HomeMy WebLinkAboutA6273 - MICHAEL S. HOFFMAN - SALE OF FORMER ANIMAL SHELTER PROPERTY OF 4810 CAMINO PAROCELA N. Palm Canyon
CV E S C ROW 901 Palm Springs, CAr92262
COACHELLA VALLEY ESCROW Phone: (760) 325-7314
Fax: (760)325-7324
Julie Ekstrom Date: July 31, 2012
Escrow Officer Escrow No.: 031360-JE
Property Address: 4810 East Camino Parocela
Palm Springs, CA 92264
INSTRUCTIONS TO PAY COMMISSION
At the close of your above-numbered escrow, you are authorized and instructed to pay the following:
Pay Commission to Sperry Van Ness $4,200.00
2066 Tamarisk Rd
Palm Springs, CA 92262
Agent: John Stiles
TOTAL COMMISSION $4,200.00
This instruction irrevocably assigns the above stated commission to the above named Broker(s). This
instruction may not be amended or revoked without the written consent of the Broker(s).
Escrow Holder will not be able to issue any commission checks without proof of a valid CA
Department of Real Estate Broker's license.
SELLERS:
City of Palm Springs, a Ci'
California oration
BB -- �
DW9 H.'ft .._ D
, ,
APPROVED BY CITY COUNCIL
c \4 \x IP A�a'1�, Sperry Van Ness
BY:
Authorized Signature
ATTEST: License#
`ity Clerk
Palm
on
901 Palm Springs, CAr92262
CV ESCROW
COP<%LLLA VALLEY L6C%GC
Phone: (760)326-7314
Fax: (760) 325-7324
To: Julie Ekstrom Escrow No.: 031360-JE
Property Address: 4810 East Camino Parocela, Palm Springs, CA 92264
DISBURSEMENT OF PROCEEDS INSTRUCTION
The Undersigned Hereby authorizes Coachella Valley Escrow, Inc., to disburse our proceeds under the above Escrow as
follows tPtease.pick one of the options below,)
[ ] Hold for pick up By:
[ ] Mail check To:
[ ] Delivery to Courier To:
Contact Escrow Officer for charge
[ Wire Transfer Funds to: $25A0-Fee.
- A
Bank Name '= ��� Of 76j"( 2 &A -ABA/Fed Routing# (7 [0
Address Name on Acct
�i- S u haO
Phone number Account# ( qat kz000
Special Instructions (if any)
'In order to prevent delays please contact bank for ABA#for incoming wires
[ J 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 [ J Regular Mail [ ] Wire Transfer
Below signer does hereby authorize the Escrow Holder to debit their account the above fees for the requested delivery
method
APPROV,D BY CITY COUNCIL
City of Palm Springs, a California CQ ation
f> �t to a l A P1�a 15
By: -
David H. Ready, Cit ger
ATTEST:
FityClerk s
1099 CERTIFICATION
TO: Coachella Valley Escrow, Inc.
ESCROW NO.: 031360-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: $140,000.00
PROPERTY ADDRESS: 4810 East Camino Parocela, Palm Springs, CA 92264
This is to advise that the TIN Taxpayer's Identification Number(Social Security Number)for the Seller(s) in this escrow are as
follows:
SELLER:
Full Name (Ple se rint) Social Security OR T7e= tffi -atf�rrr
Full Name (Please Print) Social Security OR Tax Identification Number
PROPERTY OWNERSHIP STATUS: Individual Husband and Wife Trust
f Urfl6 iP4 Corporation Partnership
LLC operating as a Corporation LLC operating as a Partnership
Percent of Ownership: % (If% of ownership is not 100% another form must be filled out for each Seller).
IS THIS YOUR PRINCIPAL RESIDENCE: Yes ( ) No ¢Q
EXCHANGE TRANSACTION: Yes ( ) No x
IMPORTANT: Address for mailing the 1099 at or after the close of escrow will be:
Ct Pa(", ct S a. Box Z-7 �3 _
Mtn I n L: t tr'lk wc.-
Under penalty of perjury, I/We hereby certi the above number(s)and information are true and accurate. trtc�✓
Seller��Stgnatur
Seller
Signature
FPPrOID@YCM1 'MUrQ'1L ATTEST.
�t 1� l� iP �s213
Ity Clerk —j
901 N. Palm Canyon Dr.#107
CV ESCROW Palm Springs, CA92262
Phone: (760) 325-7314
Fax: (760)325-7324
PRIVACY ACT NOTICE
Escrow No.: 031360-JE
Coachella Valley Escrow, Inc. has prepared this Privacy Act Notice to comply with the Gramm-Leach Bliley Act. Public Law
106-102 and to inform you regarding its collections, storage and use of information that you and others give it during the processing of
your escrow transaction. The information in this Privacy Act Notice applies to Escrow Holders current and former clients.
1. Categories of Information Escrow Holder Collects. We collect nonpublic personal information about you from the
following sources:
A. Information from you in letters and other communications as well as in escrow instructions and on forms including
Statements of Identity, data collection regarding the financial status of the property or you and on other forms; and
B. Information directly from third parties including real estate sales agents and brokers, mortgage companies and
lenders, title companies, contractors, bookkeepers and accountants, attorneys, homeowners associations, insurance
agents, federal, state or local tax or governmental authorities or from others who may give us information on forms or
by other methods including but not limited to, telephone, e-mail,facsimile transmission.
2. Categories of Parties To Whom Escrow Holder Discloses. We may disclose nonpublic personal information about you to
the following types of third parties:
A. Financial service providers such as title insurance and underwritten title companies, mortgage companies and
lenders as well as insurance agents and companies associated with your escrow transaction.
B. Nonfinancial companies such as homeowners associations, attorney, bookkeepers and accountants, federal, state
or local tax or governmental authorities, real estate agents and brokers associated with your escrow transaction.
C. Service Providers including contractors, structural pest control operators and others rendering services to you or the
real property or business that is the subject of this escrow transaction.
We may also disclose nonpublic personal information about you to nonaffiliated third parties as permitted by law. Otherwise, we do
not disclose personal or confidential information to anyone outside our company without your consent. We will adhere to the privacy
policies and practices as described in this Privacy Act Notice.
We restrict access to your personal and escrow file information to those employees who need to know that information to provide
products or services to you. We maintain physical, electronic and procedural safeguards that comply with federal regulations to guard
your nonpublic personal information. Your information is stored in a secure place on a secure computer and in physical files. When
we dispose of old physical paper files,we have it shredded and recycled by a bonded security company.
You may direct all questions regarding the policies set forth in this Privacy Act Notice to your escrow officer.
Date: n•b-\-'
SELLER(S): BUYER(S):
City of Palm Springs, a California Corpo The Michael S. Hoffman Living Trust UA dated
-'-` 08.04,1994
By
David H. Ready, Cit+r ' er. BY:
Michael S. Hoffman, Trustee
APPROVED NYC; r a, ATTEST:
oa +-cam 1 G —
ity Clerk �"
YEAR ■ CALIFORNIA FORM
2012 Real Estate Withholding Certificate 593-C
Part I -Seller's Information Return this form to your escrow company.
Name r SSN or ITIN
City of Palm Springs,a California Serpe sties �.kV_,-4 r C y{�_ q 5_�0 0 0—r 5-7
Spouse's/RDP's Name(if jointly owned) ) Spouse's/RDP's or SSN or ITIN(if jointly owned)
=Addres5(suite,room,PO Box,or PMB no. rl W-- `J A Corp To [ ]SOS file no.
Pi ]3 0x `27
percenlage
Property address(if no stre t address,p vide parcel number and county)
4810 East Camino Parocela, Palm Springs,CA 92264
To determine whether you qualify for a full or partial withholding exemption,check all boxes that apply to the property being sold or transferred.
(See line-by-line notes in the Instructions)
Part II -t}ettificati®ns which fully exempt the sale,from withholding:
1. [ ] The property qualifies as the seller's(or decedent's,if sold by the decedent's estate)principal residence within the meaning of Internal
Revenue Code(IRC)Section 121.
2. [ ] The seller(or decedent, if sold by the decedent's estate)last used the property as the seller's(decedent's)principal residence within the
meaning of IRC Section 121 without regard to the two-year time period.
3. [ ] The seller has a loss or zero gain for California income tax purposes on this sale.To check this box you must complete Form 593-E, Real
Estate Withholding-Computation of Estimated Gain or Loss,and have a loss or zero gain on line 16.
4. [ ] The property is being compulsorily or involuntarily converted and the seller intends to acquire property that is similar or related in service or
use to qualify for nonrecognition of gain for California income tax purposes under IRC Section 1033.
5. [ ] The transfer qualifies for nonrecognition treatment under IRC Section 351 (transfer to a corporation controlled by the transferor)or IRC
Section 721 (contribution to a partnership in exchange for a partnership interest).
6. [ ] The seller is a corporation(or a limited liability company(LLC)classified as a corporation for federal and California income tax purposes)
that is either qualified through the California Secretary of State(SOS)or has a permanent place of business in California.
7. [ ] The seller is a California partnership or qualified to do business in California(or an LLC that is classified as a partnership for federal and
California income tax purposes and is not a single member LLC that is disregarded for federal and California income tax purposes). If this
box is checked,the partnership or LLC must still withhold on nonresident partners or members.
8. [ The seller is a tax-exempt entity under California or federal law.
9. [ ] The seller is an insurance company,individual retirement account,qualified pension/profit sharing plan, or charitable remainder trust.
Part III-Certifications that may partially or fully exempt the sale from withholding:
Real Estate Escrow Person(REEP): See instructions for amounts to withhold.
10. [ J The transfer qualifies as a simultaneous like-kind exchange within the meaning of IRC Section 1031.
11. [ ] The transfer qualifies as a deferred like-kind exchange within the meaning of IRC Section 1031.
12. [ ] The transfer of this property is an installment sale where the buyer is required to withhold on the principal portion of each installment
payment. Copies of Form 593-1, Real Estate Withholding Installment Sale Acknowledgement, and the promissory note are attached.
Part IV-Seller's Signature
Under penalties of perjury, I hereby certify that the information provided above is,to the best of my knowledge,true and correct. If conditions change,
I will promptly inform the withholding agent. I understand that the Franchise Tax Board may review relevant escrow documents to ensure withholding
compliance and that completing this form does not exempt me from fifinsA California income or franchise tax,reltlFn fo�port this sale.
Seller's Name and Title David H. Ready,City Manager Sellers Sigdatu
Spouse's/RDP's Name Spouse's/RDP's Signature ( ate
Please verify that the SSN or[TIN listed above in Part I of this form is correct.
