damage,costs,attorneys'fees,or
Form No. 1068-2 Commitment No.:NCS-801150-ONT1
ALTA Plain Language Commitment Page Number:22
expenses that arise by reason of:
1. (a)Any law,ordinance,permit,or governmental regulation(including those relating to building and zoning)restricting,regulating,
prohibiting,or relating to
(i)the occupancy,use,or enjoyment of the Land;
(ii)the character,dimensions,or location of any improvement erected on the Land;
(iii)the subdivision of land;or
(iv)environmental protection;
or the effect of any violation of these laws,ordinances,or governmental regulations.This Exclusion 1(a)does not modify or limit the
coverage provided under Covered Risk 5.
(b)Any governmental police power.This Exclusion 1(b)does not modify or limit the coverage provided under Covered Risk 6.
2. Rights of eminent domain.This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.
3. Defects,liens,encumbrances,adverse claims,or other matters
(a)created,suffered,assumed,or agreed to by the Insured Claimant;
(b)not Known to the Company,not recorded in the Public Records at Date of Policy,but Known to the Insured Claimant and not disclosed
in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy;
(c)resulting in no loss or damage to the Insured Claimant;
(d)attaching or created subsequent to Date of Policy(however,this does not modify or limit the coverage provided under Covered Risk 11,
13,or 14);or
(e)resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage.
4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing-
business laws of the state where the Land is situated.
S. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the
Insured Mortgage and is based upon usury or any consumer credit protection or truth-in-lending law.
6. Any claim,by reason of the operation of federal bankruptcy,state insolvency,or similar creditors'rights laws,that the transaction creating
the lien of the Insured Mortgage,is
(a)a fraudulent conveyance or fraudulent transfer,or
(b)a preferential transfer for any reason not stated in Covered Risk 13(b)of this policy.
7. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of
Policy and the date of recording of the Insured Mortgage in the Public Records.This Exclusion does not modify or limit the coverage
provided under Covered Risk 11(b).
14.AMERICAN LAND TITLE ASSOCIATION LOAN POLICY-2006
WITH REGIONAL EXCEPTIONS
When the American Land Title Association policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exdusions set forth
in paragraph 13 above are used and the following exceptions to coverage appear in the policy.
SCHEDULE B
This policy dues not insure against loss or damage(and the Company will not pay costs,attorneys'fees or expenses)which arise by reason of:
1. (a)Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real
property or by the Public Records;(b)proceedings by a public agency that may result in taxes or assessments,or notices of such
proceedings,whether or not shown by the records of such agency or by the Public Records.
2. Any facts,rights,interests,or claims that are not shown by the Public Records but that could be ascertained by an inspection of the Land or
that may be asserted by persons in possession of the Land.
3. Easements,liens or encumbrances,or claims thereof,not shown by the Public Records,
4. Any encroachment,encumbrance,violation,variation,or adverse circumstance affecting the Title that would be disclosed by an accurate
and complete land survey of the Land and not shown by the Public Records.
S. (a)Unpatented mining claims;(b)reservations or exceptions in patents or in Acts authorizing the issuance thereof;(c)water rights,claims
or title to water,whether or not the matters excepted under(a),(b),or(c)are shown by the Public Records.
15.AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY-2006
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage,costs,attorneys'fees or
expenses which arise by reason of:
1. (a)Any law,ordinance,permit,or governmental regulation(including those relating to building and zoning)restricting,regulating,
prohibiting,or relating to
(i)the occupancy,use,or enjoyment of the Land;
(ii)the character,dimensions,or location of any improvement erected on the Land;
(fii)the subdivision of land;or
(iv)environmental protection;or the effect of any violation of these laws,ordinances, or governmental regulations.This Exclusion 1(a)
does not modify or limit the coverage provided under Covered Risk 5.
Form No. 1068-2 Commitment No.:NCS-801150-ONTI
ALTA Plain Language Commitment Page Number:23
(b)Any governmental police power.This Exclusion 1(b)does not modify or limit the coverage provided under Covered Risk 6.
2. Rights of eminent domain.This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.
3. Defects,liens,encumbrances,adverse claims,or other matters
(a)created,suffered,assumed,or agreed to by the Insured Claimant;
(b)not Known to the Company,not recorded in the Public Records at Date of Policy,but Known to the Insured Claimant and not disclosed
in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy;
(c)resulting in no loss or damage to the Insured Claimant;
(d)attaching or created subsequent to Date of Policy(however,this does not modify or limit the coverage provided under Covered Risks 9
and 10);or
(e)resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Title.
