HomeMy WebLinkAboutA7007 - 7 IN OLIVERA LLC- PURCHASE & SALE RIGHT OF WAY -IND CYN & VIA OLIVERA RECORDING REQUESTED BY:
Orange Coast Title Company
City of Palm Springs Official Business Document
Exempt from Fees Per Government Coda Sections 6103
and 27383
AND WHEN RECORDED MAIL TO:
City of Palm Springs
City Clerk
3200 E.Tahquitz Canyon Way
Palm Springs, Ca.92262
THIS SPACE FOR RECORDER'S USE ONLY:
Title Order 11 1909419 Escrow No.: 035888-JE
QUITCLAIM DEED
AP#000-000-000
THE UNDERSIGNED GRANTOR(S)DECLARE(S)
DOCUMENTARY TRANSFER TAX Is$63.35
[X]computed on full value of property conveyed,or
[ ]computed on full value less value of liens or encumbrances remaining at time of sale.
[ ] Unincorporated area [X] City of Palm Springs AND
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,
The City of Palm Springs,a California charter City
do(es)hereby remise, release and forever quitclaim to:
7 IN OLIVERA LLC,a California Limited Liability Company
the real property in the City of Palm Springs, County of Riverside, State of California, described as:
LEGAL DESCRIPTION ATTACHED HERETO AS EXHIBIT W AND MADE A PART HEREOF.
Dated October 4, 2017 The City of palm Springs, a California Charter City
ATTEST:
{ / I� D Id H. Ready, City anager
1(� APPROVED By CITY COUNCIL
Kathleen D. Hart 11 I ,
Interim City Clerk S rn1• rT• l NP J
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to
which this certificate Is attached,and not the truthfulness,accuracy,or valift of that document.
STATE OF CALIFORNIA
COUNTY OF Riverside
On before me, A Notary Public personally
appeared David H. Ready who proved to me on the basis o satisfact rdence>n be peBon(s)whose names) Is/are
subscribed to the within instrument and acknowledged to me tha 9he/they executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signature(s) on th ment the person(s), or the entity upon behalf of which the
person(s)acted,executed the instrument
I certify under PENALTY OF PERJURY un laws of the State of California that the foregoing paragraph Is true and
correct. (�
WITNESS my hand and official ff. X (�1
S(;ir
Signature _- _ (Seal)
MAIL TAX STATEMENTS TO PARTY SHOWN BELOW,IF NO PARTY SHOWN,MAIL AS SHOWN ABOVE:
Exhibit"A"
Being a portion of the Parcel described in Resolution No.2520 of the City of Council of the City of Palm Springs,County of
Riverside,State of California,recorded April 18,1949,in Book 1069,Page 5,of Official Records of the County of Riverside,State
of California,located in Section 3,Township 4 South,Range 4 East,San Bernardino Base and Meridian,described as foilows:
Commencing at the centerline intersection of Indian Canyon Drive(30 feet in half width)and via Olivera(30 feet in half width)as
shown by Record of Survey on file in Book 146,Page 85,of Records of Surveys,Official Records of said County;
Thence South 891 55'42"West,a distance of 429.06 feet along said centerline of Via Olivera to the Easterly line of said Parcel,also
being the Westerly line of the Whitewater Mutual Water Company's Right-of-Way;
Thence North 12°14'00"West,a distance of 21.05 feet along the Easterly line of said Parcel;
Thence North IF 06'00"West,a distance of 9.76 feet along the Easterly line of said Parcel to the East prolongation of the North line
of said via Olivera,said point being the true point of beginning;
Thence North I 5"06 00"West,a distance of 212.59 feet continuing along the Easterly line of said Parcel to the East prolongation of
the North line of Parcel 2,as described in Document Number 2015-0257244,recorded June 17,2015,Official Records of said
County.
Thence North 89"3T 00"West,a distance of 31.13 feet along said East prolongation of Parcel 2 to the Westerly line of said Parcel
described in said Resolution No.2520;
Thence South 15"06'00"East,a distance of 212.85 feet along the Westerly line of said Parcel to the North line of said via Olivera;
Thence North 89"55'42"East,a distance of 31.06 feet along the East prolongation of said North line of via Olivera to the true point
of beginning.
ACKNOWLEDGMENT OF INSTRUMENT
(Cal. Civil Code Section 1181)
A notary public or other officer completing this certificate verifies 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 )
County of Riverside ) SS.
City of Palm Springs )
On October 5, 2017, before me, KATHLEEN D. HART, INTERIM CITY CLERK, CITY OF
PALM SPRINGS, CALIFORNIA, personally appeared DAVID H. READY, who I personally know is
the CITY MANAGER of the CITY OF PALM SPRINGS whose name is subscribed to the within
instrument and acknowledged to me that he executed the same in his official and authorized capacity
on behalf of the City of Palm Springs, a California Charter City.
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 the official seal of the City of Palm Springs, California, this 5th day of
October, 2017.
40�P A LM s'OP
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Signature: LL r~ Dk
KATHLEEN D. HART, MMC
Interim City Clerk
Title or Type of Document
Quitclaim Deed
1266 Ramon Rd.
CZ T ESCROW
C T OT � T Palm Springs,C2 97314
V FL+ J K V`1/ Phone: (760)325-7374
Fax: (760)325-7324
SELLER'S ESTIMATED NET PROCEEDS
PROPERTY: Right of Way APN 000-000-000 DATE: October 4,2017
Palm Springs,CA
CLOSING DATE: October 5,2017
SELLER: The City of Palm Springs,a California ESCROW NO.: 035888-JE
charter City
DEBITS CREDITS
FINANCIAL CONSIDERATION
Total Consideration 48,001.00
TITLEITAXES/RECORDING CHARGES-Orange Coast Title
Company
Title-Owner's Title Insurance(optional) 225.00
Transfer Tax-County to Riverside County 26.68
ESCROW CHARGES-CV Escrow,Inc.
Title-Escrow Fee 600.00
Title-Archive Fee 40.00
Net Proceeds 47,109.32
TOTAL $ 48,001.00 $ 48,001.00
The Fees above Represent one half of all the total fees and charges to be paid by each party per section 7 of the Purchase Agreement
THIS IS AN ESTIMATE ONLY AND FIGURES ARE SUBJECT TO CHANGE
The within estimated closing statement is read and approved by the undersigned and is in compliance with the allocation
of costs in the Residential Purchase Agreement and Joint Escrow Instructions and/or subsequent instructions in the above
numbered escrow.
aim Springs,a California charter
City
�By: �.!�
�. Davld H.Ready,City Manager
APPROVED BY CITY COUNCIL
_4 Lo
1255 Ramon Rd.
CPalmj TESC1D\-%C)W
Springs,CA 92264
V Phone: (760)325-7314
Fax: (760)325-7324
DISBURSEMENT OF PROCEEDS INSTRUCTION
To: Julie Ekstrom Escrow No.: 035888-JE
Property Address: Vacant Land APN#504-260-004&504-260-005, Palm Springs, CA
The Undersigned Hereby authorizes CV Escrow, Inc., to disburse our proceeds under the above Escrow as follows
(Please pick one of the options below)
[Ve Hold for pick up By: �D L&Vj o
[ ] Mail check To:
[ ] Overnight Delivery To:
Contact Escrow Officer for charge
[ ] Wire Transfer Funds to: $25.00 Fee
Bank Name *ABA/Fed Routing#
Address Name on Acct
Phone number Account#
Special Instructions (if any)
*In order to prevent delays please contact bank for ABA#for incoming wires
[ ] Transfer of Funds
[ ] All Proceeds
To Attn
Escrow Number Phone#
[ ] Partial Proceeds
To Attn
Escrow Number Phone#
Dollar Amount Requested:
Balance of Funds sent via(choose one)
[ ]Overnight [ ] Regular Mail [ ] Wire Transfer
Below signer does hereby authorize the Escrow Holder to debit their account the above fees for the requested delivery
method
The C'L`y'Qf Palm Springs, a California charter Ci
`7 .ex APPROVED BY CITY COUNCIL
i i /
,� D vid H. Ready, City Mana ��
ACKNOWLEDGMENT OF INSTRUMENT
(Cal. Civil Code Section 1181)
A notary public or other officer completing this certificate verifies 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 )
County of Riverside ) Ss.
City of Palm Springs )
On October 5, 2017, before me, KATHLEEN D. HART, INTERIM CITY CLERK, CITY OF
PALM SPRINGS, CALIFORNIA, personally appeared DAVID H. READY, who I personally know is
the CITY MANAGER of the CITY OF PALM SPRINGS whose name is subscribed to the within
instrument and acknowledged to me that he executed the same in his official and authorized capacity
on behalf of the City of Palm Springs, a California Charter City.
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 the official seal of the City of Palm Springs, California, this 5th day of
October, 2017.
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Signature: 4W OFoeN
I�ATHLEEN D. HART, MMC
Interim City Clerk
Title or Type of Document
Disbursement of Proceeds Instruction
1099 CERTIFICATION
TO: CV Escrow, Inc.
ESCROW NO.: 035888-JE
We understand that you must provide information pertaining to this escrow to the Internal Revenue Service as required by the Tax
Reform Act of 1986, Internal Revenue Code Section 6045(e),6676, 6722,6723 and 7203 and issue a Form 1099.
The undersigned Seller(s)hereby provide and authorize the use of the following information for this reporting purpose and
understand that if the correct information is not provided, civil or criminal penalties may be imposed by law.
PURCHASE PRICE: $48,001.00
PROPERTY ADDRESS: Right of Way APN 000-000-000, Palm Springs, CA
This is to advise that the TIN Taxpayoes Identification Numb(or Social Security Number)for the Seller(s)in this escrow are as
follows:
SELLER:
Full Na Me(Please Print) 11 Social Security OR Tax Identification Number
Full Name(Please Print) Social Security OR Tax Identification Number
PROPERTY OWNERSHIP Individual Husband and Wife Trust
�0c-rf,-N oration Partnership____,_,_._
P____._._..r._
LLC operating as a Corporation LLC operating as a Partnership _
Percent of Ownership: 10010 %(If%of ownership is not 100%another form must be filled out far each Seller).
IS THIS YOUR PRINCIPAL RESIDENCE: Yes { ) No (✓�
EXCHANGE TRANSACTION: Yes ( ) No (�
ARE YOU A FOREIGN PERSON: Yes ( ) No (�
(nonresident alien,foreign partnership,
foreign estate, or foreign trust)
IMPORTANT: Address for mailing the 1099 at or after the dose of escrow will be:
5o5z= Z 7q 1 _-
Under penalty of perjury, VWe hereby certify the above number(s)and information are true and accurate.