Seller: If you checked any box in Part II,you are exempt from real estate withholding.
If you checked any box in Part III,you may qualify for a partial or complete withholding exemption.
If you did not check any box in Part II or Part III,the withholding will be 3 1/3%(.0333)of the total sales price or the optional gain on sale
withholding amount certified by seller on Form 593, Real Estate Withholding Tax Statement
If you are withheld upon,the withholding agent should give you one copy of Form 593.Attach a copy to the lower front of your California
income tax return and make a copy for your records.
Keep Form 593-C for five years following the close of the transaction. You must furnish the form to the Franchise Tax Board upon request.
ATTEST:
s.— APPROVED BY CITY COUNCIL
ity Clerk — tl1 �7 �P a�)
For Privacy Notice,get form FTB 1131. 1 7 7131124 FT_ Form 593 C2 2011
. Palm Canyon
CV E S C ROW 901 Palm Springs, CAr92262
COACHELLA VALLEY ESCROW Phone: (760)326-7314
Fax: (760) 325-7324
ESCROW NO. 031360.1E
SELLER'S AFFIDAVIT OF NON-FOREIGN STATUS
(Foreign Investment in Real Property Tax Act- FIRPTA)
Section 1445 of the Internal Revenue Code provides that a Transferee of a U.S. real property interest must
withhold tax if the transferor is a foreign person/entity. To inform the transferee that withholding of tax is not
required upon my disposition of a U.S. real property interest located at:
4810 East Camino Parocela Palm Springs, CA 92264
1 hereby certify the following, on behalf of the transferor:
1. City of Palm Springs is/are not a foreign corporation(s), foreign partnership(s), foreign trust(s), or foreign
estate(s) (as those terms are defined in the Internal Revenue Code and Income Tax Regulations),
2. Oro 7�7
LY.S e er rdef ificat$6ft number isf.
3. P.O. Box 2743, Palm Springs, CA 92263
official address is:
4. I, the undersigned individual, declare that I have the authority to sign this document on behalf of City of
Palm Springs
The undersigned understands that this certification may be disclosed to the Internal Revenue Service by
transferee and that any false statement contained herein could be punishable by fine, imprisonment, or both.
Under penalties of perjury, I declare that I have examined this certification and to the best of my
knowledge and belief it is true, correct and complete.*
Dated: !a•b !d
APPROVED BY CITY COUNCIL
City of Palm Springs, a California Corporation
By
David'H. Ready, City e �
*IMPORTANT NOTICE: An affidavit should be signed by each entity transferor to which it applies. Before you
sign, any questions relating to the legal sufficiency of this form, or whether it applies to a particular transaction, or
to the definition of any of the terms used, should be referred to an attorney, a certified public accountant, or other
professional tax advisor, or the Internal Revenue Service.
ATTEST.
Clerk
RECORDING REQUESTED BY:
First American Title Ins.Co.
AND WHEN RECORDED MAIL TO:
Michael S. Hoffman
THIS SPACE FOR RECORDER'S USE ONLY:
Title Order No.: 4144703 Escrow No.: 031360JE
GRANT DEED
THE UNDERSIGNED GRANTOR(S) DECLARE(S)
DOCUMENTARY TRANSFER TAX is $154.00
[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 [XI City of Palm Springs AND
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,
City of Palm Springs
hereby GRANT(s)to:
Michael S. Hoffman, Trustee of The Michael S. Hoffman Living Trust UA dated 08.04.1994
the real property in the City of Palm Springs, County of Riverside, State of California, described as:
LEGAL DESCRIPTION ATTACHED HERETO AS EXHIBIT"A"AND MADE A PART HEREOF
Also Known as: 4810 East Camino Parocela, Palm Springs, CA 92264
AP#: 680-101-032 and 680-101-033
DATED November 28, 2012
STATE OF CALIFORNIA City of Palm Springs, a California Cop on
COUNTY OF
On
before me, By. a
A Notary Public in and for said State personally appeared David H. Ready, nage
who proved to me on the basis of satisfactory evidence to be APPROVED BY CITY COUNCIL
the person(s) whose name(s) is/are subscribed to the within A ,`�
instrument and acknowledged to me that he/she/they R r+ F1
executed the same in his/her/their authorized capacity(ies),
and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s)
acted,executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State
of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature (Seal)
MAIL TAX STATEMENTS TO PARTY SHOWN BELOW; IF NO PARTY SHOWN, MAIL AS DIRECTED ABOVE:
LEGAL DESCRIPTION
Real property in the City of Palm Springs, County of Riverside, State of California, described as
follows:
LOT B AS SHOWN ON LOT LINE ADJUSTMENT NO. LLA 91-10, AS EVIDENCED BY DOCUMENT
RECORDED SEPTEMBER 20, 1991 AS INSTRUMENT NO. 326401 OF OFFICIAL RECORDS, BEING
MORE PARTICULARLY DESCRIBED AS FOLLOWS:
THAT PORTION OF LOT 1 IN SECTION 19,T4S, R4E, S.B.B.&M. AS SHOWN ON THAT MAP
ENTITLED "MAP OF PALM VALLEY COLONY LANDS, PROPERTY OF THE PALM VALLEY LAND AND
WATER COMPANY, BEING PART OF TOWNSHIP 4 SOUTH, RANGE 4 AND 5 EAST, S.B.M. SAN
DIEGO CO. CALIF.", FILED FOR RECORD ON JANUARY 15, 1891 IN MAP BOOK 14, PAGE 652,
RECORDS OF SAN DIEGO COUNTY AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE NORTHWEST CORNER OF SAID LOT 1:
THENCE ALONG THE WEST LINE OF SAID LOT 1 SOUTH 000 13' 30" EAST 665.00 FEET;
THENCE LEAVING THE WEST LINE SAID LOT 1 SOUTH 890 41' 00" EAST 390.00 FEET;
THENCE NORTH 000 13' 30" WEST 25.00 FEET TO THE TRUE POINT OF BEGINNING;
THENCE CONTINUING NORTH 000 13' 30" WEST 155.00 FEET;
THENCE SOUTH 890 41' 00" EAST 108.85 FEET;
THENCE SOUTH 000 13' 30" EAST 155.00 FEET;
THENCE NORTH 890 41' 00" WEST 108.85 FEET TO THE TRUE POINT OF BEGINNING.
INCLUDING THE SOUTHERLY 155.00 FEET OF THE EAST 60.00 FEET OF THE SOUTH 300.00
FEET OF PARCEL 1 IN SECTION 19, TOWNSHIP 4 SOUTH, RANGE 5 EAST, S.B.B.&B. AS SHOWN
BY PARCEL MAP ON FILE IN BOOK 1, PAGE 53 OF PARCEL MAPS, RECORDS OF RIVERSIDE
COUNTY, CALIF.
GRANTED TO CITY OF PALM SPRINGS,A MUNICIPAL CORPORATION PER INSTRUMENT N0.
182895, RECORDED MAY 18, 1990, RECORDS OF RIVERSIDE COUNTY.
APN: 680-101-32 and 680-101-33
First American Title
ACKNOWLEDGMENT OF INSTRUMENT
(Cal. Civil Code Section 1181)
State of California )
County of Riverside ) ss.
City of Palm Springs )
On December 6, 2012, before me, JAMES THOMPSON, 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 and that he executed
the same in his/her 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
6th day of December, 2012:
l�f PPLM sp9
i2
C o
V N
� y' 'Cg4FO0.NP
Signature:'—
MES THOMPSON
CITY CLERK
City of Palm Springs, California
Title or Type of Document:A6273 — Michael S. Hoffman, Trustee to the Michael S.
Hoffman Living Trust US dated 08.04.1994
4810 East Camino Parocela, Palm Springs, CA 92264
CV ESCROW 901 N. Palm Canyon Dr.#107
Palm Springs, CA 92262
Phone: (760)325-7314 Fax: (760)325-7324
SUPPLEMENTAL ESCROW INSTRUCTIONS
COACHELLA VALLEY ESCROW, INC. IS LICENSED BY THE DEPARTMENT OF CORPORATIONS OF THE STATE OF
CALIFORNIA, LICENSE NUMBER 863-1568
ESCROW OFFICER: Julie Ekstrom Date: July 31, 2012
Escrow No.: 031360-JE
I/We, the undersigned principals, hand Coachella Valley Escrow, Inc. ("Escrow Holder"), a copy of the Purchase Agreement
and Escrow Instructions Dated October 19, 2012, (hereinafter the "Purchase Agreement")which is incorporated herein by
reference and shall serve as escrow instructions, if fully executed and legible. Escrow Holder's duties are limited to those
paragraphs in the Purchase Agreement specifically outlining the duties Escrow Holder is obligated to perform. All other terms
and conditions in the Purchase Agreement are between Buyer and Seller only, and Escrow Holder is not to be concerned with
or liable for any obligations between the parties or their brokers or any other items in the Purchase Agreement.
These Supplemental Escrow Instructions are not intended to supersede the Purchase Agreement. In the event of a conflict
between the terms of the Purchase Agreement and any Escrow Instructions, the Purchase Agreement shall govern the parties
and the Escrow Instructions shall govern the Escrow Holder.
For clarification purposes,the following is restated from the Purchase Agreement:
Close of Escrow is to be sixty(60)days following the Due Dilligence Period, on a date mutually acceptable to Buyer
and Seller
Buyer will deposit with COACHELLA VALLEY ESCROW, INC. an initial deposit in the amount of 10,000.00
Prior to close of escrow, Buyer will deposit as provided below, an additional amount of 130,000.00
Total Consideration $140,000.00
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 mutually accepted closing date, Escrow Holder
is in a position to obtain a Policy of Title Insurance as required by Purchase Agreement, 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: 4810 East Camino Parocela, Palm Springs, CA 92264
TITLE SHALL BE VESTED IN: The Michael S. Hoffman Living Trust UA 08/04/1994
(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.)
FREE FROM ENCUMBRANCES EXCEPT:
1. General and special County and City Taxes (if any) for the fiscal year, including personal property taxes, if any,
assessed against the former owner.
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.
SUPPLEMENTAL ESCROW INSTRUCTIONS:
A. ALL CASH: This is an ALL CASH transaction with no financing being secured on subject property. Therefore,
Escrow Holder is hereby authorized and instructed to close this escrow without regard or concern for hazard insurance
coverage for subject property. Buyer shall obtain and pay for same outside of escrow.