4. Any claim,by reason of the operation of federal bankruptcy,state insolvency,or similar creditors rights laws,that the transaction vesting
the Title as shown in Schedule A,is
(a)a fraudulent conveyance or fraudulent transfer;or
(b)a preferential transfer for any reason not stated in Covered Risk 9 of this policy.
5. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of
Policy and the date of recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A.
16.AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY-2006
WITH REGIONAL EXCEPTIONS
When the American Land Title Association policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the
exclusions set forth in paragraph 15 above are used and the following exceptions to coverage appear in the polity.
SCHEDULE B
This policy does not insure against loss or damage(and the Company will not pay costs,attorneys'fees or expenses)which arise by reason
of:
1. (a)Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real
property or by the Public Records;(b)proceedings by a public agency that may result in taxes or assessments,or notices of such
proceedings,whether or not shown by the records of such agency or by the Public Records,
2. Any facts,rights,interests,or claims that are not shown by the Public Records but that could be ascertained by an inspection of the Land or
that may be asserted by persons in possession of the Land.
3. Easements,liens or encumbrances,or claims thereof,not shown by the Public Records.
4. Any encroachment,encumbrance,violation,variation,or adverse circumstance affecting the Title that would be disclosed by an accurate
and complete land survey of the Land and not shown by the Public Records.
5. (a)Unpatented mining claims;(b)reservations or exceptions in patents or in Acts authorizing the issuance thereof;(c)water rights,claims
or title to water,whether or not the matters excepted under(a),(b),or(c)are shown by the Public Records.
EXHIBIT 11B11
GRANT DEED
RECORDING REQUESTED BY:
First American Title Insurance Company
WHEN RECORDED MAIL TO:
City of Redlands
P.O. Box 3005
Redlands, California 92373
Attention: City Clerk
(Space Above for Recorder's Use)
APN Numbers 0292-034-02,05 and 08
GRANT DEED
The undersigned Grantor declares that Documentary Transfer Tax is not shown pursuant
to Section 11932 of the California Revenue and Taxation Code, as amended.
FOR GOOD AND VALUABLE CONSIDERATION,the receipt and sufficiency of
which is hereby acknowledged THE ROBERT W. BEST FAMILY TRUST dated August 22,
1994 AND THE ROBERT R. AND SUE A. BRENNER CHARITABLE REMAINDER
UNITRUST dated December 29, 1993 (the"Grantor"), hereby grants to CITY OF
REDLANDS, a municipal corporation,the real property in the City of Redlands, County of San
Bernardino, State of California, described in Exhibit "A" attached to and incorporated in this
Agreement by this reference.
THIS GRANT AND CONVEYANCE IS MADE AND ACCEPTED SUBJECT TO
COVENANTS, CONDITIONS, RESTRICTIONS, RESERVATIONS, RIGHTS OF WAY AND
EASEMENTS NOW OF RECORD.
[signature page follows]
MAIL TAX STATEMENTS TO:
City of Redlands
P.O. Box 3005
Redlands, California 92373
Attention: City Clerk
IN WITNESS WHEREOF,the Grantor has executed this Grant Deed as of
2016.
GRANTOR:
THE ROBERT W. BEST FAMILY TRUST dated
August 22, 1994
-0-2. A;4-t
By: zllq-4671?
Its:
AND
THE ROBERT R. AND SUE A. BRENNER
CHARITABLE REMAINDER UNITRUST dated
December 29, 1993
By:
Its:
Y
i
MAIL TAX STATEMENTS TO:
City of Redlands
F.O. Box 3005
Redlands, California 92373
Attention: City Clerk
WITNESS WHEREOF,the Grantor has executed this Grant Deed as of
um 1 2016.
GRANTOR:
THE ROBERT W. BEST FAMILY TRUST dated
August 22, 1994
By:
Its:
AND
THE ROBERT R. AND SUE A. BRENNER
CHARITABLE REMAINDER UNITRUST dated
Decemb 9 99
By: .
Its:
A notary public or other officer completing this
certificate verified only the identity of the
individual who signed the document to which
this certificate is attached, and not the
truthfulness, accuracy, or validity of that
document.
STATE OF C �O
j ) ss.
COUNTY O
On ,2016,before ,
otary Public,personally appeared
who proved to me on the basis o sates a tory evidenc be the person whose name(
is/ar6 subscribed to the within instrument and acknowledged to me that he/sye/tVy/executcd the same in
his/W/thp authorized capacityW and that b hist/theif signature{� m
'on the instrument the person(
rrti
or the ety upon behalf of which the person(Wacted,executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
L.R.tVECCA7LA
Commission# 4M��
z Notary Public-Riverside CunyN t ry Public
M Comm.Ex fres Feb 19,2p20~ In and For Said County and State
A notary public or other officer completing this
certificate verified only the identity of the
individual who signed the document to which
this certificate is attached, and not the
truthfulness, accuracy, or validity of that
document.