SELLER(S):
APPROVED BY CITY COUNCIL
The Ckaim Springs, a California charter City y�CN1 I��I'r� �✓�Qv'�
By: ---�
-Pavi H. Ready, City Manager
1255 Ramon Rd.
CV ESCROW Palm Springs, CA92264
Phone: (760)325-7314 Fax: (760)325-7324
SALE ESCROW INSTRUCTIONS
CV ESCROW, INC. IS AN INDEPENDENT ESCROW COMPANY OPERATING UNDER A LICENSE FROM THE
CALIFORNIA DEPARTMENT OF BUSINESS OVERSIGHT, LICENSE NUMBER 863-1568
ESCROW OFFICER: Julie Ekstrom Date: September 25, 2017
Escrow No.: 035888-JE
For clarification purposes,the following is restated from the Purchase Agreement:
Close of Escrow is to be October 5,2017
Prior to close of escrow, Buyer will deposit by September 29, 2017, an amount of 48,001.00
( Plus Closing Costs)
Total Consideration $48,001.00
I/We the undersigned will deliver to Escrow Holder any instruments or funds required for Escrow Holder to comply with these
instructions, all of which Escrow Holder is authorized to use provided that on October 5, 2017, Escrow Holder is in a position
to obtain a Policy of Title Insurance as required by the Agreement for Purchase and Sale of Right of Way , with the title
company's usual exceptions and a liability of at least the amount of the total consideration above, on the real property in the
County of Riverside, State of California described as follows:
LEGAL DESCRIPTION ATTACHED HERETO AS EXHIBIT"A"AND MADE A PART HEREOF
SELLER STATES PROPERTY ADDRESS IS:That certain six thousand three hundred eighty-two(6,382.00)square feet of
Right of Way, Currently owned by the City of Palm Springs ("RoW') identified as Parcel "A" Exhibit"A", attached hereto and
made a part hereof, Palm Springs, CA.
TITLE SHALL BE VESTED IN: 7 in Olivera, LLC, a California Limited Partnership
(Buyer shall provide Escrow Holder with complete vesting in escrow. Escrow Holder is instructed to correct the Grant Deed
being delivered in the above numbered escrow to reflect the vesting designated by Buyer, over the notarized signature of
Seller thereon,with no further authorization required.)
ENCUMBRANCES:
1. General and special County and City Taxes(if any)for the fiscal year
2. Covenants,conditions, restrictions, reservations, rights of way, easements and the exception or reservation of
minerals, gas, water, carbons and hydrocarbons on or under said land, now of record.
3. The lien of supplemental taxes, if any, assessed pursuant to the provisions of Chapter 3.5 (commencing with Section
75)of the Revenue and Taxation Code of the State of California.
Title Company shall be Orange Coast Title Company
SALE ESCROW INSTRUCTIONS:
ADDITIONAL ESCROW INSTRUCTIONS AND TERMS("GENERAL PROVISIONS") ATTACHED HERETO ARE BY
REFERENCE INCORPORATED HEREIN AND MADE A PART HEREOF. THE UNDERSIGNED HEREBY
ACKNOWLEDGE THEY HAVE RECEIVED AND READ 9 ATTACHED PAGES OF"GENERAL PROVISIONS" AND
APPROVE,ACCEPT AND AGREE TO BE BOUND THEREBY.
SELLERS: BUYERS:
The City of Palm Springs,a California charter City 7 in Olivera, LLC,;7
rnia Limited Partnership
By 621C / By:
David H. Ready, City Man Eric Ketayi, Managing Member
Page 1APP ,l
Tselle s In is s: / ROVED faffy
11YWYCOUNCIL Buyer's Initial C\
r um ap ,,4- 1 a& r 7007
,Ity Clerk
CV Escrow, Inc. Date: September 25, 2017
Escrow No.: 035888-JE
Page 2
G�
CV Escrow,.lnc. Date: September 25, 2017
Escrow No.: 035888-JE
ADDITIONAL ESCROW INSTRUCTIONS AND TERMS(GENERAL PROVISIONS)
1. Terms and Subject Headings: In these additional escrow instructions, the terms "you", "your"and "Escrow Holder"shall
mean CV Escrow, Inc.wherever the context requires, the masculine gender includes the feminine and/or neuter and the
singular number includes the plural.
2. Opening of Escrow:
A. Except as limited by the terms of the Purchase Agreement, Offer to Purchase, Deposit Receipt, C.A.R. Form RPA, AIR
Form, or any other written purchase agreement between the parties received by Escrow Holder; your duty to act as escrow
holder shall not commence until these instructions, signed by all parties, are received by Escrow Holder. Until such time
either party may unilaterally cancel the proposed escrow by written request delivered to Escrow Holder, whereby a party may
withdraw funds or documents deposited with Escrow Holder by that party.
B. These Supplemental Escrow Instructions and General Provisions may be executed in counterparts, each of which shall be
deemed an original regardless of when executed and delivered. All such counterparts together shall constitute one and same
document. Any and all further escrow instructions, amendments or supplements to Escrow Holder shall also be governed by
the terms and conditions of these Supplemental Escrow Instructions and General Provisions, except as amended or modified
by the mutual agreement of the parties and Escrow Holder.
3. Responsibility of Escrow Holder:
A. All parties agree your rights and liability in this transaction is as an escrow holder, and no other legal relationship is
created. You are an escrow holder only on the express terms of these instructions. You have no duty or responsibility to
notifying me or any other party related to this escrow of any sale, resale, loan, exchange or other transaction involving any
property described or of any profit realized by any person, firm, corporation or parties (broker, agent) to this or any other
escrow, regardless that such transaction(s) may be handled by you in this escrow or in another escrow. You shall not be
required to take any action for the collection, maturity or apparent outlaw of any obligations deposited in this escrow, unless
otherwise instructed.
B. Escrow Holder's duties are limited to the safekeeping of such money and documents received by it as escrow holder and
for the disposition of same under the written instructions accepted by Escrow Holder in this escrow. Escrow Holder shall not
be liable for any damages, losses, costs or expenses incurred by any party in the handling and processing of escrow because
of any act or failure to act made or omitted in good faith or for any action taken that Escrow Holder shall in good faith believe
to be genuine.
C. NOTWITHSTANDING ANY PROVISIONS TO THE CONTRARY IN THE PURCHASE AGREEMENT, ESCROW
INSTRUCTIONS,AMENDMENTS, OR LENDER INSTRUCTIONS; ESCROW HOLDER DOES NOT VERIFY SIGNATURES
OR INVESTIGATE WHETHER THERE IS FALSE IMPERSONATION, FORGERY, OR FRAUD ON DOCUMENTS
TRANSMITTED OR DEPOSITED INTO THIS ESCROW BY THE PARTIES OR THEIR AGENTS.
D. ESCROW HOLDER IS NOT LIABLE OR RESPONSIBLE IN ANY MANNER FOR THE SUFFICIENCY OR
CORRECTNESS AS TO FORM, CONTENT, MANNER OF EXECUTION, OR VALIDITY OF ANY DOCUMENTS; OR AS TO
THE IDENTITY, AUTHORITY, CAPACITY OR RIGHTS OF ANY PERSON EXECUTING THE SAME THAT ARE DEPOSITED
INTO ESCROW. ESCROW HOLDER IS NOT LIABLE OR RESPONSIBLE FOR ANY LOSS THAT MAY OCCUR BY
REASON OF FORGERIES, CYBER-CRIME, FRAUD OR FALSE REPRESENTATIONS MADE BY OR INVOLVING THIRD
PARTIES, A PRINCIPAL'S AGENTS, OR THE PARTY TO THIS ESCROW.
E. Escrow Holder is authorized and directed to deposit any and all funds received in this escrow in an "Escrow Trust
Account"with City National Bank, a Nationally Chartered bank("City National Bank"), located in Irvine, California in the name
of Escrow Holder with other escrow funds pending completing this escrow. UNLESS OTHERWISE AGREED IN WRITING,
EACH PARTY UNDERSTANDS THAT THE ESCROW TRUST ACCOUNT IS NON-INTEREST BEARING. NO FINANCIAL
OR OTHER BENEFITS WILL BE EARNED BY OR PROVIDED TO ANY OF THE PARTIES WITH RESPECT TO SUCH
FUNDS.
F. All parties depositing funds with this escrow are notified that the funds so deposited are insured only to the limits provided
by the Federal Deposit Insurance Corporation. If you have questions about FDIC deposit insurance, contact your financial or
legal advisors or go to http:// fdic.gov/deposit/deposits/insured/index.html.
Page 3
Seller's Initials: / Buyer's Initials: /
CV Escrow, Inc. Date: September 25, 2017
Escrow No.: 035888-JE
4. Responsibility of Title Company/Sub-Escrow Holder: If it is necessary, proper, or convenient to consummate this
escrow, Escrow Holder is directed to transfer or cause to be transferred any funds or documents from Parties or others
regarding this Escrow to a Sub-escrow holder, including, but not limited to, any bank, trust company, Title Company, or
licensed escrow holder. Any such deposit shall be deemed a deposit under the meaning of these escrow instructions. The
Parties and Lender are aware the Title Company utilized for obtaining a Title Insurance Policy will also be utilized in this
transaction as a Sub-Escrow Holder. As Sub-Escrow Holder, the Title Company shall receive loan funds for use in
accordance with the lender's instructions and is charged with the exclusive duty of paying any taxes, beneficiary or payoff
demands; and too obtain a full or partial reconveyance of any liens or encumbrances paid to place the title of the property in
the manner provided for in any lender instructions or escrow instructions. The Parties, Lender, and Title Company
acknowledge and accept that the sole and exclusive remedy for any injury or damages arising out of the Title Company's
performance as a Sub-Escrow Holder shall lie only against the Title Company and not the Escrow Holder.
S. Title Insurance:
A. Escrow Holder is instructed to open a title order with a Title Company to obtain its commitment to issue a policy of title
insurance on the property in the condition identified in the escrow instructions by the parties. The Parties are responsible for
ordering all endorsements desired from Title Company. Escrow Holder is not required to submit any preliminary title report
issued or documents described in any preliminary title report in this escrow to any party or broker unless directed to do so in
written instructions. Escrow Holder may, however, do so without incurring liability to any party for such submission. Escrow
Holder may submit such preliminary title report to any proposed lender, and may deliver assurances of title, commitments for
insurance policies to hold or for senior encumbrances or order, or if there are no encumbrances, then to Buyer(s)or his order.
The Buyer(s), Seller(s) and Lender(s) understand that any preliminary title report obtained in this transaction is subject to the
limitations of California Insurance Code §12340.11; and Escrow Holder makes no assurances, warranties, or representations
as to the current or future condition of title to the property or priority of a lien at any time.
B. The parties authorize the recordation of any instrument delivered through this escrow or proper to issue the required
policy of title insurance or for closing this escrow. Funds, instructions, or instruments received in this escrow may be
delivered to, or deposited with any title insurance company or title company to comply with the terms and conditions of this
escrow. Title Company fees and recording fees shall be charged to the account of the benefited party.
C. Buyer and Seller authorize and instruct Escrow Holder to utilize the legal description deposited into escrow or provided by
the Title Insurance Company in this transaction to prepare any deed or other documentation necessary to close this
transaction. Escrow Holder has no duty to investigate and does not warrant the accuracy of said legal description and is
released of any and all liability, responsibility, and is held harmless in connection thereto.
D. Title Policy: The Buyer and any Lender obtaining any Title Policy understand the original Title Policy is issued after the
close of escrow and hereby instruct the Title Company to forward the original Title Policy issued directly to the Buyer or
Lender, as appropriate, to their respective address designated during the escrow transaction.