Page 1
Seller's Initials/ Buyer's Initials: /
Escrow No.: 031360-JE Date: July 31, 2012
B. COSTS INCURRED: Escrow Holder is authorized and instructed to disburse from Buyer's funds on deposit any
amounts necessary for the payment of expenses which must be paid prior to the close of escrow, including but not
limited to: demand request fees, homeowner's association document fees,city report fees, and courier/ovemight mail
services. The parties acknowledge that though such disbursements are made from Buyer's funds on deposit these
payments may be made for the benefit of either the Seller or the Buyer to facilitate the closing of this transaction.
These payments are not refundable whether this escrow closes or cancels, and all parties acknowledge Coachella
Valley Escrow shall have no responsibility or liability in connection with the recovery of Buyer's funds should a dispute
arise between Buyer and Seller. At close of escrow, Escrow Holder is authorized to charge the party for whom the
expense was incurred and is released from all liability in connection with compliance with this instruction.
C. PRORATIONS OF PROPERTY TAXES AND OTHER ITEMS: Unless otherwise agreed in writing,the following items
shall be paid current and prorated between Buyer and Seller at the close of escrow: General Real Property Taxes and
Assessments, Supplemental Real Property Taxes assessed for the current year only, interest on loans assumed by
Buyer, rents, HOA regular, special and emergency dues and assessments imposed prior to the close of escrow,
premiums on insurance assumed by Buyer, and payments on Mello-Roos and other Special Assessment District
bonds and assessments that are now a lien. Seller understands that all open Supplemental Tax bills must be paid in
full at closing to meet the title insurance requirements, and Escrow Holder is instructed to charge Seller's account
accordingly at the close of escrow.
D. FINAL CLOSING FUNDS:The parties hereto are aware that ALL final funds due at the close of escrow from the
Buyer and Seller as a condition of this escrow MUST BE WIRE TRANSFERRED by a US Bank or Savings and
Loan Association to Escrow Holder. Said funds should be wire transferred at least Two(2) business days prior
to the close of escr w.
Seller Initials Buyer Initials:
E. ALL FUNDS WIRED SHOULD BE DIRECTED TO:
Bank City National Bank
Address 555 S. Flower St., 17th FL
City/State Los Angeles,CA 90071
ABA 122016066
Credit to COACHELLA VALLEY ESCROW, INC.
Account No. 013646716
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:
City of Palm Springs,a California Corpor The Michael S. Hoffman Living Trust UA 08/04/1994
By: -- BY:
David H. Ready, City N er Michael S. Hoffman,Trustee
7ZAtDrey
AS TO (=ORM
gAP ROVED BY CITY COUNCCOUNCILtn �
-)ate
ATTEST
ity Clerk Page 2
Escrow No.: 031360-JE Date: July 31, 2012
ADDITIONAL ESCROW INSTRUCTIONS AND TERMS (GENERAL PROVISIONS)
1. Terms and Subject Headings: In these escrow instructions, the terms "you," "your,""escrow,"and "Escrow Holder"
shall mean COACHELLA VALLEY 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. 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 by written request delivered to Escrow Holder,
whereby a party may withdraw funds or documents deposited with Escrow Holder by that party, except as expressly
limited by an Offer to Purchase, Deposit Receipt, California Association of Realtors purchase agreement, or any
other Purchase Agreement between the parties received by Escrow Holder.
B. These Supplemental Escrow Instructions and General Provisions may be executed in counterparts, each of which
shall be deemed an original regardless of the date of execution and delivery. All such counterparts together shall
constitute one and the 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 may be amended or modified by the mutual agreement of the parties and Escrow
Holder.
3. Responsibility of Escrow Holder:
A. All parties agree that 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 notify me or any other party related to this escrow of any sale, resale, loan, exchange or
other transaction involving any property herein described or of any profit realized by any person, firm, corporation
or parties (broker, holder) to this or any other escrow, regardless of the fact 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 in connection with
the collection, maturity or apparent outlaw of any obligations deposited in this escrow, unless otherwise instructed.
B. Escrow Holder's duties hereunder shall be limited to the safekeeping of such money and documents received by you
as Escrow Holder and for the disposition of same in accordance with 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 as a result 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 DEPOSITED INTO THIS ESCROW BY THE PARTIES OR THEIR HOLDERS.
D. ESCROW HOLDER IS NOT LIABLE NOR 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
WHICH ARE DEPOSITED INTO ESCROW. ESCROW HOLDER IS NOT LIABLE NOR RESPONSIBLE FOR ANY
LOSS THAT MAY OCCUR BY REASON OF FORGERIES, FRAUD OR FALSE REPRESENTATIONS MADE BY
OR INVOLVING THIRD PARTIES, A PRINCIPAL'S HOLDERS, OR PRINCIPAL TO THIS ESCROW. IF A PARTY
OR LENDER DESIRES THAT ESCROW.HOLDER VERIFY ANY SIGNATURE(S) ON INSTRUCTIONS, CHECKS,
LOAN DOCUMENTS, OR OTHER ITEMS A SEPARATE WRITTEN ESCROW INSTRUCTION MUST BE
ENTERED INTO THAT SPECIFICALLY EVIDENCES ESCROW HOLDERS EXPRESS AGREEMENT TO
UNDERTAKE SUCH RESPONSIBILITY, UPON THE PAYMENT OF AN ADDITIONAL FEE
E. Escrow Holder is authorized and directed to deposit any and all funds received in this escrow in an "Escrow Trust
Account"with any state or national bank in the name of Escrow Holder with other escrow funds pending the
completion of 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;
NOTWITHSTANDING, ESCROW HOLDER AND ITS AFFILIATES MAY RECEIVE DIRECT OR INDIRECT
FINANCIAL AND OTHER BENEFITS FROM THE DEPOSITORY WITH RESPECT TO SUCH FUNDS. THESE
BENEFITS SHALL BE TREATED AS ADDITIONAL COMPENSATION TO ESCROW HOLDER FOR ITS
SERVICES IN THIS TRANSACTION.
F. All parties depositing funds in connection with this escrow are hereby notified that the funds so deposited are insured
only to the limits provided by the Federal Deposit Insurance Corporation.
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Escrow No.: 031360-JE Date: July 31,2012
4. Responsibility of Title Company/Sub-Escrow Holder: If it is necessary, proper or convenient for the consummation
of this escrow, Escrow Holder is authorized to deposit or have deposited funds or documents, or both, handed it under
these escrow instructions with any duly authorized Sub-Escrow Holder, including, but not limited to, any bank, trust
company, title company, savings and loan association, or licensed Escrow Holder, subject to your order at or before
close of escrow in connection with closing this escrow. Any such deposit shall be deemed a deposit under the meaning
of these escrow instructions. 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 and then be charged with the exclusive duty of making the payments of any taxes,
beneficiary or payoff demands; and for obtain a full or partial reconveyance of any liens or encumbrances paid through
the escrow to place the title of the property the subject of this escrow 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.
5. 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 your regular business day,such performance shall be due on your next succeeding business day. In the event that
the conditions of this escrow have not been complied with at the expiration of the time provided for herein, or any
extension thereof, you are nevertheless instructed to complete the same at the earliest possible date thereafter, 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, at your sole discretion, you may stop and withhold all further proceedings in this
escrow without liability for interest on funds held or for damages, until a satisfactory mutual cancellation instructions
signed by all parties are deposited into this escrow or the demand is withdrawn by the party or by further mutual
instructions in form satisfactory to Escrow Holder.
6. 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"with reference to said prorations and adjustments
used in this escrow means the date on which documents are recorded, unless otherwise specified in writing.
7. 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 is aware 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 in the event 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 hereby agree that any overpayment or underpayment of taxes shall be adjusted by and
between the Buyer and Seller outside of escrow. TAX BILLS ISSUED AFTER CLOSE OF ESCROW SHALL BE
HANDLED BETWEEN BUYER AND SELLER OUTSIDE OF ESCROW. Escrow Holder is hereby 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.
8. Preliminary Change of Ownership Report: Section 480.3 of the California Revenue and Taxation Code requires that a
"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 herein 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. 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
report not accompany the conveyance document or be rejected. In addition to this fee, there may be additional
expenses incurred by Buyer outside of escrow or after the Close of Escrow as a result of Buyer's failure to file a fully
completed/certified report. Buyer authorizes Escrow Holder to debit the Buyers account for said Twenty Dollars($20.00)
prior to the Close of Escrow in the event the change of ownership statement is not deposited with Escrow Holder as
provided for herein. 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 shall be exclusively responsible for any penalty or
reassessment tax imposed by the Office of the County Assessor for Buyer's failure to return any Change of Ownership
Report to the Office of the County Assessor.
9. 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) income tax withholding.
Persons purchasing U.S. real property interests from foreign persons, certain purchasers' holders, and settlement
officers are required to withhold 10 % of the amount realized. Withholding is intended to ensure U.S. taxation of gains
,,{_/�, Page 4
Sellers Initials / Buyers Initials:
3 /
Escrow No.: 031360-JE Date: July 31,2012
realized on disposition of such interests. The Buyer shall remain the withholding holder notwithstanding any act by the
Escrow Holder. The Buyer must find out if 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 the provisions of FIRPTA and regulations promulgated thereunder. Seller
herein certifies under penalty of perjury,that the information provided on said form is true, correct and complete. Buyer
and Seller hereby agree to hold Escrow Holder harmless and indemnify Escrow Holder regarding compliance with this
instruction.
10. State Tax Withholding: CAL-FIRPTA Notification To Buyer And Seller Regarding California Tax Withholding On The
Sale Of Real Property: Certain Sellers are exempt from withholding. Each Party must seek independent tax advice
from a professional. California Revenue and Taxation Code Section 18662 (as amended) requires prepayment of
income tax by withholding 3-1/3% of the total sales price on real property for individuals and non-individual sellers of real
property,whether resident or non-resident. Alternatively, a Seller may elect to withhold on the gain on the sale and
based on the applicable withholding rates effective at the close of escrow. For more information, Buyers and Sellers
should refer to Forth 593-C and 593-E Booklet, Real Estate Withholding Certificate and Computation of Estimated Gain
or Loss from the California Franchise Tax Board.
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. Any further questions regarding Withholding Requirements for Sale of California Real Estate 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 that 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 Holder, together with the completion of Franchise
Tax Board forms. Section 18662 of California Revenue and Taxation Code (as amended) requires a BUYER of real
property to withhold if the Seller's exemption is not met. If withholding is not made Buyer may become subject to a
penalty in the amount equal to the greater of 10% of the amount required to be withheld or five hundred dollars
($500.00). For additional information, contact: 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. Seller and Buyer
hereby 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 be in compliance with said
tax code, as expanded. The parties agree to hold Escrow Holder harmless and indemnify Escrow Holder for complying
with any CAL-FIRPTA instruction or any third-party claims that may arise.