STATE OF CALIFORNIA )
ss.
COUNTY OF-SActl Luis o , ;r7oU)
t 4k
2016,before me,
Notary Public,personally appeared dt-�tj NF(L
who proved to me on the basis of satisfactory evidence to be the person(4. whose name()
islare subscribed to the within instrument and acknowledged to me that he/sheAkey/executed the same in
his/he&d4r authorized capacity(iea)and that by his/lwz�tl signature(o on the instrument the person($),
or the entity upon behalf of which the person(4 acted,executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seat.
N
LeCWM"SM•214M1 Nota i
wauq Put*•cloomit and For id County,and S)ate
Stn U"OMW CM*
M n.Er int it 12 t!ilfi
S
EXHIBIT "A"
LEGAL DESCRIPTION
1. APN: 0292-034-02-0-000: LA DREW SUB LOT 2 BLK 5 AND PTN S 1/2 DEPOT ST
VAC ADJ ON N AND FAIRBANKS AVE ADJ ON E EX HGWY 1.90 AC M/L
2. APN: 0292-034-05-0-000: LA DREW SUB LOT 2 AND 3 BLK 2 AND S 1/2 ORANGE
AVE VAC ADJ ON N EX HGWY 2.06 AC MIL
3. APN: 0292-034-08-0-000: LA DREW SUB PTN LOT I BLK 2 COM AT SELY COR
SD LOT TH ALG S LI S 89 DEG 33 MIN 53 SECONDS W 628.46 FT TO SWLY COR
THEREOF TH ALG W LI SD LOT N 00 DEG 24 MIN 43 SECONDS W 92.74 FT TH S 88 DEG
32 MIN 24 SECONDS E 608.81 FT TH 44 DEG 28 MIN 07 SECONDS
Kelly Si;moneau
Escrow Officer
First American ksimoneau@firstam.com
3281 E Guasti Road,Suite 440
Thle In-surance Company Ontario,CA 91,761
zwll
N A 7 1 ON A L C 0M M EIR C V A L 5 E R VI C E5 Phone Number:(909)510-6206
FAX (877)461-2088
File No.: NCS-801150-ONTI
Buyer L Borrower Information Regues
Please supply us the information below in order to expedite our escrow.
New Lender is: Loan Officer:
ee
Phone: Fax:
E-Mail:
Name of Insurance Co. is: Agent:
Phone: Fax:
E-Mail:
Buyer/Borrower Contact Information:
Mail Correspondence to:
Home Phone: Office Phone:
Cell'. Fax:
E-Mail:
*if the above address you've supplied is a P.O. Box, do you have a physical address should we need to overnight
something in the future?
Yes, the address is:
City of Redlands, a municipal corporation
B
Name: Paul W. Foster
Title: Mayor-
ATTEST
ayor
ATTEST:
Sam"t r"-w i ,/tify Clerk
3281 E Guasti Road,Suite 440
Ontario,CA 91.761
First An2cricwt'i lPh-(909)510-6206
I Tide Insurance Company FAX-(877)461-2088
N A,T 10,JN A L C OM M E R C I At. S E R V C E S
ENTITY DOCUMENT REQUEST LIST
In order for us to complete your escrow promptly, please furnish Escrow with the following documents
as applicable:
If you hold title or will be taking title as a Corporation, please send.the following:
I. Articles of Incorporation
1 By-Laws
1 Resolution to Sell or Borrow (not required to purchase)
4. Certificate of Good Standing from Secretary of State(if outside of California,
signatures must have two (2) Corporate Officers: President or Vice-President
and Secretary or Treasurer. Less than two signatures will require a Corporate
Resolution authorizing a single signature).
If you hold title or will be taking title as a Limited Liability Company,please send the following:
I. Full copy of Operating Agreement and all amendments
2, Certified copy of LLC-1 filed with Secretary of State to be recorded (if out of
state, please provide equivalent and a Certificate of Good Standing and certified
copy of LLC-5 filed in Sacramento to be recorded).
3. Resolution Showing Authorized Signers
If you hold title or will be taking title as a General Partnership, please send the following:
I, Full copy of Partnership Agreements and all amendments
2. Certified copy of GP-1 filed with Secretary of State to be recorded (if outside
California, certified copy of the Statement of Partnership Authority filed in
another state, should be filed with California Secretary of State and a certified
copy submitted for recording.)