6. Time Is Of The Essence In These Instructions: If the date by which a Buyer's or Seller's performance is due is other
than Escrow Holder's regular business day, such performance shall be due on the next succeeding business day. If the
conditions of this escrow have not been complied with at the expiration of the time provided for, or any extension, Escrow
Holder is instructed to complete the same at the earliest possible date, unless a party makes written demand upon you for
cancellation and the return of the money and/or instruments deposited. If written demand to cancel is received, Escrow
Holder in its sole discretion may stop and withhold all further proceedings in this escrow, without liability for interest on funds
held or for damages, until the demand is withdrawn by the party, or by further mutual instructions or order in form satisfactory
to Escrow Holder.
7. Prorating Authorization: Escrow Holder will make all prorations and adjustments on the basis of a thirty(30)day month,
unless otherwise instructed in writing. The "Close of Escrow"for prorations and adjustments in this escrow means the date
documents are recorded, unless otherwise specified in writing.
8. Property Tax Proration: Escrow Holder will prorate real property taxes based upon tax figures provided by the Title
Company in this transaction, without liability to Escrow Holder as to their correctness. Buyer knows that the property will be
reassessed upon change of ownership. The County Tax Assessor may issue supplemental tax bills for more than the amount
used for prorating purposes, or if there has been an overpayment, the overpayment amount may not be refunded, but may
instead be held for a subsequent credit against the payment of future taxes on the property. Buyer and Seller agree that any
overpayment or underpayment f taxes shall be adjusted by and between the Buyer and Seller outside of escrow. TAX BILLS
ISSUED AFTER CLOSE V
SCROW SHALL BE HANDLED BETWEEN BUYER AND SELLER OUTSIDE OF ESCROW.
Page 4
Seller's Initials: / Buyer's Initialsr /
EZK
CV Escrow, Inc. Date: September 25,2017
Escrow No.: 035888-JE
Escrow Holder is released from responsibility or liability of any kind arising out of any such overpayment or underpayment of
taxes,which shall survive the close of escrow.
9. Preliminary Change of Ownership Report: Section 480.3 of the Revenue and Taxation Code requires that an original
"Preliminary Change of Ownership Report"be completed and certified by Buyer, and filed concurrently with the Deed or other
documents that reflect a change of ownership in real property. The Buyer agrees to complete and sign said report and deliver
same to Escrow Holder for filing. Escrow Holder shall forward same to the Title Company for submission to the Recorder's
Office at the Close of Escrow. In the event Escrow holder is not in receipt of the original Preliminary Change of Ownership
Report, Escrow holder may proceed with the close of escrow. Buyer understands and acknowledges that the County
Recorder's Office will charge an additional non-refundable fee of Twenty Dollars ($20.00)should the fully completed/certified
report not accompany the conveyance document or be rejected. Besides this fee, there may be additional expenses incurred
by Buyer outside of escrow or after the Close of Escrow due to Buyer's failure to file a completed/certified report. Buyer
authorizes Escrow Holder to debit the Buyer's account for said Twenty Dollars ($20.00) at the Close of Escrow if the Change
of Ownership Statement is not deposited with Escrow Holder. Buyer is responsible for completing and returning any Change
of Ownership Report required by the Office of the County Assessor after the Close of Escrow and is exclusively responsible
for any penalty or reassessment tax imposed by the Office of the County Assessor for Buyer's failure to return a Change of
Ownership Report to the Office of the County Assessor.
10. Foreign Investment In Real Property Tax Act —FIRPTA -- Withholding: The sale of a U.S. real property interest by a
foreign person is subject to the Foreign Investment in Real Property Tax Act of 1980 (FIRPTA)as amended by the Protecting
American from Tax Hike Act of 2015 for income tax withholding. Persons purchasing U.S. real property interests from foreign
persons must withhold 15% of the amount of the gross sales price from seller's proceeds unless an exemption applies. One
such exemption applies to transactions where the transferee acquires the real property as a principal residence and the
purchase price is $1,000,000 or less. If a transaction qualifies for this exemption, the withholding rate remains at the existing
10%. A Buyer and Seller must consult with their independent tax or legal professional and may not rely upon Escrow Holder.
Buyer shall remain the withholding holder notwithstanding any act by the Escrow Holder.The Buyer must find out if the Seller
is a foreign person. If Seller is a foreign person and Buyer fails to withhold, the Buyer may be held liable for the tax.
Seller and Buyer agree to execute and deliver to Escrow Holder any instrument, affidavit and statement or to perform any act
reasonably necessary to carry out FIRPTA and regulations promulgated there under. Seller certifies under penalty of perjury,
that the information on said form is true, correct and complete. Buyer and Seller agree to hold Escrow Holder harmless and
indemnify Escrow Holder regarding compliance with this instruction.
11. California Tax Withholding: Notification To Buyer And Seller Regarding Tax Withholding Requirements Of On
The Sale Of Real Property (CAL-FIRPTA: Certain Sellers may be exempt from withholding. Each Party must seek
independent tax advice from a professional or contact the FRANCHISE TAX BOARD, WITHHOLD AT SOURCE UNIT, P.O.
BOX 651, SACRAMENTO, CA 95812-0651, Phone: (916) 845-4900 or Toll Free at (888)792-4900. In accordance with
Section 18662 of the Revenue and Taxation Code, a buyer may be required to withhold an amount equal to 3 1/3% (.0333)of
the sale price, or an alternative withholding calculation amount certified by the seller in the case of a disposition of California
real property interest by either:
• A seller who is an individual, trust, or estate, or when the disbursement instructions authorize the proceeds to be sent
to a financial intermediary of the sellers.
• A corporate or partnership seller that has no permanent place of business in California immediately after the transfer
of title to the Califomia property.
The buyer may become subject to penalty for failure to withhold. The penalty is an amount equal to the greater of 10 % of the
amount required to be withheld or five hundred dollars ($500). However, notwithstanding any other provision included in the
California statutes referenced above, no buyer will be required to withhold any amount or be subject to penalty for failure to
withhold if: (1) The sale price of the California real property conveyed does not exceed one hundred thousand
dollars($100,000); (2) The seller executes a written certificate under the penalty of perjury certifying that the seller is a
corporation or a partnership with a permanent place of business in California. (3)The seller,who is an individual, trust, estate,
partnership, or a corporation without a permanent place of business in California, executes a written certificate under the
penalty of perjury of any of the following:
• The California real property being conveyed is the seller's or decedent's principal residence (within the meaning of
Section 121 of the Internal Revenue code(IRC)).
• The last use of the property being conveyed was by the transferor as the transferor's principal residence (within the
meaning of IRC Sectio 121).
• The California real pr perty being conveyed is, or will be, exchanged for property of like kind (within the meaning of
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CV Escrow, Inc. Date: September 25, 2017
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IRC Section 1031), but only to the extent of the amount of gain not required to be recognized for California income tax
purposes under RC Section 1031.
• The California real property has been compulsorily or involuntarily converted (within the meaning of IRC Section
1033) and the seller intends to acquire property similar or related in service or use so as to be eligible for non-
recognition or gain for California income tax purposes under IRC Section 1033.
• The California real property transaction will result in a loss or net gain not required to be recognized for California
income tax purposes.
For more information, Buyers and Sellers should refer to Form 593-C and 593-E Booklet, Real Estate Withholding Certificate
and Computation of Estimated Gain or Loss from the California Franchise Tax Board. In addition, withholding is also required
for real estate foreclosures and short sale transactions unless any exemptions certified on Form 593-C apply or the sale
qualifies under the automatic exclusions. For more information on real estate foreclosures and short sale transactions, refer
to Publication 1016, Real Estate Withholding Guidelines by the California Franchise Tax Board. Further questions regarding
withholding may be answered at http://www.ftb.ca.gov/individuals/wsc/Califomia_Real_Estate.shtml or by seeking
independent professional tax advice.
The parties acknowledge Escrow Holder is under no duty to take action regarding withholding without further mutual written
instructions of buyer and seller in form satisfactory to escrow. The parties agree that Escrow Holder is not required to serve
as a qualified substitute, but Escrow Holder is held harmless and indemnified for complying with any Tax Withholding
Instruction or any third-party claims that may arise. Seller and Buyer agree to comply with Section 18662 of California
Revenue and Taxation Code as (as amended), and Seller shall cause to be deposited into escrow such forms that maybe
necessary for the parties hereto to comply with said tax code, as expanded.
12. Tax Reporting/1099: Under the Tax Reform Act, Internal Revenue Service Code Section 6045(e), Escrow Holder will
report the gross proceeds of an ownership interest in reportable real estate to the Internal Revenue Service ("IRS"). The
Seller/Transferor is required by law to furnish a correct Taxpayer Identification Number ("TIN")or Social Security Number to
Escrow Holder. Each SellerfTransferor must provide a permanent address to which the Escrow Holder can mail the IRS Form
1099-S following the close of escrow. If there is more than one Seller/Transferor, any allocation of the gross proceeds from
the transaction must be received by Escrow Holder prior to closing. If Escrow Holder fails to receive a complete allocation or
receives no allocation from Seller/Transferor, Escrow Holder must report the entire unallocated gross proceeds to that
Seller/Transferor. If conflicting allocations are received, Escrow Holder must Report the entire gross proceeds on each
Seller/Transferor's 1099-S Form to the IRS. Sellers/Transferors'who are married or domestic partners on the closing date
and who hold title to the property as tenants in common, joint tenancy or community property are treated for reporting as a
single Seller/Transferor.
13. Allocation of Costs: Escrow Holder is instructed to debit Parties under Purchase Agreement and pay relevant bills
presented before the Close of Escrow. Escrow Holder has no duty or liability to pay bills received after close of escrow. All
Parties agree to pay escrow fees and charges, including messenger fees, overnight delivery charges, recording fees, charges
for evidence of title, HOA fees, and notary fees, if applicable at cancellation or close of escrow. Escrow Holder is authorized
use funds on deposit to pay for any credit report, appraisal, City Report, lender or association statement, demand, transfer
fees or documents that may be required pre-paid in advance of closing. Funds released prior to the close of escrow as pre-
paid fees are non-refundable regardless of consummating this escrow. If not provided for in the Purchase Agreement, the
CLTA Owner's Title Insurance premium will be charged to Seller and the ALTA Lender's Policy, if applicable, will be charged
to Buyer at close of escrow, together with any other charges Title Company deems necessary to close escrow. All other
closing costs are charged under the Purchase Agreement. Unless otherwise instructed, Escrow Holder will debit the Seller for
any transfer tax that may be imposed by any City or County in which the property of this escrow is located and may pay any
bonds, assessments, taxes, or any liens of record, including any prepayment penalties to transfer title to Buyer as called for in
this escrow.
14. Authorization to Send Documentation: Unless otherwise instructed, the Buyer(s) and Seller(s) authorizes Escrow
Holder to release estimated closing statements, executed escrow instructions, amendments, "short-pay approvals" and final
closing statement or consolidated closing statement to any New Lender, Loan Broker, "short-pay" lenders or loan servicer
necessary to close the escrow. This authorization shall pertain to the documentation set forth above only. Escrow Holder
may furnish a copy of these instructions, amendments, and notice of cancellation, title reports, estimated and closing
statements to any real estate broker, lender or title company, referenced in this escrow, prior to close of escrow.
15. Personal Property: Any Personal Property the subject of this escrow is exclusively between the parties and of no
concern to Escrow Holder. E row Holder shall conduct no lien or title search of personal property sold or transferred through
this escrow; and all Pe on property shall have "no value" in this escrow unless otherwise assigned in a separate written
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CV Escrow, Inc. Date: September 25, 2017
Escrow No.: 035888-JE
instruction.