11. Tax Reporting/1099: As a condition of Escrow Holder's agreement to process this transaction, certain information must
be provided by the Seller(s)ffransferor(s) to Escrow Holder before the date of closing. 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. The Seller/Transferor is
aware that the failure to do so may subject the Seller/Transferor to civil or criminal penalties. Each SellerfTransferor
must provide a permanent address to which the Escrow Holder can mail the IRS Form 1099-S following the close of
escrow.
In the event there is more than one Seller/Transferor, any allocation of the gross proceeds from the transaction must be
received by Escrow Holder prior to the date of closing. If Escrow Holder fails to receive a complete allocation or receives
no allocation as to any Seller/Transferor, or if conflicting allocations are received, Escrow Holder must Report the entire
gross proceeds on each Seller/Transferor 's 1099-S Form to the IRS. Seller(s)/Transferor(s) who are married or
domestic partners as of the closing date and who hold title to the subject property as, joint tenants, tenants by the
entirety,tenants in common, or as community property are treated for reporting purposes as one Seller/Transferor.
12. Allocation of Costs: Escrow Holder is instructed to debit Buyer and Seller in accordance with Purchase Agreement
and pay relevant bills as presented at the close of escrow. Escrow Holder shall not be responsible for paying bills
received after close of escrow, and Buyer and Seller hereby release Escrow Holder from any liability or responsibility in
connection therewith. All parties agree to pay escrow fees and charges, including messenger fees, overnight delivery
charges, recording fees, charges for evidence of title, plus handling and notary fees, if applicable whether at cancellation
Page 5
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Seller's Initial /V Buyer's Initials: /
Escrow No.: 031360-JE Date: July 31,2012
or close of escrow. Escrow Holder is authorized to release funds, if applicable, from money on deposit to pay for any
credit report, appraisal,City Report, lender, or association statement, demand, transfer fees or documents which may be
required to be paid in advance of closing. Funds released prior to the close of escrow are non-refundable regardless of
the consummation of this escrow. If not provided for in the Purchase Agreement, the 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, and all
other closing costs are to be charged pursuant to 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 subject property of this
escrow is located and is authorized to pay any bonds, assessments, taxes, or any lien of records, including any
prepayment penalties, if any,to transfer title to Buyer as called for in this escrow.
13. Authorization to Send Documentation: Unless otherwise instructed the Buyer(s) and Seller(s) hereby authorize
Escrow Holder to release estimated closing statements, executed escrow instructions, amendments, and final closing
statement or consolidated HUD-1 to any New Lender or "Short-Pay"Lender necessary to close the escrow. This
authorization shall pertain to the documentation set forth above only. Escrow Holder may fumish 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
14. Personal Property: Any Personal Property reference in the Purchase Agreement between Buyer and Seiler (except
Mobile homes) is exclusively between the parties and of no concern to Escrow Holder. Escrow Holder shall conduct no
lien or title search of personal property regarding the sale or transfer of any personal property through this escrow.
Should the parties desire that you conduct a lien or title search of personal property,the parties or lender requesting the
same shall enter into a separate and specific written agreement which evidences Escrow Holder's agreement to
undertake such responsibility upon the payment of additional fees.
15. Beneficiary Statement/Pay off 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 any demands or statements received to the Sub-Escrow Holder
for Sub-Escrow Holder's use in making the payments of any taxes, beneficiary or pay off demands; and obtain a full or
partial reconveyance of any liens or encumbrances paid through the sub-escrow to place the title of the property 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 is authorized to pay through this
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 demand 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 demand, the parties requesting the same shall deliver separate and specific written escrow instructions to Escrow
Holder. Seller is aware that interest on existing loans are paid in arrears,and that their account will be charged interest
on the payoff of existing loans until the lender receives the payoff funds from the title company after the close of escrow.
16. Title Insurance:
A. You are instructed to open a title order for title insurance to the subject real property in the condition identified in the
escrow instructions by the parties. However, you are not required to submit any title report issued or documents
described in any title report in connection with this escrow to any party or holder unless directed to do so in written
instructions. You may, however, do so without incurring liability to any party for such submission. You are hereby
authorized to submit such report to any proposed lender, and are authorized to deliver assurances of title, and
insurance policies, if any,to holder of senior encumbrances or order, or if there are no encumbrances, then to Buyer
or his order.
B. The parties authorize the recordation of any instrument delivered through this escrow if necessary or proper for the
issuance of the required policy of title insurance or for the closing of this escrow. Funds, instructions or instruments
received in this escrow may be delivered to, or deposited with any title insurance company or title company to
comply with the terms and conditions of this escrow. Recording fees shall be charged to the account of the
benefited party unless otherwise instructed.
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 for the preparation of 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.
17. Final Funds: The parties hereto are made aware that all final funds due at the close of escrow from the
Seller/Buyer/Borrower and/or Lender as a condition of escrow must be wired by a U.S. Bank or Savings and Loan
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Seller's Initial/ Buyer's Initials: /
Escrow No.: 031360-JE Date: July 31,2012
Association to Escrow Holder at least Two (2) Business days prior to the close of escrow. Seller's/Buyers/Borrower's
deposit of final funds with Escrow Holder shall be deemed satisfaction and removal of all contingencies, approval of the
loan documents(if applicable),and all terms and conditions of this transaction.
ALL FUNDS WIRED SHOULD BE DIRECTED TO:
Bank City National Bank
Address 555 S. Flower St., 17th FL
City/State Los Angeles, CA 90071
ABA 122016066
Credit to COACHELLA VALLEY ESCROW, INC.
Account No. 013646716
18. New Loans:
A. After receipt of Buyer's final funds, Escrow Holder may request Buyer's new lender (if any) to fund the new loan
proceeds one business day prior to close of escrow. Buyer is aware that interest on any new loan funded in
connection with this escrow may accrue from the date of Lender's funding and that there may be a delay between
the funding date and recording date, in accordance with the Good Funds legislation. Escrow Holder shall have no
liability for the payment of interest on any loan or for the early funding by the Lender or any delay caused by the
Lenders failure to timely fund or based on the date of distribution of funds.
B. Escrow Holder is not to be responsible or concerned in any way with the terms of any new loan or the content of any
loan documents in connection with this escrow. Escrow Holder's duties are limited to receiving loan documents into
the escrow file, transmitting the loan documents for execution and transmitting the executed loan documents to the
Lender for review and approval. The parties understand and agree that Escrow Holder does not interpret or explain
loan documents, nor is Escrow Holder involved or concerned with the underwriting, disclosures, approval and
processing of any loan or the contents and effects of loan documents prepared by a Lender.
C. The parties understand that Escrow Holder is only a settlement holder, not a "creditor" regarding new loans,
therefore Escrow Holder has no duty of disclosure under TILA, RESPA, or HOEPA (15 U.S.C. 1635(a), 15 U.S.C.
1638(a), 15 U.S.C. 1639(a)(1)) regarding any loans. Any questions regarding the loan terms, documents or
disclosures are to be directed to the Loan Broker or Lender of the party. Escrow Holder is completing the HUD-1 in
this transaction relying solely on the information provided to Escrow Holder by the Loan Broker or Lender and are
not verified by Escrow Holder. Escrow Holder shall not be liable or responsible for any inaccuracies regarding the
Good Faith Estimate ("GFE")comparison of costs or the actual loan terms. Buyers)/Borrower(s)A3roker(s) and
Lender(s)accept full responsibility for verification and accuracy of the figures of the new loan with the GFE
comparison of costs.
D. Escrow Holder is irrevocably instructed to comply only with the portion of any lenders instructions pertaining to usual
escrow functions under California law. Escrow Holder is not required or responsible in any way for making
disclosures,warranting any facts, or ensuring for the lender any secondary sales transaction, purchase, guarantee
by FHA, VA, PMI or loan purchased by investors. Escrow Holder shall not be required to perform title functions or
perform lender's notice, regulatory or underwriting responsibilities under California or Federal law. Escrow Holder is
authorized and instructed to forward lender's instructions regarding title, recording functions, and payment of
encumbrances to the Title Company in this transaction for performance by Title Company in its capacity as insurer,
recorder, abstractor of title and/or sub-escrow. NOTWITHSTANDING ANY OTHER DOCUMENTS OR
INSTRUCTIONS SUBMITTED TO ESCROW HOLDER, WHETHER OR NOT SIGNED BY ESCROW HOLDER,
THE ESCROW HOLDER HAS NO DUTY OR OBLIGATION TO 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.
E. Escrow Holder shall not be responsible in any way whatsoever nor are you to be 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 RULE, GFE/HUD-1 REQUIREMENTS: Buyer and Seller hereby authorize and instruct Escrow Holder to
debit Buyer for the Owner's Title Insurance premium, Transfer Tax, and other charges if required by Buyers lender
in order to comply with the Real Estate Settlement Procedures Act. Escrow Holder is further instructed to debit
Seller and credit Buyer as reimbursement for any such costs and charges which were to be paid by Seller as per the
Agreement.
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Sellers Initials: `/ Buyer's Initials: /
Escrow No.: 031360-JE Date: July 31, 2012
19. Property Insurance:
A. It is Buyer's obligation to ensure that any new or assigned 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 deposited in a timely manner 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 for
Buyer's and Lender's needs and they are obligated to ensure the policy of insurance is issued and remains in effect
after the dose 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 this is an all cash transaction, it is Buyer's exclusive duty to obtain adequate hazard
insurance coverage on the property the subject of this escrow. Buyer has the option of paying any hazard insurance
premium through escrow. In the event Buyer exercises said option, Buyer shall in writing designate the insurance
holder to be used and thereafter deposit sufficient funds into escrow for the first year premium prior to close of
escrow.
20. No Disclosures or Warranties:
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) as well as civil ordinance requirement(s) that would affect the
transfer of 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 and/or civil ordinances, if any, need to be
complied with prior to the close of escrow, and outside of the escrow between the parties. The parties'signature
upon these instructions shall be deemed evidence to the Escrow Holder that the parties have obtained independent
counsel,are aware of any disclosures/civil ordinance requirements and will comply with same outside of this escrow.
Unless otherwise instructed in writing Escrow Holder has no responsibility or liability in connection with any such
disclosures or requirements.
B. Escrow Holder is not responsible or liable for the validity, regularity or sufficiency of municipal residential property
reports, or retro-fit standards to be complied with upon the transfer of real property. You are instructed to forward
request for Residential Property Report or Certificate of Compliance as handed to you to the appropriate
governmental agency. You are to charge Seller with any fee to file such document, unless otherwise instructed.
You are not to be responsible or liable for the content or timeliness of the response of any governmental agency.