1 Resolution Showing Authorized Signers
If you hold title or will be taking title as a Limited Partnership, please send the following:
1. Full copy of Partnership Agreements and all amendments
2. Certified copy of LP-1 filed with Secretary of State to be recorded (if out of state,
please provide equivalent and a Certificate of Good Standing and certified copy
of LP-5 filed in Sacramento to be recorded.)
3. Resolution Showing Authorized Signers
If you hold title or will be taking title in a Trust, please send the following:
1. Full copy of the Trust for the Title Officer to examine.
2. Completion of the Trust Certification,which is attached. Please note that this
document needs to be notarized when you sign.
3281 E Guasti Road,Suite 440
Ontario,CA 91761
First Ain eric�a n
'77de Insuranve (.76m, y
pan
NATIONAL COMMERC',I/A.1, SERVH"I"IES
VESTING INSTRUCTION AND AMENDMENT
RE: APN 0292-034-02, Redlands, CA Escrow No.: NCS-801150-ONT1 (KS)
NOTE: Please indicate your choice by checking the appropriate selection. Please ffll in the blanks completely
,and print names exactly as they should appear on all documents and as you will be signing your name,,
PURSUANT TO THE ABOVE REFERENCED ESCROW, ESCROW HOLDER IS INSTRUCTED TO REFLECT
MY/OUR NAME(S) AND VESTING AS FOLLOWS:
1. HUSBAND ANL) WIFE (Print names actly as they shotitld"'appear on documents including loan documents)
AND
A. As Joint Tenants
B. As Community Property
C. As Community Property with right of survivorship
D. As Tenants in Common
Each as to an undivided_% interest - percentage or fraction 1/2 or 50%)
E. Other, please,specify_
1 MARRIED MAN -AS HIS SO E AND SEPARATE PROPERTY
E AND S' T
MARRIED WOMAN -AS ER LEAN SEPAR� E*kOPERTY
Print NaI91 exactly as it shoul appelzon ents, including loan documents
SPO S I clocut
PLEASE INDICATE THE FULL NA OF THE SP ISE FOR PRE ARATION OF AN INTERSPOUSAL TRANSFER
DEED:
Page 1
1 INDIVIDUAL (Print names exactly as they should appear on documents including ban documents)
A. ( ) A SINGLE MAN (never married) D. ( ) A SINGLE WOMAN (never married)
B. ( ) A WIDOWER (wife is deceased) E. ( ) A WIDOW (husband is deceased)
C. ( ) AN UNMARRIED MAN (divorced) F. ( ) AN UNMARRIED WOMAN (divorced)
AND
A. A SINGLE MAN (never married) D. ( ) A SINGLE WOMAN (never married)
B ( } A WIDOWER (wife is deceased) E. ( ) A WIDOW (husband is deceased)
C. AN UNMARRIED MAN (divorced) F. ( ) AN UNMARRIED WOMAN (divorced)
ADDITIONAL VESTING IF MORE THAN ONE INDIVIDUAL:
A. As Joint Tenants
E. As Tenants in Common
Each as to an undivided 0/h interest - percentage or fraction (Le., 1/2 or 50%)
C. Other, please specify
4, TRUST(Please confirm with your lender if they will make a loan to the trust prior to completing this form)
and
(Name of Trustee) (Name of Trustee)
dated
(Name of Trust) (Date of Trust)
5. OTHER: A, aaow"4;'V-� A'rJ-z4'10%-
HOW YOU HOLD TITLE TO YOUR PROPERTY CAN HAVE SERIOUS TAX CONSEQUENCES. IT IS
STRONGLY RECOMMENDED THAT YOU SEEK TAX AND/OR LEGAL COUNSEL WHEN COMPLETING
THIS FORM®
City of Redlands, a municipal corporation
B
Name: Paull W. Foster
Title: Mayor
ATTEST:
I ZI
San Irwimj/ City Clerk
Page 2
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Page 3
IMPORTANT INFORMATION ABOUT THE COMPLETION OF THIS FORM
PENALTIES ASSESSED BY THE TAX COLLECTOR FOR NON-COMPLETION HAVE
INCREASED
CA Senate Bill 507 signed into Law and effective in 2012 amends Sections of the Revenue and Taxation Code
relating to taxation, increasing the penalties imposed for failure to file a change of ownership report.
Because of the potential for significantly higher penalties, it is very important that you:
1) Complete the Preliminary Change of Ownership Report("PCOR") with all information;
2) Ensure that the mailing address for the grantee is complete and accurate to ensure that the
Assessor can contact you with any inquiries.