16. Beneficiary Statement/Pay off Demands: Parties acknowledge that Escrow Holder relies on the Seller's accurate
identification of all loans, liens, and encumbrances on the property in ordering payoff demands. Escrow Holder is not
responsible for the contents or accuracy of any beneficiary demands, beneficiary statements, or payoff demands delivered to
it by the existing lien holders or homeowner associations. Escrow Holder will forward demands or statements received to
Sub-Escrow Holder for Sub-Escrow Holder to reconfirm demands before use in making the payment of any taxes, beneficiary,
or payoff demands; and for obtaining a full or partial reconveyance of any liens or encumbrances paid through the sub-escrow
to place the title of the property and priority of liens in the manner provided for in any lender instructions or escrow
instructions. Escrow Holder is not liable or responsible for any prepayment or penalty charged in any beneficiary statement
and/or demand, and may pay through escrow any sums necessary to convey title to the property as called for in the escrow
instructions. Escrow Holder is not required to submit any such beneficiary statements and/or payoff demands to the parties
for approval before the close of escrow unless expressly instructed to do so in writing. Should the parties desire to pre-
approve any such beneficiary statement and/or payoff demand, the parties requesting the same shall deliver separate and
specific written escrow instructions to Escrow Holder. Seller knows that interest on existing loans are paid in arrears, and
Seller's account will be charged interest on the payoffs of existing loans until the lender received the payoff funds from the
Title Company after the close of escrow.
17. New Loans:
A. After receipt of Buyer's closing funds, Escrow Holder may request Buyer's new lender (if any) to fund the new loan
proceeds to it or Title Company/Sub-Escrow Holder one business day prior to recordation and the close of escrow. Buyer and
Lender know that interest on any new loan funded in this escrow will accrue from Lenders funding and there may be a delay
between the funding date and recording date. Escrow Holder shall have no liability for the payment of interest on any loan, for
the early funding by the Lender, for any delay caused by the Lenders failure to timely fund, for lender's demand for return of
funds, or based on the date of distribution of any funds through Escrow. Lender has knowledge that the "Close of Escrow is
understood to mean the date the grant deed, or other evidence of transfer of title, is recorded; and not the date the loan funds
("closes"). Escrow Holder may return any funds received from a new lender upon demand prior to the close of escrow without
liability.
B. Escrow Holder is not to be responsible or concerned with the terms of any new loan or the content of any loan documents
with this escrow. Escrow Holder's duties are limited to receiving loan documents into the escrow file, transmitting the loan
documents for execution before any Notary, and returning the executed loan documents to Lender for review and approval.
The parties and lender acknowledge Escrow Holder does not interpret or explain loan documents, nor is Escrow Holder
involved or concerned with the loan application, qualifications, underwriting, disclosures, approval and processing of any loan
or the contents, terms, or effects of documents prepared by the lender. Lenders are responsible for the sufficiency and
correctness of its own loan documents and qualifications of the Borrower in advance of funding.
C. The parties understand Escrow Holder is only a settlement agent, not a "creditor" or the agent of a "creditor" regarding
new loans. Therefore Escrow Holder is not assuming any duty or responsibility of disclosure for the "creditor"under TILA,
RESPA, HOEPA or TRID rules (15 U.S.C. 1635(a), 15 U.S.C. 1638(a), 15 U.S.C. 1639 at. seq. or as amended by the Dodd-
Frank Act) regarding any loans. The Lender/creditor regardless of any assistance received in completing forms considered
disclosures to the consumer, shall remain liable and responsible for ensuring all state and federal laws are satisfied.
Questions regarding the loan terms, documents or disclosures must be directed to the loan broker or Lender/creditor of the
party. If Escrow Holder is assisting or completing any Closing Documents, including but not limited to a Seller's Closing
Disclosure ("CD")or HUD-1, found to be a disclosure in this transaction, it is doing so in reliance on the information provided
to Escrow Holder by the loan brokers, venders, or lenders and are not independently verified by Escrow Holder. Escrow
Holder shall not be liable or responsible for any inaccuracies regarding the disclosures, in a borrowers CD, a Loan Estimate
("LE"), a Good Faith Estimate ("GFE")Closing Statement, a comparison of costs, or the actual loan terms. Buyer(s),
Borrower(s), Broker(s), and Lender/creditors(s)accept full responsibility for verification and accuracy of the figures of the new
loan with the TRID-Closing Document, the LE, a GFE comparison of costs, disclosures, and compliance with Dodd-Frank Act
and CFPB/TRID rules.
D. Escrow Holder may comply with any portion of any Lenders Instructions pertaining to usual escrow functions under
California law not inconsistent with these Escrow Instructions. If any conflict arises between the terms of any Lender's
Instructions and these Escrow Instructions, these Escrow Instructions shall govern the duties and obligations of Escrow
Holder. NOTWITHSTANDING ANY LENDER'S OR LIEN HOLDER'S INSTRUCTIONS SUBMITTED TO ESCROW
HOLDER,WHICH MUST E SIGNED BY THE ESCROW HOLDER:
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CV Escrow, Inc. Date: September 25, 2017
Escrow No.: 035888-JE
1. No fiduciary relationship shall arise between Escrow Holder and any lender, lien holder, creditor or third-party;
2. Escrow Holder has no duty or obligation to indemnify or reimburse any buyer(s)/ borrower(s)/ broker(s) or lender(s) any
sum or to purchase any loan, note, deed or debt relating to this escrow transaction;
3. Escrow Holder is not required or responsible for making disclosures, warranting any facts, or performing any due diligence
for the lenders on borrowers,the source of funds, the property, or lien priority of the security for the loan;
4. Escrow Holder is not warranting or insuring for the lenders any secondary transaction for sale, purchase, guarantee by
FHA, VA, PMI or that a loan is purchased by investors;
5. Escrow Holder cannot be required to perform title searches or Sub-Escrow Holder functions, or perform lender's non-
delegable duties regarding consumer notice, statutory disclosures, or underwriting responsibilities under California or Federal
law.
6. Escrow Holder in no way warranties or guaranties the status of title or lien priority of any document to any lender, rather,
Escrow Holder's responsibility is limited to obtaining a commitment that a Title Company is prepared to issue a policy of title
insurance in the manner called for by any Lenders Instructions. A Lender should contact the Title Company should it desire
an abstract of title under California Insurance Code §12340.10 as part of its due diligence and share information with Title
Company to receive the lien priority and insurance policy desired.
7. Escrow Holder is authorized and instructed to forward Lenders Instructions regarding title policies, priority of any lien or
deed of trust to Title Company for its duty of recording documents, payment of encumbrances, and receipt of any
reconveyance as insurer, recorder, abstractor of title and Sub-Escrow in assuring title of ownership and lien priority of
documents as called for in Lenders Instructions.
E. Escrow Holder shall not be responsible or concerned with any question of usury in any loan or encumbrance, whether
new or of record,which may arise during the processing of this escrow.
F. RESPA-TRID RULES, GFE/HUD-1 REQUIREMENTS: Buyer(s) and Seller(s) authorize and instruct Escrow Holder to
debit Buyer for the Owner's Title Insurance premium, transfer tax, and other charges if required by Buyer's lender to comply
with TRID and the Real Estate Settlement Procedures Act. Escrow Holder is further instructed to debit Seller(s) and credit
Buyer(s)as reimbursement for any such costs and charges which was paid by Seller as per the Purchase Agreement.
18. Electronic Signatures: Upon Escrow Holders receipt of its e-signature instruction signed with traditional live signatures
from all parties, Escrow Holder is authorized to accept electronic signatures as original signatures of the parties on the
Purchase Agreement, Addendum(s), and Listing Agreement; and all future documents and instructions received. The
undersigned parties are advised they may be required to submit documents with traditional live signatures into this escrow in
the following circumstances, which include but are not limited to: 1) Where traditional live signatures are mandatory (such as
recordable documents, city reports, government and/or lender documents); 2) As required by lenders; and 3) As required by
Escrow Holder on any document in its sole discretion it deems a traditional live signatures is required.
19. Property Insurance:
A. It is Buyer's obligation to ensure that any property hazard insurance policy regarding the real or personal property in this
escrow fully complies with the Lender's requirements regarding amount of coverage, terms, payee(s), insured, etc., and that
the evidence of hazard insurance is timely deposited with Escrow Holder. Escrow Holder is hereby instructed to pay from
Buyer's account the first year's premium at the close of escrow to Buyer's chosen insurance holder and may forward a copy of
any evidence of an insurance policy to lender, if requested. Escrow Holder shall have no duty or responsibility regarding
hazard insurance, except to forward the first year's premium, or evidence of payment, and the evidence of buyer obtaining
insurance to the lender. It is Buyer's or lender's exclusive duty to verify the policy of insurance provides adequate coverage
needed and must ensure the policy or policies of insurance are issued and remains in effect after the close of escrow.
B. HOA Insurance: Escrow Holder is authorized and instructed to debit funds deposited by Buyer for payment of any fee
assessed by the Master Insurance Holder of the HOA for issuance of their Certificate. Buyer has satisfied himself of the
existence of the master insurance coverage of the HOA and is advised to fully investigate the extent and scope of its
coverage and obtain any additional or supplemental coverage outside of escrow. Escrow Holder is not to be concerned nor
held liable or responsible in connection therewith.
C. ALL CASH: In the event of an all-cash transaction, Buyer has the option of paying any hazard insurance premium
through escrow, by designating in writing the insurer to be used and depositing funds into escrow for the first year premium.
Buyer is exclusively responsible to confirm issuance of any policy,with the desired coverage, at the close of escrow.
20. No Disclosures or Warranties:
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CV Escrow, Inc. Date: September 25,2017
Escrow No.: 035888-JE
A. The parties acknowledge that depending on the type (Commercial or Residential) and location (City) of real property
involved in this escrow, there may be disclosure(s) and civil or municipal ordinance requirement(s) that would affect
transferring the real property. Escrow Holder urges both parties to seek appropriate counsel from an attorney or licensed real
estate broker to ascertain what disclosures, certificates, reports and/or civil or municipal ordinances, need to be complied with
outside of escrow prior to the close of escrow. The parties'signature upon these instruction shall be deemed evidence to the
Escrow Holder that the parties have obtained independent counsel and know of any disclosures, certificates, reports, civil or
municipal ordinance requirements and will comply with same outside of this escrow. Unless otherwise instructed in writing to
the contrary within the body of these escrow instructions, Escrow Holder has no responsibility or liability for any such
disclosures, notices or reports, regarding civil or municipal ordinances.
B. Escrow Holder is not responsible or liable for the validity, regularity or sufficiency of municipal residential property reports,
parking disclosures, or retro-fit standards to be complied with upon transferring real property. Escrow Holder may forward a
request or application for a Residential Property Report or Certificate of Compliance received to the appropriate governmental
agency. Escrow Holder charges Seller with any fee to file such document, unless otherwise instructed. Escrow Holder is not
responsible or liable for the content or timeliness of any request, application, or response of any governmental agency. Any
property reports or certificates deposited into escrow are a courtesy copy Escrow Holder is not required to forward to any
party.