C. Escrow Holder is not responsible or concerned with the providing of any disclosures except as expressly required by
Federal or State law to be provided by Escrow Holder. You have no responsibility or concerned with the effect of
zoning ordinances, land division regulations, homeowner associations or building restrictions, covenants, conditions,
or restrictions (CC&R's)which may pertain to or affect the land or improvements that are the subject 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 you as Escrow Holder have no responsibility or liability in connection therewith,and are not to be concerned with
the enforcement of said law. The parties'signatures on this instruction shall be deemed evidence that they are each
aware of any such requirements.
21. Property Condition: Escrow Holder makes no physical examination or inspection of any real or personal property
described in these instructions or any instrument or document deposited herewith. Escrow Holder accepts no agency or
duty,and none may be implied in any manner under California Civil Code §1102.11, any other statute or authority, or
written agreement for making or giving any disclosures under the Transfer of Residential Property laws. The parties
hereby expressly acknowledge that Escrow Holder has no duty or liability whatsoever for the physical condition or
habitability of any property the subject of this escrow.
22. Disbursements: All disbursements shall be made by check from Escrow Holder's trust account; and checks not
presented for payment within six months after date are subject to service charges in accordance with your schedule in
effect. All documents and funds due to respective parties herein shall be by United States mail to their addresses
Page 8
Seller's Initials/ Buyer's Initials: /
Escrow No.: 031360-JE Date: July 31,2012
provided to Escrow Holder, unless otherwise instructed. The parties acknowledge that Escrow Holder has no control or
liability regarding a bank's timely processing or receipt of any disbursement made by check or wire transfer pursuant to a
party's instruction. It shall be the party's duty to provide correct wire instructions to Escrow Holder, who shall not be
obligated to confirm account's beneficiary. The Escrow Holder is not responsible or liable for any act by a third-party, or
any injury caused by delays or rejection of wire transfers due to the routing or account numbers, or for any loss due to an
incorrect payee on any account that Escrow Holder is directed to wire funds to.
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 subject 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 you are directed
to close nevertheless, and pay such assignments or orders out of the net proceeds due except for such assignments or
orders, and to pay them in the order in which such assignment or orders are received by you. 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, you
shall retain the right to deduct any and all escrow costs, fees and expenses provided for herein or under your current fee
schedule from said assigned or transferred funds, properties or rights.
24. Dishonored Checks: If any check submitted to Escrow Holder is dishonored upon presentment for payment, Escrow
Holder is authorized to notify all parties, their respective holders or any other person or entity Escrow Holder, in its sole
discretion, deems necessary to notify of such nonpayment. The parties shall reimburse Escrow Holder for any costs or
expenses in 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 AGAINST 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 amount of the overpayment or shortage within five days of its demand, after which interest shall
accrue at the rate of ten percent (10%) per annum. In the event of any failure to pay fees, costs or expenses due
hereunder, 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, in addition to any other fees and costs as the court may otherwise
determine.
26. Document Retention: 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 thereof submitted or
otherwise provided to Escrow Holder in an electronic format or medium. Upon Escrow Holder's transfer of any
document into an electronic format, it is expressly authorized without any liability to destroy the original paper documents
submitted or otherwise provided to Escrow Holder. The parties to these Escrow Instructions authorize Escrow Holder to
destroy these instructions and all other instructions, documents and electronic records of this escrow at any time 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 and Limitations: These instructions are to be construed and interpreted according to California Law.
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.
28. 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 OF THE PURCHASE
AGREEMENT, THESE ESCROW INSTRUCTIONS AND GENERAL PROVISIONS, ANY LOAN DOCUMENTS OR
OTHER FINANCIAL/TAX DOCUMENTS OR CONSEQUENCES. THE PARTIES ACKNOWLEDGE THAT NO
REPRESENTATIONS ARE MADE BY ESCROW HOLDER AND NO RELIANCE PLACED ON THE LEGAL
SUFFICIENCY, LEGAL CONSEQUENCES, FINANCIAL EFFECTS OR TAX CONSEQUENCES OF ANYTHING
WITHIN THIS ESCROW TRANSACTION.
29. Witness Fees: If any officer, holder, employee, or representative of Escrow Holder is required to respond to any
subpoena or other order to personally appear in an action or proceeding in which Escrow Holder's breach or fault is not
Page 9
Seller's Initial . / Buyer's Initials: /
Escrow No.: 031360-JE Date: July 31,2012
in issue, the party requiring such appearance agrees to indemnify and hold you harmless from and against all costs,
expenses and reasonable attorney's fees expended or incurred by you in connection with such appearance. The party
requiring such appearance shall pay to Escrow Holder and its officer, holder, employee, or representative, in addition to
the amounts from time to time provided for by law, the sum of$400.00 as an additional witness fee for each day or part
thereof that an officer, holder, employee or representative of Escrow Holder is required to 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 that is agreed to herein for each
day's actual attendance, even if no testimony is given.
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, EXCEPT AS PROVIDED IN PARAGRAPH 31.
31. Dispute Resolution: Mediation: Notwithstanding any other mediation provisions, Buyer(s), Seller(s)and Broker(s) also
agree to mediate any dispute or claim arising out of this Agreement between themselves and Escrow Holder, before
resorting to court action. Escrow Holder, who, in writing, also agrees to such mediation prior to, or within a reasonable
time after, the dispute or claim is presented to the Escrow Holder. Mediation fees, if any,shall be divided equally among
the parties involved. If, for any dispute or claim to which this paragraph applies, any party (1) commences an action
without first attempting to resolve the matter through mediation, or (ii) before commencement of an action, refuses to
mediate after a request has been made, then that party shall not be entitled to recover attorney fees, even if they would
otherwise be available to that party in any such action. Exclusions from this mediation agreement are:
EXCLUSIONS: The following matters are excluded from mediation: (i) a judicial or non-judicial foreclosure or other
action or proceeding to enforce a deed of trust, mortgage or installment land sale contract as defined in Civil Code
§2985; (ii) an interpleader action; and (III) any matter that is within the jurisdiction of a probate, small claims or
bankruptcy court. The filing of a court action to enable the recording of a notice of pending action or for order of
attachment, receivership, injunction, or other provisional remedies, shall not constitute a waiver nor a violation of the
mediation provisions.
32. Fees and Expenses: Fees and charges agreed upon for your services shall be considered compensation for ordinary
services as contemplated by these instructions. If the conditions of this escrow are not promptly fulfilled by the parties,
or if you render any service not provided in these instructions, or if the parties request a substantial modification of its
terms; or if any controversy arises, or if you are made a party to, or intervene in or are required to participate in any
mediation,arbitration or litigation, including an interpleader action,pertaining to this escrow or its subject matter, prior to,
during,or after the close of escrow, you shall be reasonably compensated for such extraordinary services and
reimbursed for all costs and expenses incurred by you, including any 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.
33. Conflicting Demands/instructions &Interpleader Actions: If conflicting demands are made upon you or notice given
of any controversy or legal action between the parties or third person(s) in connection with this escrow, you shall not be
required to determine or resolve conflicting demands or claims or take any action, but shall have the absolute right to
stop and withhold all further proceedings in the performance of 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 your escrow instructions, or a final order or judgment of a court of competent jurisdiction in
form satisfactory to you is deposited into escrow. You may also, at your sole discretion, file an action in interpleader or
declaratory relief, and are instructed and authorized to deposit any documents or funds which are the subject of
conflicting demands or claims with the court pursuant to any such action, less your escrow fees, costs, and attorney's
fees incurred to date.
34. Resignation:At any time prior to the close of escrow, Escrow Holder may, at its sole option, and without liability to the
principals,give written notice to the parties and resign from the escrow, 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. Miscellaneous Conditions:
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Seller's Initials/ Buyer's Initials: /
Escrow No.: 031360-JE Date: July 31,2012
A. You are authorized to use any standardized, preprinted form in order to comply with these instructions. Escrow
Holder is authorized to use its own forms or any usual forms of any Title Insurance Company or Title Company and
may insert dates and terms on the instruments, if incomplete when executed by a party.
B. Escrow Holder is authorized in its sole discretion to rely and act upon facsimile instructions, e-mail or electronic
instructions, including but not limited to escrow instructions, amendments or modifications, demands, lender
instructions, pay-off instructions and bills from the Principals or third parties, as though they are original instructions
signed by the Principals or third parties. In doing so, Escrow Holder is released of liability, responsibility and
indemnified for any loss resulting from such reliance.
C. 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 that is part of this escrow, that language
translator will be selected and provided by the Principal in need of such assistance. The Escrow Holder will not
provide any language translation services. In the event 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.
D. In the event any instruction or term in these Escrow Instructions is held invalid by judicial proceeding, the remaining
shall continue to be operative and enforceable.
36. I/We agree to pay FUNDS REQUIRED TO CLOSE ESCROW UPON DEMAND.
37. Cancellation: The parties,jointly and severally,agree that if escrow cancels, is terminated or otherwise not closed, the
parties shall pay you any costs and expenses which you have incurred or have become obligated for in processing this
transaction including, but not limited to, courier fees, filing fees, attomeys'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 amount of the escrow fee depending on the status of the escrow at the time of "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 be binding 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 gamishments in form satisfactory to Escrow Holder, you are
instructed to disburse the escrow funds and instruments in accordance with such cancellation instruction, order,
judgment or accompanying writ; and the subject escrow shall, without further notice be considered terminated and
cancelled. IN THE EVENT ANY PARTY REQUESTS CANCELLATION OF THIS ESCROW AT ANY TIME ALL SUCH
PARTIES ARE AWARE THAT THIS ESCROW WILL NOT BE CONSIDERED CANCELLED AND NO FUNDS WILL BE
DISBURSED UNTIL ESCROW HOLDER HAS RECEIVED SIGNED CANCELLATION INSTRUCTIONS FROM BUYER
AND SELLER OR COURT ORDER IN FORM SATISFACTORY TO ESCROW.
THE UNDERSIGNED HEREBY ACKNOWLEDGE THEY HAVE RECEIVED AND READ THESE 9 PAGES OF ADDITIONAL
ESCROW INSTRUCTIONS AND GENERAL PROVISIONS AND APPROVE, ACCEPT AND AGREE TO BE BOUND
HEREBY.
SELLERS: BUYERS:
m Springs,a California Corpor The Michael S. Hoffman Living Trust UA
`By: 08/04/1994
�I -
David H. Ready, City Ma BY:
Michael S. Hoffman,Trustee
A� TO �(?�
APPROVED BY CfiY COUNCIL
1a �� 1.A. 013 :TAtt4)
rrc, .