The Title Company/Escrow Officer cannot help you complete this document because of liability
reasons.
If you are unable to complete the PCOR or it is rejected for filing, the County will charge an additional $20 fee
and the Assessor will mail notification to you requesting completion of the PCOR, If you don't complete and
return the PCOR at that time,a penalty can be assessed and added to your tax bill.
BOE-502-A(PI)REV. 12(05-13) FOR RECORDER'S USE ONLY
PRELIMINARY CHANGE OF OWNERSHIP REPORT
To be completed by the transferee (buyer) prior to a transfer of subject
property, in accordance with section 480.3 of the Revenue and Taxation
Code. 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.
NAME AND MAILING ADDRESS OF BUYER/TRANSFEREE
(Make necessary corrections to the printed ratnL and tnallitrg addless)
ASSESSOR'S PARCEL NUMBER
City of Redlands 0292-034-05-0-000 and 0292-034-08 and 0292-034-02
SELLER/TRANSFEROR
Robert W. Best,Trustee,or Successor Trustee(s)of the Robert
W. Best Family,Robert R.Brenner,Trustee
BUYER'S DAYTIME TELEPHONE NUMBER
BUYERS EMAIL ADDRESS
STREET ADDRESS OR PHYSICAL LOCATION OF REAL PROPERTY
APN 0292-034-02,0292-034-05 and 0292-034-08,Redlands,CA
MAIL PROPERTY TAX INFORMATION TO(NAME)
ADDRESS CITY STATE ZIP CODE
YES NO This property is intended as my principal residence.If YES,please indicate the date MO DAY YEAR
of occupancy or intended occupancy.
PART 1.TRANSFER INFORMATION Please complete all statements.
This section contains possible exclusions from reassessment for certain types of transfers,
YES NO ,
F-1 f"A, This transfer is solely between spouses(addition or removal of a spouse,death of a spouse,divorce settlement, etc.).
El B. This transfer is solely between domestic partners currently registered with the California Secretary of State(addition orremoval of a
partner.death of a partner,tem7inabbn settlement, eta).
-C. This is a transfer: F—] between parent(s)and!child(ren) E from grandparent(s)to grandchdd(ren).
a.
*D. This transfer is the result of a cotenant's death.Date of death
*E. This transaction is to replace a principal residence by a person 55 years of age or older.
Within the same county? F—] YES [:] NO
*F. This transaction is to replace a principal residence by a person who is severely disabled as defined by Revenue and Taxation Code
section 69.5.Within the same county? F7I YES F7NO
❑ G, This transaction is only a correction of the names)of the person(s)holding title to the property(e.g., a name change upon marriage).
If YES,please explain:
El /K The recorded document creates,terminates,or reconveys a lender's interest in the property.
I. This transaction is recorded only as a requirement for financing purposes or to create,terminate,or reconvey a security interest
(e.g.,cosigner).If YES, please explain:
1. The recorded document substitutes a trustee of a trust,mortgage,or other similar document.
K. This is a transfer of property:
F7 1.to/from a revocable trust that may be revoked by the transferor and is for the benefit of
F-1 the transferor,and/or F—] the transteror's spouse 0 registered domestic partner.
F 2.to/from a trust that may be revoked by the creator/grantor/trustor who is also a joint tenant,and which
names the other joint tenant(s)as beneficiaries when the creator/grantor/trustor dies.
3.to/from an irrevocable trust for the benefit of the
El creator/grantor/trustor and/or E grantor's/trustor's spouse El grantorsitrustor's registered domestic partner.
This property is subject to a lease with a remaining lease term of 35 years or more including written options.
F M. This is a transfer between parties in which proportional interests of the transferor(s)and transferee(s)in each and every parcel
being transferred remain exactly the same after the transfer.
F7 This is a transfer subject to Subsidized low-income housing requirements with governmentally imposed restrictions.
0. This transfer is to the first purchaser of a new building containing an active solar energy system.
Please refer to the instructions for Part 1.
Please provide any other information that will help the Assessor understand the nature of the transfer.
THIS DOCUMENT IS NOT SUBJECT TO PUBLIC INSPECTION
BOE-502-A(P2)REV. 12(05-13)
PART 2.OTHER TRANSFER INFORMATION Check and complete as applicable.
A. Date of transfer,if other than recording date:
B. Type of-tfansfer
Purchase 1 Foreclosure [-]Gift [-]Trude or exchange []merger,stock,or partnership acquisition(Form BOE-100-8)
Contract of sale.Date of contract: ❑Inheritance.Date of death:
sale/leaseback r]Creation of a lease F-]Assignment of a lease E-]Termination of a lease.Date lease began:
Original term in years(including written,options):_ Remaining term in years(including written options):
Other.Please explain:
C. Only a partial interest in the property was transferred, E]YES NO If YES,indicate the percentage transferred: %
PART 3. PURCHASE PRICE AND TERMS OF SALE Check and complete as applicable.