C. Escrow Holder is not responsible or concerned with giving any disclosures except as expressly required by Federal or
State law to be given by an escrow holder. Escrow Holder has no responsibility or concern with the lenders loan disclosures,
effect of zoning ordinances, land division regulations, homeowner associations or building occupancy restrictions or
certificates, covenants, conditions, or restrictions (CC&Rs) that may pertain to or affect the land or improvements of the
property of this escrow. The parties must satisfy themselves outside of escrow that the transaction covered by this escrow is
not in violation of the Subdivision Map Act or any other law regulating land sub-division, CC&R's or homeowners association
rules; and Escrow Holder has no responsibility or liability for any disclosure or use regulation pertain to or affecting the land or
improvements that are the subject of this escrow. The parties'signatures on this instruction evidences their acceptance of
their duty to exclusive independently investigate all use limitations pertaining to or affecting the land or improvements the
subject of this escrow.
21. Property Condition: Escrow Holder makes no physical examination or inspection of any real or personal property
described in these instructions or in any instrument or document deposited. Escrow Holder accepts no agency or duty, and
none maybe implied in any manner under California Civil Code §1102.11, any other statute, ordinance, authority, or written
agreement for making or giving any disclosures under transferring Residential Property laws or local ordinances. The parties
expressly acknowledge that Escrow Holder has no duty or liability for the physical condition, use, or habitability of any property
the subject of this escrow.
22. Disbursements: Disbursements shall be made by Escrow Holder either by check or wire transfer. Checks not presented
for payment within six months are subject to service charges. All documents and funds due to respective parties shall be
made by United States mail to parties'addresses provided to Escrow Holder, unless otherwise instructed. Escrow Holder has
no control or liability regarding a bank's timely processing or receipt of any disbursement made by check or wire transfer
under a party's instruction. It shall be the party's duty to provide correct and accurate wire instructions to Escrow Holder.
Escrow Holder is not responsible or liable for any loss or damages caused by delays, rejections, or missed delivery of wire
transfers due any act by a third-party, any incorrect routing or account numbers, account payees and or account beneficiaries,
on any account or institutions into which Escrow Holder is directed to wire funds.
23. Assignment of Proceeds: If the parties to this escrow unilaterally assign or order the proceeds of this escrow to be
paid to other than the original parties to this escrow, such assignment or order is subordinated to the expenses of this escrow,
liens of record on the property, and payments directed to be made by original parties together. If the result of such
assignment or order would be to leave the escrow without sufficient funds to close, then Escrow Holder is directed to close
and pay such assignments or orders out of the net proceeds due in the order in which such assignment or orders are
received. If any assignment or transfer of interest is by operation of law, with or without the approval or consent of any or all
of the parties hereto, Escrow Holder shall retain the right to deduct any and all escrow costs, fees, and expenses provided for
or under your current fee schedule from said assigned or transferred funds, property or rights, prior to payment. Escrow
Holder shall have the right to reject any assignment or order not in satisfactory form or that creates undue risk to Escrow
Holder.
24. Dishonored Checks: If any check submitted to Escrow is dishonored upon presentment for payment, Escrow Holder
may notify all parties, their respective holders or any other person or entity Escrow Holder deems necessary to notify of such
nonpayment. The paq sub 'itting the dishonored check shall reimburse Escrow Holder for any costs or expenses in
.Page 9
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Seller's Initials: V
Buyer's Initials:
EZlf
CV Escrow, Inc. Date: September 25, 2017
Escrow No.: 035888-JE
connection therewith. THE SELLER'S EXCLUSIVE LEGAL OR EQUITABLE REMEDY FOR ANY INJURY FROM THE
DISHONORING OF ANY CHECK OR FUNDS FROM BUYER SHALL LIE ONLY AGAINST BUYER AND NOT ESCROW
HOLDER.
25. Reimbursement of Funds: If Escrow Holder disburses more funds to or for the benefit of any party than they are entitled
to receive, or the escrow has a shortage to or for the benefit of any party,that benefitting party agrees to repay Escrow Holder
the overpayment or shortage within five days of its demand, after which interest shall accrue at the rate of ten percent (10%)
per annum. If any failure to pay occurs fees, costs or expenses due on Escrow Holder's demand the parties agree to pay a
reasonable fee for any attorney services which may be required to collect such fees, costs, or expenses, besides any other
fees and costs as the court may otherwise determine.
26. Document Retention/Electronic Records: The parties acknowledge, consent and expressly authorize the Escrow
Holder to convert, store, or otherwise maintain any original documents (including executed purchase agreements) or copies
submitted or provided to Escrow Holder in an electronic format or medium for all purposes. Upon Escrow Holder's transfer of
any document into an electronic format, it is expressly authorized to destroy the original paper documents submitted to
Escrow Holder, without liability. The Parties agree that electronic record or date maintained by Escrow Holder will be
admissible in any legal, administrative or other proceedings as conclusive evidence of the contents of those documents in the
same manner as original paper documents, and the Parties waive any right to object to the introduction of any electronic data
or records into evidence. The parties to these Escrow Instructions authorize Escrow Holder to destroy these instructions and
all other instructions, documents and electronic records of this escrow after five (5) years from the close of escrow,
cancellation, or date of the last activity without liability and without further notice to the parties.
27. Choice of Law: These instructions must be construed and interpreted according to California Law and are performed in
Riverside County, California.
28. Limitations of Liability:
A. UNDER NO CIRCUMSTANCES OTHER THAN FRAUD OR WILLFUL MISCONDUCT BY ESCROW HOLDER SHALL
ESCROW HOLDER HAVE ANY RESPONSIBILITY FOR DAMAGES IN EXCESS OF$50,000.00 UPON A FINDING OF
LIABILITY AGAINST ESCROW HOLDER. THIS SECTION IS OF KEY IMPORTANCE TO ESCROW HOLDER, AND
ESCROW HOLDER WOULD NOT ENTER INTO THIS AGREEMENT IN THE ABSENCE OF THIS SECTION. THIS
SECTION SHALL SURVIVE TERMINATION OF THIS AGREEMENT.
B. NO ACTION SHALL LIE AGAINST ESCROW HOLDER FOR ANY CLAIM, LOSS, LIABILITY OR ALLEGED CAUSE
OF ACTION OF ANY KIND OR NATURE WHATSOEVER, HOWEVER CAUSED OR OCCURRED, UNDER THIS ESCROW
OR IN CONNECTION WITH THE HANDLING OR PROCESSING OF THIS.ESCROW, UNLESS BROUGHT WITHIN
TWELVE(12) MONTHS AFTER THE CLOSE OF ESCROW OR ANY CANCELLATION OR TERMINATION OF ESCROW
FOR ANY REASON WHATSOEVER.
29. No Legal, Financial or Tax Advice: THE PARTIES ACKNOWLEDGE AND UNDERSTAND THAT ESCROW HOLDER
IS NOT AUTHORIZED TO PRACTICE LAW NOR DOES IT GIVE FINANCIAL ADVICE. THE PARTIES ARE ADVISED TO
SEEK LEGAL AND FINANCIAL COUNSEL AND ADVICE CONCERNING THE EFFECT OR CONSEQUENCES OF THE
PURCHASE AGREEMENT, THESE ESCROW INSTRUCTIONS AND GENERAL PROVISIONS, ANY LOAN DOCUMENTS,
OR OTHER FINANCIAL/TAX DOCUMENTS. THE PARTIES ACKNOWLEDGE THAT NO REPRESENTATIONS ARE MADE
BY ESCROW HOLDER AND NO RELIANCE CAN BE PLACED ON THE LEGAL SUFFICIENCY, LEGAL CONSEQUENCES,
FINANCIAL EFFECTS OR TAX CONSEQUENCES OF ANYTHING WITHIN THIS ESCROW TRANSACTION BASED ON
REPRESENTATIONS OF THE ESCROW HOLDER.
30. Legal Fees: IN THE EVENT ANY PARTY TO THIS ESCROW, INCLUDING YOU AS ESCROW HOLDER, INSTITUTES
OR DEFENDS ANY ARBITRATION OR LITIGATION AT LAW, INCLUDING CONTRACT OR TORT OR ACTIONS IN
EQUITY ARISING OUT OF THIS ESCROW, THE PREVAILING PARTY SHALL, IN ADDITION TO SUCH OTHER RELIEF
AS MAY BE AWARDED, BE ENTITLED TO RECOVER REASONABLE ATTORNEYS' FEES, COSTS, CHARGES AND
EXPENSES OF SUCH LITIGATION.
31. Witness Fees: If any officer, employee, or representative of Escrow Holder must respond to any subpoena or other order
to appear in an action or proceeding in which Escrow Holder's breach or fault is not in issue, the party requiring such
appearance agrees to indemnify and hold Escrow Holder harmless against all costs, expenses and reasonable attorney's fees
expended or incurred by it for such appearance. The party requiring such appearance shall pay to Escrow Holder and each
officer, employee(s), or repr entative(s), besides the amounts from time to time provided for by law, the sum of$400.00 as
Seller's Initials: Page10/ Buyer's Initials
CV Escrow, Inc. Date: September 25, 2017
Escrow No.: 035888-JE
an additional witness fee for each day or part that an officer, employee or representative of Escrow Holder must attend. As a
condition precedent to any obligation to appear under such subpoena or order, the party requesting such appearance must
concurrently with the service of the subpoena or order pay the additional witness fee agreed to for each day's actual
attendance, even if no testimony is given.
32. Fees and Expenses: Fees and charges agreed upon for your services shall be compensation for ordinary services as
contemplated by these instructions. If the conditions of this escrow are not promptly fulfilled by the parties or if Escrow Holder
renders any service not provided in these instructions, or if the parties request a substantial modification of its terms, or any
controversy arises, Escrow Holder is made a party, or intervenes in, or must participate in any mediation, arbitration or
litigation, including an interpleader action pertaining to this escrow or its subject matter, before, during, or after the close of
escrow, Escrow Holder shall be reasonably compensated for such extraordinary services and reimbursed for all costs and
expenses incurred by it, including any reasonable legal fees or costs incurred, whether litigation is filed or not, and costs and
expenses occasioned by the default, delay, controversy, mediation, arbitration or litigation.
If sums remaining on deposit in escrow become subject to the state unclaimed property law and require escheatment to that
particular state,the Parties authorize Escrow Holder to debit its authorized costs to escheat from said funds.
33. Conflicting Demands/Instructions &Interpleader Actions: If conflicting demands are made upon Escrow Holder or
notice is given of any controversy or legal action between the parties or third person(s) for this escrow, Escrow Holder shall
not be required to determine or resolve conflicting demands or claims or take any action, but has the absolute right too stop
and withhold all further proceedings to perform this escrow, without liability, until any such conflicting demands or claims have
been determined, resolved, or eliminated by mutual written agreement of the parties, a valid amendment or supplement to the
escrow instructions, or a final order or judgment of a court of competent jurisdiction in form satisfactory to Escrow Holder is
deposited into escrow. Escrow may also, at its sole discretion, sue in interpleader or declaratory relief action, and are
instructed and authorized to deposit any documents or funds which are the subject of conflicting demands or claims with the
court under any such action, less Escrow Holder's escrow fees, costs, and attorney's fees incurred. The Parties acknowledge
and understand that any irrevocable escrow instruction received and accepted by Escrow Holder are not subject to conflicting
demands. Irrevocable escrow instructions can be amended or revoked only with the written consent of the Parties to the
irrevocable escrow instructions. Escrow Holder shall have no liability for complying with its irrevocable escrow instructions of
its Parties.