'ate _2`_ /2--
ATTEST:
tY Clerk
Pagetl
14810 Camino Parocela]
PURCHASE AGREEMENT AND ESCROW INSTRUCTIONS
THIS PURCHASE AGREEMENT AND ESCROW INSTRUCTIONS ("Agreement") is made
as of %�-/ /7 , 2012 (the "Effective Date"), by and between THE CITY OF PALM
SPRINGS, a California charter city ("Seller"), and MICHAEL S. HOFFMAN, as Trustee of
THE MICHAEL S. HOFFMAN LIVING TRUST, U/A DATED 08/04/94 (`Buyer"), as
follows:
1. Purchase and Sale. Upon all the terms and conditions contained herein, Buyer
hereby agrees to purchase from Seller and Seller agrees to sell to Buyer the following:
(a) That certain real property consisting of approximately 26,172 square feet
of land area located 102.58 feet west of Gene Autry Trail on the north side of Camino Parocela
(4810 Camino Parocela), Palm Springs, California, including all structures and improvements on
the property and more particularly described on Exhibit A attached hereto and incorporated
herein by this reference, together with any and all of Seller's right, title and interest in and to the
rights and appurtenances pertaining to such property (collectively,the "Land"); and
2. Opening of Escrow. Within two (2) business days following the mutual execution
and delivery of this Agreement, Seller and Buyer shall open an escrow (the "Escrow") with
Coachella Valley Escrow, 901 N. Palm Canyon Drive #107, Palm Springs, CA 92262; Attn: Julie
Eckstrom, ("Escrow Holder') by delivering a fully executed copy of this Agreement to Escrow
Holder. Escrow Holder was selected through the City's Escrow Company Rotation Program.
Escrow Holder will execute copies of this Agreement and return fully executed copies hereof to
Buyer and Seller when Escrow has opened. Escrow shall be deemed open upon Escrow Holder's
execution hereof. Seller and Buyer agree to execute such additional and supplementary escrow
instructions as may be appropriate to enable Escrow Holder to comply with the terns of this
Agreement; provided, however, that in the event of any conflict or inconsistency between the
terms and provisions of this Agreement and the terms and provisions of any supplementary
escrow instructions, the terms and provisions of this Agreement shall control.
3. Purchase Price. The total purchase price (the "Purchase Price") for the Property
shall be One Hundred Forty Thousand ($140,000.00) Dollars. The Purchase Price shall be
payable as follows:
(a) Deposit. Within two (2) business days following the opening of Escrow,
Buyer shall deposit into Escrow by wire transfer or cashier's check cash in the amount of Ten
Thousand Dollars ($10,000.00) (together with any interest earned thereon, collectively, the
"Deposit"). Escrow Holder shall hold the Deposit in an interest-bearing demand account
selected by Escrow Holder, with interest accruing thereon, while held by Escrow Holder, to be
credited to the Purchase Price upon Closing. Provided this Agreement has not previously been
terminated, upon the expiration of the Due Diligence Period, the Deposit shall be non-refundable
to Buyer(except as otherwise provided in this Agreement).
1
(b) Cash at Closin¢. The remainder of the Purchase Price shall be deposited
into Escrow, in cash or by wire transfer of immediately available federal funds, by Buyer no later
than the Closing Date.
4. Costs and Prorations.
(a) Escrow and Title Fees. Buyer and Seller shall each pay one-half(1/2) of
the Escrow fees. Seller shall bear the cost of (i) all documentary transfer taxes, and (ii)the
premium which would be required for an ALTA Standard Coverage Owner's Policy of Title
Insurance With Regional Exceptions if issued by the Title Company (as defined below) insuring
Buyer in the amount of the Purchase Price. Buyer shall bear the cost of (i) any increased
premium attributable to endorsements and the delivery of an extended coverage ALTA Owner's
Policy of Title Insurance (and any survey costs in connection therewith), and (ii) the cost of
recording the Grant Deed (as defined below). All other costs or expenses not otherwise provided
for in this Agreement shall be apportioned or allocated between Buyer and Seller in the manner
customary in Riverside County, California. Buyer and Seller shall each pay the cost of its own
legal and accounting fees.
(b) Taxes and Assessments. All current real property taxes, recurring
assessments, and all payments on general and special bonds and assessments on the Property
shall be prorated through Escrow between Buyer and Seller as of Closing based upon the latest
available tax information, using the customary escrow procedures. Any taxes levied under the
Supplemental Tax Roll and attributable to the period prior to Closing shall be paid by Seller, and
any such taxes attributable to the period from and after Closing shall be paid by Buyer. To the
extent that information required to compute any prorations or adjustments of real estate taxes,
recurring assessments and/or payments on general and special bonds is not available at Closing,
Seller and Buyer shall make all necessary adjustments by appropriate payments between
themselves within thirty (30) days after such information is available to the parties, which such
obligation of Buyer and Seller herein shall survive the Closing.
5. Buyer's Diligence.
(a) Title Review.
(i) Within five (5) days after the opening of Escrow, Escrow Holder
shall deliver to Buyer a current preliminary title report (the "Preliminary Report") for the
Property issued by Escrow Holder (in its capacity as the title company, the "Title Company"),
including all schedules and exhibits thereto and together with true and correct copies of all
instruments giving rise to any exceptions to title to the Property. Buyer shall have until 5:00
p.m. Los Angeles time on that date which is thirty (30) days following the opening of Escrow
(the "Title Diligence Period") to review and object to any exceptions to title shown on the
Preliminary Report. Buyer shall notify Seller in writing (the "Title Notice") prior to the
expiration of the Title Diligence Period which exceptions to title (including survey matters), if
any, are not acceptable to Buyer, in its sole discretion. If Buyer fails to notify Seller in writing of
any exceptions to title prior to the expiration of the Title Diligence Period, then Buyer shall be
deemed to have approved the condition of title to the Property. If Buyer timely notifies Seller in
wri�ing that Buyer objects to any exceptions to title, then Seller shall have until four (4) business
2
days after Seller's receipt of the Title Notice to notify Buyer in writing ("Seller's Title Notice")
that Seller(A) will cause such objectionable exceptions to be removed from title on or before the
Closing; or (B) elects not to cause such exceptions to be removed. If Seller fails to notify Buyer
in writing of its election within said four (4) business day period, then Seller shall be deemed to
have elected not to cause such exceptions to be removed from title. If Seller elects (or is deemed
to have elected) not to cause such exceptions to be removed from title, then Buyer shall advise
Seller in writing within three (3) business days after Seller's election (or deemed election)
whether Buyer will (1)nevertheless proceed with the purchase and take title to the Property
subject to such exceptions, or (2) terminate this Agreement, in which event the provisions of
Section 8 below shall apply. Buyer's failure to timely respond shall be deemed an election to
proceed with the purchase and take title to the Property subject to such exceptions.
(ii) Seller shall not be obligated to cause any matters listed as
exceptions on the Preliminary Report to be removed, except for(A) such matters as Seller agrees
in writing to remove as set forth above and (B) any monetary encumbrances, all of which are
hereby specifically disapproved by Buyer, and Seller agrees shall be paid off and removed from
title by Seller prior to Closing. If Seller fails to remove any such monetary lien prior to Closing,
then Escrow Holder shall apply such portion of the Purchase Price as is necessary to cause the
removal of such items at or prior to Closing, and the proceeds of Escrow to be otherwise
distributed to Seller upon Closing shall be reduced by the amount so applied. In addition, during
the period from the Effective Date until the Closing, Seller shall not, without Buyer's prior
written approval, cause or permit any additional liens or encumbrances which would be binding
on or affect the Property or any owner thereof after the Closing.
(b) Property Studies.
(i) Buyer shall have until 5:00 p.m. Los Angeles time on that date
which is sixty (60) days following the opening of Escrow (the "Due Diligence Period") to enter
upon the Property, at reasonable times after the giving of at least forty-eight (48) hours' notice to
Seller, for the purpose of conducting soil, engineering and other tests, and to undertake any other
inspections or investigations as Buyer may deem necessary and desirable to assess the
development of the Property in the manner contemplated by Buyer and the cost of any such tests,
inspections or investigations shall be borne solely by Buyer. Buyer hereby agrees to indemnify,
defend and hold Seller harmless from any and all claims, causes of action, losses, damages,
costs, liabilities and expenses, including, without limitation, reasonable attorneys' fees (and
those fees incurred upon any appeals) and court costs incurred or suffered by Seller arising out
of, or resulting from, the entry onto or the inspection of the Property by Buyer or its agents or
consultants. The foregoing obligation of Buyer shall survive the Closing or earlier termination
of this Agreement. Seller shall make available for inspection by Buyer at Seller's offices, during
normal business hours after reasonable notice, all materials in Seller's possession relating to the
Property (except for any confidential or proprietary materials such as Seller's financial analyses
with respect to the Property) including, to the extent any, all soils reports, hazardous materials
studies, hydrology studies, grading plans, compact reports, geological studies, existing access
and improvement plans and existing surveys (the"Due Diligence Materials").
(ii) Buyer shall have the right to approve or disapprove of its
isition of the Property, in its sole and absolute discretion, prior to the expiration of the Due
3
Diligence Period. In the event Buyer approves of the Property, Buyer shall have the right, at any
time prior to the expiration of the Due Diligence Period, to give written notice to Seller and
Escrow Holder of Buyer's approval of the Property and election to proceed with the Closing (the
"Approval Notice'). If Buyer disapproves of the Property or fails to timely provide an Approval
Notice prior to the expiration of the Due Diligence Period(which such failure shall be deemed an
election by Buyer to disapprove the purchase of the Property), this Agreement shall
automatically terminate and the provisions of Section 8 below shall apply.
6. Intentionally Omitted.
7. Conditions to Closing.
(a) Conditions in Favor of Buyer. The Closing is conditioned upon the
satisfaction, or waiver in writing by Buyer, of the conditions set forth below in this Section 7(a),
which such conditions are for the benefit of Buyer. If any of such conditions are not satisfied
(and are not waived in writing by Buyer), Buyer shall have the right to terminate this Agreement,
in which event the provisions of Section 8 below shall apply.