A. Total purchase price 1$ 489,500.00
B. Cash down payment or Value of trade or exchange excluding closing costs Amount$ A
C. First deed of trust @ %interest for years. Monthly payment$ Amount$
D FHA( Discount Points) [] Cal-vet D VA(_Discount Points) [-] Fixed rate F-]variable rate
E] Bank/Savings&Loan/Credit Union, ❑ Loan carried by seller
[:] Balloon payments__ Due date.
D. Second deed of trust @ %interest for years.Monthly payment$ Amount$
Fixed rate F-1 variable rate E Bank/savings&Loan/Credit Union F-] Loan carried by seller
Balloon payments Due date:--.-- 1/1,
E. Was an Improvement Bond or other public financing assumed by the buyer?F]YES , 'LNP Outstanding balance$
F. Amount,if any,of real estate commission fees paid by the buyer which are not included in the purchase price
G. T)14roperty was purchased: []Through real estate broker.Broker name:_Phone number:
Direct from seller F-I From a family member-Relationship______
Other.Please explain:
H. Please explain any special terms,seller concessions,broker/agent fees waived,financing,and any other information(e.g.,buyer assumed the existing loan
balance)that would assist the Assessor in the valuation of your property.
PART 4: PROPERTY INFORMATION Check and complete as applicable.
A. Type of property transferred
single-family residence ❑Ca-op/Own-your-own El manufactured home
Multiple-family residence.Number of units.----- []condominium (N' "6nimproved lot
Other.Description: (Le.,timber,mineral,water rights,etc,) Timeshare Commerdalirinclustrial
--------7 _ ._
B. YES NO Personal/business property,or incentives,provided by seller to buyer are included in the purchase price.Examples of personal property
are furniture,farm equipment,machinery,etc.Examples of incentives are club memberships,etc.Attach list if available.
If YES,enter t value of the personal/business property: Incentives$
t
C. EYES NO A manufactured home is included in the purchase price,
If YES,enter the value attributed to the manufactured home: $
r7 YESN10" The manufactured home is subject to local property tax.If NO,enter decali number:
I YESNO The property produces rental or other income.
If YES,the income is from: F-]Lease/rent E]contract D Mineral rights ❑Ottler:
E. The condition of the property at the time of sale was: F]Good 0 Average Fair E]Poor
Please describe:
CERTIFICATION
I certify(or declare)that the foregoing and all information hereon,including any accompanying statements or docurnents 15 true and correct to the best of my
knowledge and belief,
SIGNTbReqF BENE T'RA 6 REF, O, RA DATE TELEPHONE
8 19 5/16
NAME OF BUYER[TRANSFEREE/LrEGAL REPRESENTATIVE/CORPORATE OFFICER(PLEASE PRINT) TITLE E-MAIL.ADDRE55
Paul W.
The Assessor's office may contact you for additional information regarding this transaction.
ATTEST
Salrity Clerk
BOE-502-A(P3)REV. 12(05-13)
ADDITIONAL INFORMATION
Please answer all questions in each section, and sign and complete the certification before filing.This form may be used in all 58 California counties.If
a document evidencing a change in ownership is presented to the Recorder for recordation without the concurrent filing of a Preliminary Change of
Ownership Report;the Recorder may charge an additional recording fee of twenty dollars($20).
NOTICE:The property which you acquired may be subject to a supplemental assessment in an amount to be determined by the County Assessor.
Supplemental assessments are not paid by the title or escrow company at close of escrow,and are not included in lender impound accounts.You may
be responsible for the current or upcoming property taxes even if you do not receive the tax bill.
NAME AND MAILING ADDRESS OF BUYER: Please make necessary corrections to the printed name and mailing address. Enter Assessor's Parcel
Number,name of seller,buyer's daytime telephone number,buyer's email address,and street address or physical location of the real property.
NOTE:Your telephone number and/or email address is very important.If there is a question or a problem,the Assessor needs to be
able to contact you.
MAIL PROPERTY TAX INFORMATION TO: Enter the name,address,city,state,and zip code where property tax information should be mailed.This must
be a valid mailing address.
PRINCIPAL RESIDENCE:To help you determine your principal residence,consider(1)where you are registered to vote,(2)the home address on your
automobile registration,and(3)where you normally return after work.If after considering these criteria you are still uncertain,choose the place at
which you have spent the major portion of your time this year.Check YES if the property is intended as your principal residence,and indicate the date
of occupancy or intended occupancy.