34. Resignation: At any time prior to close of escrow, Escrow Holder, for any reason and without liability from the principals,
may give written notice to the parties and resign as Escrow Holder. Escrow Holder shall be entitled to be reasonably
compensated for the escrow service performed and reimbursed all costs and expenses incurred up to resignation. The
balance of any funds, property or documents shall be returned to the parties who deposited same or forwarded to a new
escrow holder as mutually designated in writing by the parties.
35. General Authorizations:
A. Escrow Holder is authorized in its sole discretion to rely and act upon facsimile instructions, electronic instructions (e-
mail), copies of purported instructions, including, but not limited to, escrow instructions, amendments or modifications,
demands, lender instructions, pay-off instructions and bills from the Parties or third parties, as though they are original
instructions signed by the parties or third parties. The Escrow Holder is entitled to follow and to rely on such instructions
without any further verification or inquiry. However, if Escrow Holder elects, in its sole discretion, to authenticate or verify any
instruments received, it may refuse to follow such instructions until they have been authenticated or verified in a manner
satisfactory to Escrow Holder. The Parties shall release and indemnify the Escrow Holder from any loss, cost, damage
or expense, the Parties or any third party may directly or indirectly suffer or incur in the event the Escrow Holder
elects to authenticate or verify any instructions. Parties acknowledge that if they chose to use an electronic device that is
not secure, including, without limitation, facsimile or unencrypted electronic mail, to communicate instructions to the Escrow
Holder that (i) security, privacy and confidentiality cannot be ensured, (ii) such communication is not reliable and may not be
received by the Escrow Holder in a timely manner or at all, and (iii) such communication could be subject to interception, loss
or alteration. The Parties hereby release and indemnify the Escrow Holder from and against any loss, cost, damage or
expense Escrow Holder,a Party,or any other party may directly or indirectly suffer or incur by Escrow Holder relying
on any such fax and electronic instructions.
B. Escrow Holder may use any standardized or preprinted form to comply with these instructions. Escrow Holder may use
its own forms or any usual forms of any Title Company and may insert dates and terms on the instruments, if incomplete when
executed by a party.
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CV Escrow, Inc. Date: September 25, 2017
Escrow No.: 035888-JE
36. Miscellaneous Conditions:
A. This escrow will be processed in the English language. Should any Principal elect to use a language translator to assist
them in understanding the escrow process, or any documentation part of this escrow, that language translator will be selected
and provided by the Principal needing such assistance. The Escrow Holder will provide no language translation services. If
any language translation is provided by Escrow Holder it is rudimentary, solely as a courtesy and may not be relied upon.
Escrow Holder will not be liable or responsible for the correctness of any language translator's interpretation of the escrow
process or of any other documentation that is a part of this Escrow. Any signature on a document shall be relied upon by
Escrow Holder that the signor fully understood and accepted the terms in the documents.
B. These Additional Escrow Instructions and General Provisions may be executed in counterparts, each of which shall
constitute one and the same document.
C. If any instruction or term in these Escrow Instructions is held invalid by judicial proceeding, the remaining shall continue to
be operative and enforceable.
37. Cancellation: Escrow Holder reserves the right to require mutual signed release instructions from the Parties, judicial
decision, or arbitration award. The parties, jointly and severally, agree that if escrow cancels, is terminated or otherwise not
closed,the parties shall pay Escrow Holder any costs and expenses it incurred or has become obligated for in processing this
transaction including, but not limited to, courier fees, filing fees, attorneys'fees and costs, third-party vender fees for services
performed for this escrow; and an escrow cancellation fee for services rendered in an amount of$500.00 or up to the full
escrow fee depending on the status of the escrow at "cancellation." The parties agree that such costs, expenses and fees
shall be paid from funds already on deposit or deposited in escrow before any cancellation or other termination of this escrow
is effective. The parties agree that said charges for expenses, costs and fees may be apportioned between Buyer and Seller
in a manner which, in Escrow Holder's sole discretion, it considers equitable and Escrow Holder's decision will bind and
conclusive upon the parties. Except as provided in the Purchase Agreement, upon receipt of mutual cancellation instructions,
a final order or judgment of a court of competent jurisdiction with accompanying writs of execution, levies or garnishments in
form satisfactory to Escrow Holder, Escrow Holder is instructed to disburse the escrow funds and instruments under such
cancellation instruction, order, judgment or accompanying writ; and the escrow without further notice shall be terminated and
cancelled.
38. No Activity Cancellation: The principals to the transaction agree that if no additional instructions are received from one
or both of the principals in this transaction within 120 days from the date escrow is scheduled to close, or any written
extension, the escrow holder may consider the escrow cancelled and may take a cancellation fee for$500.00 or a reasonable
fee based on escrow holder's determination of services performed. Any remaining deposits, documents or other items held
by escrow holder may be disbursed to the depositors or parties specified in the instructions. Nothing restricts the ability of the
escrow holder to file an ' terpleader action if a dispute occurs over the pro er distribution of funds deposited with escrow.
Seller(s) Initials ( Buyer(s) Initials!
39. I/We agree to pay FUNDS REQUIRED TO CLOSE ESCROW UPON DEMAND.
THE UNDERSIGNED HEREBY ACKNOWLEDGE THEY HAVE RECEIVED AND READ THESE 10 PAGES OF
ADDITIONAL ESCROW INSTRUCTIONS AND GENERAL PROVISIONS AND APPROVE, ACCEPT AND AGREE TO BE
BOUND HEREBY.
SELLERS: BUYERS:
The City of Palm Springs, a California charter City 7 in Olivera, LLC, a California Limited
���/ Partnership
By: —�s. ,
David H. Read anager By:
ri etayi,Managing Member
Page12
Seller's Initials: / Buyer's Initials:E /
46ZK
DocuSign Envelope ID:D3A8D146-13BE-4998-9d&195CC1340 •
AGREEMENT FOR PURCHASE AND SALE OF RIGHT OF WAY
THIS AGREEMENT FOR PURCHASE AND SALE OF RIGHT OF WAY
("Agreement') is made and entered into as of this 2nd day of August, 2017, by
and between the CITY OF PALM SPRINGS, a California charter city and
municipal corporation ("Seller"), and 7 IN OLIVERA LLC, a California limited liability
company ("Purchaser"). Seller and Purchaser are sometimes referenced below as the
"Pates," and each as a "Party." In consideration of the mutual covenants and
representations herein contained, and other good and valuable consideration the receipt
and sufficiency of which are hereby acknowledged, the Parties agree as follows:
RECITALS
A. The purpose of this Agreement is to provide for the purchase and sale of that certain
six thousand three hundred and eighty-two (6,382) square feet of right of way,
currently owned in fee by the City of Palm Springs ("RoW') identified as Parcel "A".
Exhibit A, attached hereto and incorporated by this reference herein, reflects the
legal description of the RoW identified as Parcel "A" as known by the Parties.
Exhibit B, attached hereto and incorporated by this reference herein, depicts Parcel
"A" as known by the Parties, and specifically excludes an adjacent portion of right of
way identified as Parcel "B" which is not a part of this transaction. The RoW is
located on the eastern boundary of a site owned and planned for future development
by Purchaser (the "Site"), with frontage on Via Olivera, in the City of Palm Springs,
County of Riverside, State of California, and contiguous to a planned cross-street
that will be a new segment of Zanjero Road.
B. The Site consists of the two (2) Purchaser-owned parcels, approximately .83 acres
in size in the aggregate, identified as assessor's parcels number 504-260-004 and
504-260-005, and generally located at the northwest corner of Via Olivera and the
future Zanjero Road.
C. The Site is incorporated in Purchaser's Tentative Condominium Tract Map No.
37041, as proposed by Purchaser for the Seller's consideration and approval (the
"Map"). Exhibit C, attached hereto and incorporated by this reference herein,
reflects the Site in the context of the Map. The Map depicts certain setback and
dimensional issues that would prevent final approval by the Seller in its
governmental capacity unless modified into conformance which may require a
reduction in dwelling unit count or size.
D. As such, the Parties understand and agree that Purchaser's acquisition of title to the
RoW is a condition precedent to Purchaser's development and improvement of the
Site as shown in the Map. Purchaser desires to acquire the RoW and incorporate
the RoW into the Site to ease such dimensional limitations.
E. The City has determined that the Site's development, if it proceeds pursuant to this
Agreement, will advance the best interests of the City in accord with the public
AGREEMENT FOR PURCHASE AND SALE OF RIGHT OF WAY
7 at Olivera, LLC
Page 1 of 9
DocuSign Envelope ID:D3A0146-13BE-4998-944195CC1340 is
purposes and provisions of applicable federal, state, and local laws and
requirements.
F. Prior to consummating the purchase and sale contemplated by this Agreement, the
Parties understand and agree that Seller, in an effort to secure the maximum value
attainable upon its sale of the ROW, will market the ROW for sale to the public.
G. In recognition of Purchaser's desire to develop the Site and Seller's intent to
cooperate with Purchaser's plan to purchase the ROW pursuant to the terms and
conditions of this Agreement, Seller will give Purchaser a "right of first refusal" with
respect to any offer to purchase the RoW received by Seller during Seller's
marketing of the ROW.
NOW, THEREFORE, IT IS MUTUALLY AGREED BY AND BETWEEN THE
PARTIES HERETO AS FOLLOWS:
1. AGREEMENT TO SELL AND PURCHASE
Based upon the true and correct recitals above, incorporated in their entirety
herein by this reference as material contractual terms, inclusive of the referenced
exhibits and definitions, Seller agrees to sell the ROW to Purchaser, and Purchaser
agrees to purchase the ROW from Seller, upon the terms and for the consideration set
forth in this Agreement.
2. OWNER/SELLER
The City of Palm Springs ("Seller"), a charter city organized under the laws of the
State of California, owns the ROW to be sold pursuant to this Agreement. The office of
the Seller is located at 3200 E. Tahquitz Canyon Way, P.O. Box 2743, Palm Springs,
CA 92263-2743.
3. PURCHASING ENTITY
7 In Olivera LLC, a California limited liability ("Purchaser") seeks to acquire title to
the RoW hereunder. The principal office of the Purchaser is located at 412 N Oakhurst
Dr., Apt#204, Beverly Hills CA 90210. The term "Purchaser" as used in this Agreement
includes any permitted transferee, conveyee, or assignee of the Purchaser with the
qualifications and financial responsibility necessary and adequate, consistent with the
provisions of this Agreement and as may be reasonably determined by the City
Manager, to fulfill the obligations undertaken in this Agreement by the Purchaser.
4. PURCHASE PRICE
The Parties agree that absent Purchaser's exercise of its right of first refusal
hereunder, the total purchase price for the RoW, payable Purchaser to Seller in cash
through the escrow facilitating the transaction underlying this Agreement ("Escrow"),
AGREEMENT FOR PURCHASE AND SALE OF RIGHT OF WAY
7 at Olivera,LLC
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DocuSign Envelope ID:WA813146-13BE-4998-944195=340 •
shall be the lump sum of Forty Seven Thousand Ell:jht Hundred Eighty Dollars and
No Cents ($47,880.00) (the "Purchase Price"). In the event that Purchaser exercises its
right of first refusal hereunder, the adjusted purchase price of the right of way shall be
as specified below.