(i) All representations and warranties of Seller shall be true and
correct in all material respects as of the Close of Escrow;
(ii) Seller shall have performed all of the obligations required to be
performed by Seller under this Agreement;
(iii) No material change shall have occurred with respect to the
Property since the expiration of the Due Diligence Period; and
(iv) Title Company is prepared or committed to deliver to Buyer an
ALTA Standard Coverage Owner's Policy of Title Insurance dated as of Closing, subject to only
the matters set forth below. If Buyer requires an extended coverage ALTA Owner's Policy of
Title Insurance or endorsements, Buyer shall notify Escrow Holder of such requirement and
deliver to Escrow Holder, at Buyer's sole cost and expense and in a timely manner so as to not
delay the Closing, an ALTA survey adequate for the issuance of such ALTA extended coverage
policy. The title policy shall insure Buyer in an amount equal to the Purchase Price, and show
title vested in Buyer subject only to:
(A) The usual printed title company exceptions;
(B) All exceptions shown on the Preliminary Report, other than those
exceptions, if any, which Seller has agreed or is required to eliminate or cure on or prior to the
Closing Date pursuant to Section 5(a) above (including, all monetary encumbrances);
(C) Any exceptions resulting from Buyer's entry upon the Property or
otherwise created by Buyer; and
(D) All other exceptions approved in writing by Buyer.
4
(b) Conditions in Favor of Seller. The Closing is conditioned upon the
satisfaction, or waiver in writing by Seller, of the conditions set forth below in this Section 7(b),
which such conditions are for the benefit of Seller. If any of such conditions are not satisfied
(and are not waived in writing by Seller), Seller shall have the right to terminate this Agreement,
in which event the provisions of Section 8 below shall apply.
(i) All representations and warranties of Buyer shall be true and
correct in all material respects as of the Close of Escrow; and
(ii) Buyer shall have performed all of the obligations required to be
performed by Buyer under this Agreement.
8. Effect of Termination. In the event Buyer or Seller shall elect to terminate (or
shall be deemed to have elected to terminate) this Agreement in accordance with the terms and
provisions hereof where this Section 8 is specifically referred to, the electing party shall send
written notice thereof to the other party and Escrow Holder. Upon receipt of such notice, then
except as otherwise expressly provided herein (including, without limitation, pursuant to Section
13 below), (i) Seller shall return any disbursed portion of the Deposit to Buyer, (ii) Escrow
Holder shall return any undisbursed portion of the Deposit to Buyer and any documents held by
Escrow Holder to the parties depositing the same, (iii) all title and Escrow cancellation charges,
if any, shall be paid equally by Buyer and Seller, and (iv)upon return of such funds and
documents by Escrow Holder and the applicable party, except for such obligations of the parties
which expressly survive the termination of this Agreement, the parties hereto shall have no
further rights or obligations under this Agreement, which shall be deemed cancelled for all
purposes.
9. ClosinQ of Escrow.
(a) The closing (the "Closin¢" or"Close of Escrow") of the purchase and sale
of the Property shall take place through Escrow within sixty (60) days following the expiration
of the Due Diligence Period, on a date mutually acceptable to Buyer and Seller (subject to
satisfaction or written waiver by the applicable parry of the conditions set forth in Sections 7(a)
and 7(b) above) (the "Closing Date"). Notwithstanding the foregoing, Buyer shall have two (2)
options to extend the Closing Date for a period of thirty(30) days each, by providing Seller with
written notice thereof not less than two (2) business days prior to the then-scheduled Closing
Date and depositing with Escrow Holder the additional amount of Ten Thousand Dollars
($10,000.00) for each option (together with interest earned thereon, collectively, the "Closing
Extension Deposits" and each a "Closing Extension Deposit"), which such Closing Extension
Deposit(s), when made, shall be non-refundable, except in the event of a default by Seller
hereunder or the failure of one or more conditions to Closing, but shall be applied against the
Purchase Price at the Closing.
(b) At Closing, Seller and Buyer shall each perform the obligations set forth
in, respectively, Sections 10(a) and 10(b) below, the performance of which obligations shall be
concurrent conditions. When all required funds and instruments have been deposited into
Escrow by the appropriate parties and when all other conditions to Closing have been satisfied
(or waived in writing), Escrow Holder shall record the Grant Deed. Immediately after the
� f
5
Closing, Escrow Holder shall (i) deliver to Seller the Purchase Price (less all other sums and
charges to be paid by Seller hereunder and the previously released Deposit), and (ii) deliver to
Seller and to Buyer conformed copies of the Grant Deed.
10. Documents and Sums Required at Closing.
(a) Seller's Obligations. At or prior to Closing, Seller shall deliver, or cause
to be delivered,to Buyer through Escrow:
(i) a duly executed and notarized grant deed (the "Grant Deed") in the
form attached hereto as Exhibit B, conveying the Property to Buyer;
(ii) if applicable, a FIRPTA certificate along with any applicable State
or local law equivalent in the forms customarily used by the Title Company duly executed by
Seller;
(iii) an executed closing statement reasonably acceptable to Seller; and
(iv) such additional documents as shall be reasonably required by
Escrow Holder to consummate the transaction contemplated by this Agreement.
(b) Buyer's Obligations. At or prior to Closing, Buyer shall deliver to Seller
through Escrow:
(i) by wire transfer or a cashier's check, funds equal to all sums to be
paid by Buyer and delivered to Escrow Holder under this Agreement, including the balance of
the Purchase Price and Buyer's share of costs and proration;
(ii) an executed closing statement reasonably acceptable to Buyer; and
(iii) such additional documents as shall be reasonably required by
Escrow Holder to consummate the transaction contemplated by this Agreement.
11. Remedies.
(a) BUYER'S FAILURE. IF ESCROW DOES NOT CLOSE DUE TO
BUYER'S FAILURE TO DEPOSIT ANY REQUIRED SUMS BY THE PRESCRIBED TIME
OR TO PERFORM ANY OTHER ACT WHEN DUE HEREUNDER, WHICH FAILURE
SHALL BE DEEMED A MATERIAL BREACH OF A CONDITION PRECEDENT, AND
PROVIDED SELLER IS NOT IN DEFAULT UNDER THIS AGREEMENT, THEN SELLER,
AS ITS SOLE AND EXCLUSIVE REMEDY, SHALL HAVE THE RIGHT TO TERMINATE
THIS AGREEMENT AND RETAIN THE DEPOSIT THEN HELD BY ESCROW HOLDER
OR SELLER PURSUANT TO THE TERMS OF THIS AGREEMENT AS LIQUIDATED
DAMAGES, WHICH AMOUNT IS THE BEST ESTIMATE BY THE PARTIES OF THE
DAMAGES SELLER WOULD SUFFER FROM SUCH BREACH, IT BEING AGREED
THAT IT IS EXTREMELY DIFFICULT, IF NOT IMPOSSIBLE AND IMPRACTICABLE, TO
FIX THE EXACT AMOUNT OF DAMAGE WHICH WOULD BE INCURRED BY SELLER
A RESULT OF SUCH DEFAULT BY BUYER. THEREUPON ESCROW SHALL BE
6
CANCELED AS PROVIDED ABOVE, THIS AGREEMENT SHALL TERMINATE, AND
THE PROVISIONS OF SECTION 8 SHALL APPLY; PROVIDED, HOWEVER, BUYER
SHALL PAY ALL TITLE AND ESCROW CANCELLATION CHARGES.
Buyer's Initials Seller's Initials
(b) Seller's Failure. In the event of a breach by Seller of this Agreement,
then, provided Buyer is not in default under this Agreement, Buyer may, as its sole and exclusive
remedy, either(i)terminate this Agreement by giving Seller and Escrow Holder written notice of
such election at any time prior to Closing and seek reimbursement from Seller of Buyer's actual,
out-of-pocket costs and expenses in connection with the transaction contemplated by this
Agreement, or (ii) enforce specific performance of this Agreement. In the event Buyer elects to
terminate this Agreement, then the provisions of Section 8 shall apply, except that all title and
Escrow cancellation charges, if any, shall be paid by Seller.
12. Further Documents and Acts. Each of the parties hereto agrees to cooperate in
good faith with each other, and to execute and deliver such further documents and perform such
other acts as may be reasonably necessary or appropriate to consummate and carry into effect the
transactions contemplated under this Agreement.
13. Representations, Warranties and Covenants of Buyer.
(a) Organization and Authority. Buyer has been duly organized and is validly
existing under the laws of the State of California. Buyer has the full right and authority to enter
into this Agreement, and to consummate or cause to be consummated the transaction
contemplated by this Agreement. The persons signing this Agreement on behalf of Buyer are
authorized to do so.
(b) Authorization. This Agreement has been, and on the Closing Date, all
documents to be executed by Buyer hereunder will have been, duly authorized, executed and
delivered by Buyer, and constitute and will constitute the valid and binding obligations of Buyer
enforceable against it in accordance with their respective terms.
(c) No Consents Required. No consent, approval or other authorization of, or
registration, declaration or filing with, any governmental authority or other third party is required
for the due execution and delivery of this Agreement, and/or any of the documents to be
executed by Buyer hereunder, or for the performance by or the validity or enforceability thereof
against Buyer.
(d) As Is, Where Is. Buyer represents and warrants that it is acquiring the
Property "AS IS, WHERE IS" and "WITH ALL FAULTS" without representation or warranty
of any kind by Seller (except as expressly set forth in Section 16 below), expressed or implied by
Seller, by operation of law, or otherwise, as to the physical, environmental or other condition of
the Property.
14. Representations, Warranties and Covenants of Seller.
7
(a) Organization and Authority. Seller has the full right and authority to enter
into this Agreement, and to consummate or cause to be consummated the transaction
contemplated by this Agreement. The persons signing this Agreement on behalf of Seller are
authorized to do so.
(b) Authorization. This Agreement has been, and on the Closing Date, all
documents to be executed by Seller hereunder will have been, duly authorized, executed and
delivered by Seller, and constitute and will constitute the valid and binding obligations of Seller
enforceable against it in accordance with their respective terms.
(c) No Consents Required. Seller is the fee simple owner of the Property and
has the full right and authority to enter into this Agreement, and to consummate or cause to be
consummated the transaction contemplated by this Agreement. No consent, approval or other
authorization of, or registration, declaration or filing with, any governmental authority or other
third parry is required for the due execution and delivery of this Agreement, and/or any of the
documents to be executed by Seller hereunder, or for the performance by or the validity or
enforceability thereof against Seller.
15. Condemnation. If at any time prior to Closing all or any substantial portion of the
Land is condemned or legal proceedings are commenced under the power of eminent domain,
Seller shall promptly give Buyer written notice of the same ("Condemnation Notice"). In the
event of the foregoing, Buyer shall have the right to terminate this Agreement by written notice
to Seller and Escrow Holder given no later than five (5) days after Buyer's receipt of such
Condemnation Notice (and, if applicable, the Closing Date shall be extended to the extent
necessary to provide Buyer with the full five (5) day period to make such election), in which
event the provisions of Section 8 shall apply. If Buyer fails to timely terminate this Agreement
within such five (5) day period, Buyer shall be deemed to have elected to proceed with the
purchase of the Property, in which event the parties shall proceed to Closing and Seller shall
assign and turn over and Buyer shall be entitled to receive and keep all of Seller's right, title and
interest in and to any proceeds in connection with such condemnation or other legal proceedings
to the extent relating to the Land.