PART 1:TRANSFER INFORMATION
If you check YES to any of these statements,the Assessor may ask for supporting documentation.
C,D,E,F;If you checked YES to any of these statements,you may qualify for a property tax reassessment exclusion,which may allow you to maintain
your property's previous tax base.A claim form must be filed and all requirements met in order to obtain any of these exclusions.Contact
the Assessor for claim forms. NOTE:If you give someone money or property during your life,you may be subject to federal gift tax.You make a gift if
you give property(including money),the use of property,or the right to receive income from property without expecting to receive something of at
least equal value in return.The transferor(donor)may be required to file Form 709,Federal Gift Tax Return,with the Internal Revenue Service if they
make gifts in excess of the annual exclusion amount.
G:Check YES if the reason for recording is to correct a name already on title[e.g., Mary Jones,who acquired title as Mary I Smith,is granting to Mary
Jones].This is not for use when a name is being removed from title.
H:Check YES if the change involves a lender,who holds title for security purposes on a loan,and who has no other beneficial interest in the property.
"Beneficial interest"is the right to enjoy all the benefits of property ownership.Those benefits include the right to use,sell,mortgage,or lease
the property to another.A beneficial interest can be held by the beneficiary of a trust,while legal control of the trust is held by the trustee.
I;A"cosigner"is a third party to a mortgage/loan who provides a guarantee that a loan will be repaid,The cosigner signs an agreement with the
lender stating that if the borrower fails to repay the loan,the cosigner will assume legal liability for it.
M:This is primarily for use when the transfer is into,out of,or between legal entities such as partnerships,corporations,or limited liability companies.
Check YES only if the interest held in each and every parcel being transferred remains exactly the same.
N:Check YES only if property is subject to subsidized low-income housing requirements with governmentally imposed restrictions; property may qualify
for a restricted valuation method(i.e.,may result in lower taxes).
O:If you checked YES,you may qualify for a new construction property tax exclusion.A claim form must be filed and all requirements met in
order to obtain the exclusion.Contact the Assessor for a claim form.
PART 2:OTHER TRANSFER INFORMATION
A:The date of recording is rebuttably presumed to be the date of transfer.If you believe the date of transfer was a different date(e.g.,the transfer
was by an unrecorded contract,or a lease identifies a specific start date), put the date you believe is the correct transfer date.If it is not the date of
recording,the Assessor may ask you for supporting documentation.
B;Check the box that corresponds to the type of transfer.If OTHER is checked,please provide a detailed description.Attach a separate sheet if
necessary.
BOE-502-A(P4)REV. 12(05-13)
PART 3:PURCHASE PRICE AND TERMS OF SALE
It is important to complete this section completely and accurately.The reported purchase price and terms of sale are important factors in determining
the assessed value of the property,which is used to calculate your property tax bill.Your failure to provide any required or requested information may
result in an inaccurate assessment of the property and in an overpayment or underpayment of taxes.
A.Enter the total purchase price,not including closing costs or mortgage insurance.
"Mortgage insurance"is insurance protecting a lender against loss from a mortgagor's default,issued by the FHA or a private mortgage
insurer.
B.Enter the amount of the down payment,whether paid in cash or by an exchange.If through an exchange,exclude the closing costs.
"Closing costs"are fees and expenses,over and above the price of the property,incurred by the buyer and/or seller,which include title
searches,lawyer's fees,survey charges,and document recording fees.
C. Enter the amount of the First Deed of Trust,if any.Check all the applicable boxes,and complete the information requested.
A"balloon payment"is the final installment of a loan to be paid in an amount that is disproportionately larger than the regular installment.
D.Enter the amount of the Second Deed of Trust, if any.Check all the applicable boxes,and complete the information requested.
E.If there was an assumption of an improvement bond or other public financing with a remaining balance,enter the outstanding balance,and mark the
applicable box.
An"improvement bond or other public financing"is a lien against real property due to property-specific improvement financing,such as
green or solar construction financing,assessment district bonds, Mello-Roos(a form of financing that can be used by cities,counties and
special districts to finance major improvements and services within the particular district)or general improvement bonds,etc.Amounts for
repayment of contractual assessments are included with the annual property tax bill.
F.Enter the amount of any real estate commission fees paid by the buyer which are not included in the purchase price.