5. USE OF SITE.
Purchaser's use of the Site upon acquisition of the ROW shall consist of
construction and maintenance of a multi-family residential project which meets all
applicable zoning and development standards of the Seller in its governmental capacity.
6. MARKETING OF SITE PRIOR TO ESCROW, RIGHT OF FIRST REFUSAL
(a) Seller shall list the ROW for sale, in accord with Seller's established policy
and procedure of listing real property for sale, within two (2) business days
of the Parties' execution of this Agreement. The duration of Seller's listing
of the ROW shall be thirty (30) days. Seller's listing shall indicate that any
purchase of the ROW by a third party (a "Third Party Purchaser") shall be
subject to a right of first refusal benefitting Purchaser ("ROFR"), whereby
Purchaser shall have the right to purchase the ROW for an adjusted
purchase price of one dollar ($1.00) more than any price offered by a
Third Party Purchaser ("Adjusted Purchase Price"). Further, the listing
shall indicate that a copy of this Agreement, including the specific terms of
the ROFR, shall be available to any prospective Third Party Purchaser
upon a written request to the City Clerk.
(b) Seller shall give Purchaser written notice of all offers to purchase the ROW
received from any Third Party Purchaser during the duration of the Seller's
listing of the RoW within two (2) business days of the close of the listing
period. Purchaser shall have two (2) business days after receipt of such
written notice of all offers, if any, to exercise its ROFR with respect to that
the highest and/or best offer in excess of the Purchase Price. In the event
that Purchaser exercises its ROFR, Seller shall communicate notice of the
fact of that exercise to the Third Party Purchaser, and the offer by the
Third Party Purchaser in question shall be deemed rejected.
(c) In the event that Purchaser exercises its ROFR and offers to purchase the
ROW from Seller for an Adjusted Purchase Price, escrow shall open as
per this Agreement.
(d) Pursuant and according to the terms above, Seller hereby grants
Purchaser a ROFR as to Seller's potential sale of the ROW to any Third
Party Purchaser, and further, hereby warrants and covenants that it will
sell the ROW to Purchaser for the Adjusted Purchase Price subsequent to
any exercise of Purchaser's ROFR.
AGREEMENT FOR PURCHASE AND SALE OF RIGHT OF WAY
7 at Olivera, LLC
Page 3 of 9
DocuSign Envelope ID:D3A8D146-13BE-4998-91
*4195CC1340 •
7. ESCROW AND TITLE INSURANCE
(a) Within two (2) business days of the expiration of Seller's listing of the ROW
for sale, the Parties shall open escrow ("Escrow") with an escrow
company located in the City of Palm Springs, California ("Escrow Holder").
Each of the Parties shall pay fifty percent (50%) of all fees, charges, and
costs of Escrow.
(b) Seller shall deposit an executed and duly notarized copy of an instrument
conveying title to the ROW to Purchaser, suitable for recordation in the
Official Records of Riverside County, with Escrow Holder within five (5)
business days after opening of Escrow.
(c) Purchaser shall deposit the full amount of the Purchase Price or the
Adjusted Purchase Price in good funds with Escrow Holder within five (5)
business days after opening of Escrow.
(d) Escrow Holder shall cause to be issued and delivered to Purchaser, as of
Escrow's closing date and at Seller's expense, a CLTA standard coverage
policy of title insurance or, upon Purchaser's request and at Purchaser's
expense for the excess cost therefore an ALTA standard or extended
coverage policy of title insurance (a "Title Policy"), issued by Lawyers
Title, with liability in the amount of the Purchase Price, covering the ROW,
and showing title thereto vested in Purchaser free of encumbrances and
exceptions apart from:
A. The standard printed exceptions and exclusions contained in
the CLTA or ALTA form policy;
B. Utility and/or other easements or rights of third parties as to
which Seller has no control or capacity to eliminate; and
C. Any exceptions created or consented to by Seller, including
without limitation, any exceptions arising by reason of Seller's
possession, through the close of Escrow, of the ROW.
(e) The Escrow's closing date (the "Closing Date") shall be as soon as
practicable, and in no event after September 28, 2017 (the "Outside
Closing Date"). Escrow Holder may utilize all or part of this Agreement as
escrow instructions.
8. "AS IS" TRANSACTION, INDEMNITY
SELLER IS MAKING NO REPRESENTATIONS OR WARRANTIES
REGARDING THE DEVELOPMENT POTENTIAL OF THE RIGHT OF WAY SOLD
PURSUANT TO THIS AGREEMENT, OR ITS SUITABILITY FOR ANY PARTICULAR
AGREEMENT FOR PURCHASE AND SALE OF RIGHT OF WAY
7 at 01ivera, LLC
Page 4 of 9
DocuSign Envelope ID:D3A8D146-13BE-4998-94�4195CC1340 .
USE OR PURPOSE, OR WITH RESPECT TO ENVIRONMENTAL, HAZARDOUS
WASTE OR OTHER LAWS OR ORDINANCES, OR REGARDING THE PHYSICAL
CONDITION OF THE RIGHT OF WAY, INCLUDING SOILS AND GEOLOGY, OR
REGARDING ANY LICENSES OR PERMITS THAT PURCHASER MAY NEED TO
OBTAIN IN ORDER TO OWN, LEASE OR USE THE RIGHT OF WAY IN
ACCORDANCE WITH ITS EXISTING OR ANY CONTEMPLATED USES, OR
REGARDING ANY OTHER MATTER OR THING WHATSOEVER.
PURCHASER IS ACQUIRING THE RIGHT OF WAY "AS IS," IN ITS PRESENT
STATE AND PHYSICAL CONDITION.
PK
Seller's Initials Purchaser's Initials: Eel )
Purchaser agrees, from and after close of Escrow, to defend, indemnify, protect and
hold harmless the Seller and its officers, beneficiaries, employees, agents, attorneys,
representatives, legal successors and assigns ("Indemnitees") from, regarding and
against any and all liabilities, obligations, orders, decrees, judgments, liens, demands,
actions, claims, losses, damages, fines, penalties, expenses, or costs of any kind or
nature whatsoever, together with fees (including, without limitation, reasonable
attorneys' fees and experts' and consultants' fees), whenever arising, unless caused in
whole or in part by any of the Indemnitees, resulting from or in connection with the
actual or claimed condition of the ROW sold by Seller to Purchaser hereunder.
Purchaser's defense, indemnification, protection and hold harmless obligations herein
shall include, without limitation, the duty to respond to any governmental inquiry,
investigation, claim or demand regarding the actual or claimed condition of the ROW, at
Purchaser's sole cost.
9. COUNTERPARTS
This Agreement may be executed in counterparts, each of which so executed
shall, irrespective of the date of its execution and delivery, be deemed an original, and
all such counterparts together shall constitute one and the same instrument.
10. AMENDMENT
This Agreement may be amended only by a written instrument executed by the Party or
Parties to be bound thereby.
11. ATTORNEYS' FEES
In the event any legal action is brought to enforce the terms of this Agreement or
to recover damages for its breach, the prevailing party shall be entitled to reasonable
attorneys' fees therein as well as attorneys' fees incurred in enforcing any judgment
pertaining to such an action.
AGREEMENT FOR PURCHASE AND SALE OF RIGHT OF WAY
7 at Olivera,LLC
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DocuSign Envelope ID:D3A8D146-13BE-4998-9c*4195CC1340 •
12. DEFAULTS, REMEDIES AND TERMINATION
(a) Subject to the extensions of time set forth herein, failure or delay by either
Party to perform any term or provision of this Agreement constitutes a
default under this Agreement. The Party who so fails or delays must
immediately commence to cure, correct or remedy such failure or delay
and shall complete such cure, correction or remedy with reasonable
diligence, and during any period of curing shall not be in default.
(b) The injured party shall give written notice of default to the party in default
specifying the default complained of by the injured party. Except as
required to protect against further damages, the injured party may not
institute proceedings against the party in default until ten (10) days after
giving such notice. Failure or delay in giving such notice shall not
constitute a waiver of any default nor shall it change the time of default.
(c) A default in the performance of this Agreement shall serve to toll the
passage of time with respect to the Outside Closing Date.
(d) Except as otherwise expressly provided in this Agreement, any failure or
delay by either party in asserting any of its rights or remedies as to any
default shall not operate as a waiver of any default or of any such rights or
remedies or deprive such party of its right to institute and maintain any
actions or proceedings that it may deem necessary to protect, assert or
enforce any such rights or remedies.
13. NOTICES
Any and all notices required or permitted to be given hereunder shall be in writing
and shall be personally delivered, sent by electronic mail, facsimile, recognized
overnight delivery service or mailed by certified or registered mail, return receipt
requested, postage prepaid, to the Parties at the addresses indicated below:
SELLER/CITY: PURCHASER:
City of Palm Springs 7 In Olivera LLC
3200 E. Tahquitz Canyon Way 412 N Oakhurst Dr., Apt#204
P.O. Box 2743 Beverly Hills CA 90210
Palm Springs, CA 92263-2743 Telephone:
Telephone: (760) 323-8245 Facsimile:
Facsimile: (760) 322-8360 Email: erikA9900mail.com
Email: flinn.fagg -palmspringsca.gov Attention: Eric Ketayi
Attention: Flinn Fagg,
Director of Planning Services
AGREEMENT FOR PURCHASE AND SALE OF RIGHT OF WAY
7 at Olivera, LLC
Page 6 of 9
DocuSign Envelope ID:D3ASD146-13BE-4998-gD*4195CC1340
Any Party may change its address by a notice given to the other party in the manner set
forth above. Any notice given personally shall be deemed to have been given upon
service, notices sent by overnight service shall be deemed received on the next
business day and any notice given by certified or registered mail shall be deemed to
have been given on the third ($) business day after such notice is mailed.
14. NON-ASSIGNABLE AGREEMENT
This Agreement may not be assigned by either Party to any third party.
15. ENTIRE AGREEMENT, INTERPRETATION, AND MODIFICATION
This Agreement reflects, contains, includes and supersedes any and all
understandings, agreements, representations, inducements or promises between the
Parties, oral or written, if any. Neither of the Parties relies upon any warranty, promise,
representation, or agreement not contained in writing herein. No provision of this
Agreement shall be interpreted for or against either of the Parties because its legal
representative drafted such provision. This Agreement shall be construed as if jointly
prepared by both Parties. Any modification of this Agreement must be in writing duly
signed by both of the Parties. No waiver of any term or condition of this Agreement
shall be a continuing waiver thereof.
16. SEVERABILITY
If in the context of litigation, any provision of this Agreement is determined to be
unenforceable in whole or in part for any reason, any remainder of such a provision and
of the entire Agreement will be severable, and remain in full force and effect.
17. HEADINGS
All section headings contained in this Agreement are for convenience or
reference only, do not form a part of this Agreement and shall not affect in any way the
meaning or interpretation of this Agreement.
18. JURISDICTION AND VENUE
This Agreement and all questions relating to its validity, interpretation, performance, and
enforcement shall be governed and construed in accordance with the laws of the State
of California. In the event of any legal action to enforce or interpret this Agreement, the
Parties agree that the venue shall be the Superior Court of California, County of
Riverside, Indio Larson Justice Center.