G.If the property was purchased through a real estate broker,check that box and enter the broker's name and phone number.If the property was
purchased directly from the seller(who is not a family member of one of the parties purchasing the property),check the"Direct from seller"box.If the
property was purchased directly from a member of your family,or a family member of one of the parties who is purchasing the property,check the
"From a family member"box and indicate the relationship of the family member(e.g.,father,aunt,cousin,etc.).If the property was purchased by
some other means(e.g.,over the Internet,at auction,etc.),check the"OTHER"box and provide a detailed description(attach a separate sheet if
necessary).
H. Describe any special terms(e.g.,seller retains an unrecorded life estate in a portion of the property,etc.),seller concessions(e.g.,seller agrees to
replace roof,seller agrees to certain interior finish work,etc.), broker/agent fees waived(e.g.,fees waived by the broker/agent for either the buyer or
seller),financing,buyer paid commissions,and any other information that will assist the Assessor in determining the value of the property.
PART 4:PROPERTY INFORMATION
A.indicate the property type or property right transferred.Property rights may include water,timber, mineral rights,etc.
B.Check YES if personal,business property or incentives are included in the purchase price in Part 3. Examples of personal or business property are
furniture,farm equipment,machinery,etc.Examples of incentives are club memberships(golf, health,etc.),ski lift tickets,homeowners'dues,etc.
Attach a list of items and their purchase price allocation.An adjustment will not be made if a detailed list is not provided.
C.Check YES if a manufactured home or homes are included in the purchase price.Indicate the purchase price directly attributable to each of the
manufactured homes.If the manufactured home is registered through the Department of Motor Vehicles in lieu of being subject to property taxes,
check NO and enter the decal number.
D.Check YES if the property was purchased or acquired with the intent to rent or lease it out to generate income,and indicate the source of that
anticipated income.Check NO if the property will not generate income,or was purchased with the intent of being owner-occupied.
E. Provide your opinion of the condition of the property at the time of purchase.If the property is in"fair"or"poor"condition,include a brief
description of repair needed.
-1
First American Title Company
Klationall Commercial Services
3281 E Guasti Road, Suite 440, Ontario, CA 91761
(909)610-6206 - Fax (877)461-2088
AMENDMENT TO ESCROW INSTRUCTIONS
To: First American Title Company National 08/23/2016
Commercial Services
File No: NCS-801150-ONT1 (KS)
Re: APN 0292-034-02, 0292-034-05 and 0292-034-08,, Redlands, CA
The above referenced escrow is hereby modified in the following particulars only:
BUYER CONTINGENCIES. Buyers signature hereto shall constitute
approval/satisfaction and/or waiver of all contingencies. Escrow Holder is hereby
authorized and instructed to proceed with the closing/recording of this transaction upon
receipt of all required documentation and funds.
HAZARD INSURANCE: Buyer is to satisfy himself regarding hazard insurance for the
subject property outside of escrow, Escrow Holder is relieved of any and all liability
regarding same.
ALL OTHER TERMS AND CONDITIONS OF THIS ESCROW WILL REMAIN THE SAME.
City of Redlands, a municipal corporation
By:L"""'3
Name: Paul . Foster
Title: Mayor
ATTEST:
Sane City Clerk
Page 1 of I
x.
First American Title Company National Commercial Services
3.281 E Guasti Road, Suite 440, Ontario, CA 91761
(909)510-6206 - Fax (877)461-2088
AMENDED/SUPPLEMENTAL ESCROW INSTRUCTIONS
To: First American Title Company National Commercial August 23, 2016
Services
File No: NCS-801150-ONTI (KS)
Re: APN 0292-034-02, 0292-034-,OS and 02,92-,034-08, Redlands, CA
The above referenced escrow iis hereby modified in the following particulars only:
The undersigned acknowledge receipt of a copy of the Preliminary Report dated June 29, 2016. The parties
authorize and instruct Escrow Holder to correct the legal description on any and all documents previously signed
and deposited in this escrow, if necessary.
Buyer approves the contemplated policy form and further approves exceptions listed as Items 1, 5-12, 16-19, to
appear in the policy of title insurance to be issued at the close of escrow.
Those exceptions listed as Items 2-4, 13-15 must be eliminated prior to the close of escrow.
Buyer further acknowledges that First American has not examined the public records for any involuntary liens that
may be of record against the undersigned Buyer(s).
Buyer understands that, should there be any involuntary liens recorded against the Buyer at the time Buyer
acquires title, these involuntary liens will become liens on the title to the property.
ALL OTHER TERMS AND CONDITIONS OF THIS ESCROW WILL REMAIN THE SAME.
City of Redlands, a municipal corporation
/el
B
Name: Paul W. Foster
Title: Mayor
ATTEST:
Sam Irwin,"' City Clerk