AGREEMENT FOR PURCHASE AND SALE OF RIGHT OF WAY
7 at Olivera, LLC
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DocuSign Envelope ID:03A8D146-738E-4998-9d*4195CC1340 •
19. EXECUTION OF AGREEMENT, EFFECTIVE DATE
- The Parties agree and acknowledge that they have executed this Agreement
freely, voluntarily and upon the advice of counsel to the extent that any was desired.
This Agreement shall be fully effective and binding upon the Parties as of the date and
year first written above.
20. TIME OF THE ESSENCE
Time is of the essence of this Agreement and each of the Parties shall promptly
execute all documents necessary to effectuate the intent herein and shall perform in
strict accordance with each of the hereinabove provisions.
21. INDEPENDENT LEGAL COUNSEL.
Each undersigned Party acknowledges that it has been represented by
independent legal counsel of its own choice throughout all of the negotiations that
preceded the execution of this Agreement or has knowingly and voluntarily declined to
consult legal counsel; furthermore, each Party has executed this Agreement with the
consent and on the advice of such independent legal counsel or knowingly and
intelligently waived such consent and advice.
22. PARTIES DULY AUTHORIZED.
Each of the Parties represents and warrants that it is duly authorized to enter into
the transaction underlying this Agreement.
23. INDEPENDENT INVESTIGATION.
Each Party to this Agreement has made an independent investigation of the facts
pertaining to the provisions contained in this Agreement and all of the matters pertaining
thereto as deemed necessary.
SIGNATURES FOLLOW
AGREEMENT FOR PURCHASE AND SALE OF RIGHT OF WAY
7 at Olivera,LLC
Page 8 of 9
DocuSign Envelope ID:D3A8D146-138E-499B-9*4195CC1340 •
IN WITNESS WHEREOF, the Parties have executed this Agreement the day and year
first written above.
SELLER/CITY: PURCHASER:
CITY OF PALM SPRINGS, 7 IN OLIVERA LLC,
a California charter city a California limited liability company
and municipal corporation ,-dA
DxuSigned by: sl�ytfA �YL
eve rerar to�m�r�rf
David H. Ready Eric Ketayl, '0'`6'631FC`190,
City Manager Managing Member
APPROVED AS TO FORM: APPROVED AS TO FORM:
000uftneaby 51hC� lK
Edward Kotkin, Maureen annery, 'sq.,
City Attorney Attorney for 7 in Olivera LLC
ATTEST:
.APPROVED BY Ql COUNCIL
a� « M
Kathleen D. Hart,
Interim City Clerk, MMC
AGREEMENT FOR PURCHASE AND SALE OF RIGHT OF WAY
7 at Olivera, LLC
Page 9 of 9
DocuSign Envelope ID:D3A8D146-13BE-4998-9DFD-834195CC1340
IN WITNESS WHEREOF, the Parties have executed this Agreement the day and year
first written above.
SELLERICITY: PURCHASER:
CITY OF PALM SPRINGS, 7 IN OLIVERA LLC,
a California charter city a California limited liability company
and municipal corporation
omUSO-d by:
David H. Ready Eric Ketay ,
City Manager Managing Member
APPROVED AS TO FORM. APPROVED AS TO FORM:
DM���
F
Edward Kotkin, Maureen annery, svvvwo
City Attorney Attorney for 7 in Olivera LLC
ATTEST:
Kathleen D. Hart,
Interim City Clerk, MMC
AGREEMENT FOR PURCHASE AND SALE OF RIGHT OF WAY
7 at Olivera, LLC
Page 9 of 9
DocuSign Envelope ID:D3A8D146-13EE-4998-9*195CC1340 •
Exhibit A
(Legal Description of the "Right of Way")
PARCFL IIA'!•
BEING A PORTION OF THE PARCEL DESCRIBED IN RESOLUTION NO.2520 OF THE
CITY COUNCIL OF THE CITY OF PALM SPRINGS RECORDED APRIL 18, 1949 IN
BOOK 1069,PAGE 5 OF OFFICAL RECORDS OF THE COUNTY OF RIVERSIDE,STATE
OF CALIFORNIA,LOCATED IN SECTION 3,TOWNSHIP 4 SOUTH, RANGE 4 EAST,
SAN BERNARDINO BASE AND MERIDIAN, DESCRIBED AS FOLLOWS:
COMMENCING AT THE CENTERLINE INTERSECTION OF INDIAN CANYON DRIVE
(30 FEET IN HALF WIDTH)AND VIA OLIVERA(30 FEET IN HALF WIDTH)AS
SHOWN BY RECORD OF SURVEY ON FILE IN BOOK 146,PAGE 85,OF RECORDS OF
SURVEYS,OFFICIAL RECORDS OF SAID COUNTY;
THENCE SOUTH 890 55'42"WEST,A DISTANCE OF 429.06 FEET ALONG SAID
CENTERLINE OF VIA OLIVERA TO THE EASTERLY LINE OF SAID PARCEL,ALSO
BEING THE WESTERLY LINE OF THE WHITEWATER MUTUAL WATER COMPANY'S
RIGHT-OF-WAY;
THENCE NORTH 12014'00"WEST,A DISTANCE OF 21.05 FEET ALONG THE
EASTERLY LINE OF SAID PARCEL;
THENCE NORTH 15006'W'WEST,A DISTANCE OF 9.76 FEET ALONG THE EASTERLY
LINE OF SAID PARCEL TO THE EAST PROLONGATION OF THE NORTH LINE OF
SAID VIA OLIVERA, SAID POINT BEING THE TRUE POINT OF BEGINNING;
THENCE NORTH 15Q06'00"WEST,A DISTANCE OF 212.59 FEET CONTINUING ALONG
THE EASTERLY LINE OF SAID PARCEL TO THE EAST PROLONGATION OF THE
NORTH LINE OF PARCEL 2 AS DESCRIBED IN DOCUMENT NUMBER 2015-0257244,
RECORDED JUNE 17,2015,OFFICIAL RECORDS OF SAID COUNTY;
THENCE NORTH 89037'00"WEST,A DISTANCE OF 31.13 FEET ALONG SAID EAST
PROLONGATION OF PARCEL 2 TO THE WESTERLY LINE OF SAID PARCEL
DESCRIBED IN SAID RESOLUTION NO.2520;
THENCE SOUTH 15006'00"EAST,A DISTANCE OF 212.85 FEET ALONG THE
WESTERLY LINE OF SAID PARCEL TO THE NORTH LIME OF SAID VIA OLIVERA;
THENCE NORTH 89055'42"EAST,A DISTANCE OF 31.06 FEET ALONG THE EAST
PROLONGATION OF SAID NORT14 LINE Or VIA OLIVERA TO TIME TRUE POINT OF
BEGWNING.
EXHIBIT A
AGREEMENT FOR PURCHASE AND SALE OF RIGHT OF WAY
7 at Olivera, LLC
DocuSign Envelope ID:D3A8D146-13BE-4998-94�4195CC1340 •
Exhibit A
(Legal Description of the "Right of Way")
PARCEL µA"fCONT.1•
SUBJECT TO ANY EASEMENTS,IF ANY.
SAID PARCEL CONTAINS 6,392 S.F.(0.15 ACRES),MORE OR LESS.
AS SHOWN ON EXHIBIT"B"ATTACHED HERETO AND BY REFERENCE MADE A
PART HEREIN.
THIS LEGAL DESCRIPTION HAS BEEN PREPARED BY ME OR UNDER MY
DIRECTION IN CONFORMANCE WITH THE PROFESSIONAL LAND SURVEYOR'S
ACT.
0 dA/410� 000
ROBERT C.OLLERTON,P.L.S.7731 DATE "
aiER on
1 lio.7731
P.
OP
EXHIBIT A
AGREEMENT FOR PURCHASE AND SALE OF RIGHT OF WAY
7 at Olivera, LLC
DocuSign Envelope ID:D3A8D146-13BE-4998-904195CC1340 •
LANa, � EXHIBIT "B" ,,
c z Aw P.
SWE
I N
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1 1OF CA{.IF� `
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'O011l N 143 2B' ® PARCEL DESC. IN �
IESOLUMN N O. 2520 OF
A E THE CTIY COUNT Of PAW 8 VICINITY MAP N"SP�NGS, REC. 4/18/1949
I N�'J8 00'1V N 128.53
• ' BK.1069, PGA O.R.
Y LINE LINE Til
*IREWER LD. DARING GIST. FT.
WMIA1 M R/W 11 N89'S5'421 429.06
_ N�31'QD'W N 15201' L2 N1F14'OOV 21.05
RS 146/85 — — — — P B L3 N1506'OOV 9.76
-0 PARCEL 118 L4 N89 W4221 31.06
I PARS 2 ?p L5 N89'3Y0DV 31.13
I OOCJ 2015-0251244 OR. 9 L5 N1S06'00N 44.46
L � U S00'11'ODV 50.00
lit N8537'00'19 ry 159.43' g,ia
� LS S18'3 OVE 44.45
I— — — — — — — — — � S. L9 SIFOCOOT 3515
A L10 NRIO'11'Oft 68M
8 I PARCEL 1 1.11 N89'55'42'E 192
M DOCK 2015-0257244 O.R. *, Li NOUltbO"E 2114
I o ALL DATA AWN HEREON 6
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EXHIBIT 8
AGREEMENT FOR PURCHASE AND SALE OF RIGHT OF WAY
7 at Olivera, LLC
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Exhibit C
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PREUMINARY
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City- of Palm Springs
Community and Economic Development Department
3200 F. lidulu¢z C.myon%Viy • Ri nt Springs, Cnlilitmia 9"62
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September 18,2017
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7 In Olivera,LLC
412 N. Oakhurst Dr.,Apt.204
Beverly Hills,CA 90210
TRANSMITTED VIA EMAIL WITH ORIGINAL TO FOLLOW BY CERTIFIED MAIL
Attention: Eric Ketayi,Managing Member
Re: Purchase and Sale of Zanjero Road Right of Way(Parcel A)-Right of First Refusal
The City of Palm Springs received one bid for the Zanjero Road Right of Way Parcel (Parcel A)
from a third party purchaser in the amount of $48,000 prior to the 3:00 p.m. deadline on
Thursday September 14, 2017. Pursuant to the Agreement for Purchase and Sale of Right of
Way with 7 In Olivera, LLC,any purchase of the subject property by a third party shall be subject
to a right of first refusal (ROFR), whereby 7 In Olivera, LLC (Purchaser) shall have the right to
purchase the Parcel A for an adjusted purchase price of one dollar ($1.00) more than any price
offered by a Third Party Purchaser. The adjusted purchase price therefore is$48,001.
Please indicate your interest in exercising your right of first refusal and offer to purchase Parcel
A at a price of$48,001 by si ow and returning the signed copy within two(2) business
days to the Gty of P nn
Eric Ketayi, Managing Member
7 in Olivera,LLC
Sincerely,
Diana R. Shay, Redevelopment Coordinator
cc: Maureen Flannery,Esq.,Attorney for 7 in Olivera,LLC
Jay Virata, Director of Community and Economic Development
Marcus Fuller,Assistant City Manager
Edward Z. Kotkin,City Attorney
Posc Office Box 2741 0 Palm Springs, California 92263-271:3