16. Broker's Commission. Seller agrees that it shall pay Broker the sum of Three
Percent (3.00%) of the Purchase Price at the Close of Escrow. Broker is John Stiles, Sperry Van
Ness, 2066 Tamarisk Road, Palm Springs, CA 92262.
17. Waiver, Consent and Remedies. Each provision of this Agreement to be
performed by either party shall be deemed both a covenant and a condition and shall be a
material consideration for the other party's performance hereunder, and any breach of this
Agreement by either party shall be deemed a material default hereunder. Either party may
specifically and expressly waive in writing any portion of this Agreement or any breach thereof,
but no such waiver shall constitute a further or continuing waiver of any preceding or succeeding
breach of the same or any other provision. A waiving party may at any time thereafter require
further compliance by the other party with any breach or provision so waived. The consent by
one parry to any act by the other for which such consent was required shall not be deemed to
imply consent or waiver of the necessity of obtaining such consent for the same or any similar
acts in the future. No waiver or consent shall be implied from silence or any failure of a party to
8
act, except as otherwise specified in this Agreement. All rights, remedies, undertakings,
obligations, options, covenants, conditions and agreements contained in this Agreement shall be
cumulative and no one of them shall be exclusive of any other. Except as otherwise specified
herein, either party may pursue any one or more of its rights, options or remedies hereunder or
may seek damages or specific performance in the event of the other parry's breach hereunder, or
may pursue any other remedy at law or equity, whether or not stated in this Agreement.
18. Attorneys' Fees. In the event of any action or proceeding instituted between
Seller, Buyer and/or Escrow Holder in connection with this Agreement, then as between Buyer
and Seller the prevailing party shall be entitled to recover from the losing party all of its costs
and expenses, including, without limitation, court costs, all costs of appeals and reasonable
attorneys' fees.
19. Notices. Any notice, request, demand, consent, approval or other communication
(collectively, "Notice") required or permitted hereunder or by law shall be validly given or made
only if in writing and delivered in person to an officer or duly authorized representative of the
other party or deposited in the United States mail, duly certified or registered (return receipt
requested), postage prepaid, or delivered by Express Mail or the U.S. Postal Service or Federal
Express or any other courier guaranteeing overnight delivery, charges prepaid. Any Notice may
also be transmitted by telecopy (provided such notice is also delivered by one of the other
methods provided herein). All Notices shall be addressed to the party for whom intended, as
follows:
If to Seller: City of Palm Springs
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92263-2743
Attn: City Manager
Fax No.: 760.323.8207
If to Buyer: The Michael S. Hoffman Living Trust U/A 08/04/94
650 S. Eugene Rd.
Palm Springs, CA 92264
Attn: Michael S. Hoffman, Trustee
Tel No.: (760) 327-1917
Copy to: Emily Perri Hemphill, Esq.
71905 Highway 111, Suite H
Rancho Mirage, CA 92270
Fax No. 760-340-4666
9
If to Escrow Holder: Coachella Valley Escrow
901 N. Palm Canyon Dr., 4107
Palm Springs, CA 92262
Attn: Julie Eckstrom, Escrow Officer
Fax No.: (760) 325-7324
Any party may from time to time, by written notice to the other, designate a different address
which shall be substituted for that specified above. If any notice or other document is sent by
mail as aforesaid, the same shall be deemed fully delivered and received forty-eight (48) hours
after mailing as provided above. Any notice or other document sent by overnight service shall
be deemed delivered one (1) business day after delivery of the same, charges prepaid, to the U.S.
Postal Service or private courier. If any notice is sent by telecopy, the same shall be deemed
served or delivered upon confirmation of transmission thereof. Any notice or other document
sent by any other manner shall be effective only upon actual receipt thereof.
20. Entire Agreement. This Agreement and its exhibits constitute the entire
agreement between the parties hereto pertaining to the subject matter hereof, and the final,
complete and exclusive expression of the terms and conditions thereof All prior agreements,
representations, negotiations and understandings of the parties hereto, oral or written, express or
implied, are hereby superseded and merged herein.
21. Captions. The captions used herein are for convenience only and are not a part of
this Agreement and do not in any way limit or amplify the terms and provisions hereof.
22. Incorporation. The Recitals and Exhibits attached hereto are hereby incorporated
in this Agreement.
23. Governing Law. This Agreement and the exhibits attached hereto have been
negotiated and executed in the State of California and shall be governed by and construed under
the laws of the State of California.
24. Invalidity of Provision. If any provision of this Agreement as applied to either
parry or to any circumstance shall be adjudged by a court of competent jurisdiction to be void or
unenforceable for any reason, the same shall in no way affect (to the maximum extent
permissible by law) any other provision of this Agreement, the application of any such provision
under circumstances different from those adjudicated by the court, or the validity or
enforceability of this Agreement as a whole; provided that the invalidity or unenforceability of
such provision does not materially adversely affect the benefits accruing to any party hereunder.
25. Amendments. No addition to or modification of any provision contained in this
Agreement shall be effective unless fully set forth in writing by both Buyer and Seller.
26. Counterparts. This Agreement may be executed in one or more counterparts, each
of which shall be deemed an original, but all of which together shall constitute but one and the
same instrument.
r.
P
10
27. Binding Agreement. This Agreement shall be binding upon and shall inure to the
benefit of the parties hereto and their respective heirs, executors, administrators, successors and
assigns.
28. Business Days. As used herein, the term"business day" shall mean any day other
than a Saturday, Sunday, or any federal or State of California holiday. If any period expires on a
day which is not a business day or any event or condition is required by the terms of this
Agreement to occur or be fulfilled on a day which is not a business day, such period shall expire
or such event or condition shall occur or be fulfilled, as the case may be, on the next succeeding
business day.
29. Construction. The parties acknowledge that each party and its counsel have
reviewed and approved this Agreement and that the normal rule of construction to the effect that
any ambiguities are to be resolved against the drafting party shall not be employed in the
interpretation of this Agreement or any amendments or exhibits hereto.
30. IRS Form 1099-5. For purposes of complying with Section 6045 of the Internal
Revenue Code of 1986 ("Code"), as amended, Escrow Holder shall be deemed the "person
responsible for closing the transaction," and shall be responsible for obtaining the information
necessary to file with the Internal Revenue Service Form 1099-5, "Statement for Recipients of
Proceeds From Real Estate, Broker and Barter Exchange Transactions."
31. No Third Party Beneficiary. The provisions of this Agreement and of the
documents to be executed and delivered at Closing are and will be for the benefit of Seller and
Buyer only and are not for the benefit of any third party; and, accordingly, no third party shall
have the right to enforce the provisions of this Agreement or of the documents to be executed
and delivered at Closing.
35. Additional Buyer Obligation. Once the Escrow has closed, then Buyer shall, at
Buyer's sole cost and expense, remove all kennels and exterior structures and maintain the site in
a clean, well-maintained condition until such time as the Buyer is issued a building permit for the
demolition and construction of a Commercial Development.
[Signature Page Follows]
r
i
1.
11
IN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective
Date.
SELLER: APPROVED BY CITY COUNCIL
CITY OF PALM SPRINGS_, Ab11'�r
a California charter city
By:
Name: YI
ts:
Approve s to form:
ATTEST: &"4z
City ey
' Clerk
BUYER:
THE MICHAEL S. HOFFMAN LIVING TRUST
U/A 08/04/1994,
By:
N
Its: —
Escrow Holder hereby certifies that Escrow opened as of the_day of
2012 as Escrow Number#031360-JE
COACHELLA VALLEY ESCROW COMPANY
By:
Its:
12
LIST OF EXHIBITS
EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY
EXHIBIT B FORM GRANT DEED
13
[4810 Camino Parocela]
EXHIBIT A
LEGAL DESCRIPTION OF LAND
The Land is that certain real property located in the City of Palm Springs, County of Riverside,
State of California, described as follows:
THAT PORTION OF PARCEL 1, PER MAP RECORDED IN BOOK 1, PAGE 53 OF MAPS,
IN THE COUNTY RECORDS OF RIVERSIDE COUNTY, CALIFORNIA
APN 680-101-032 AND 680-101-033
[4810 Camino Parocelal
EXHIBIT B
FORM OF GRANT DEED
RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO,
AND MAIL TAX STATEMENTS TO:
(Space Above Line for Recorder's Use Only)
The undersigned grantor declares:
Documentary Transfer Tax not shown
pursuant to Section 11932 of the
California Revenue and Taxation Code
GRANT DEED
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,
THE CITY OF PALM SPRINGS, a California charter city ("Grantor"), hereby GRANTS to
THE MICHAEL S. HOFFMAN LIVING TRUST U/A 08/04/ ("Grantee"), the following
described real property (the "Property") in the City of Palm Springs, County of Riverside, State
of California:
See legal description attached hereto at Exhibit A.
SUBJECT TO:
1. Nondelinquent real property taxes and all unpaid, nondelinquent general
and special bonds or assessments.
2. All covenants, conditions, restrictions, reservations, rights, rights of way,
easements, encumbrances, liens and title matters of record as of the date hereof.
[Signatures on Following Page]
IN WITNESS WHEREOF, the undersigned has executed this document as of the
day and year indicated.
Dated:
GRANTOR:
CITY OF PALM SPRINGS,
a California charter city
By:
Name:
Its:
STATE OF CALIFORNIA )
)ss.
COUNTY OF )
On before me, a Notary
Public personally appeared who proved
to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to
the within instrument and acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Notary Public (SEAL)
2
EXHIBIT A TO GRANT DEED
LEGAL DESCRIPTION
The Land is that certain real property located in the City of Palm Springs, County of Riverside,
State of California, described as follows:
THAT PORTION OF PARCEL 1, PER MAP RECORDED IN BOOK 1, PAGE 53 OF MAPS,
IN THE COUNTY RECORDS OF RIVERSIDE COUNTY, CALIFORNIA
APN 680-101-032 AND 680-101-033
3
[4810 Camino Parocela]
SEPARATE STATEMENT OF
DOCUMENTARY TRANSFER TAX
County Recorder
Riverside County
Dear Sir:
In accordance with California Revenue and Taxation Code Section 11932, it is
requested that this Statement of Documentary Transfer Tax due not be recorded with the attached
deed, but be affixed to the deed after recordation and before return as directed on the deed.
The deed names THE CITY OF PALM SPRINGS, a California charter city, as
Grantor, and THE MICHAEL S. HOFFMAN LIVING TRUST U/A 08/04/94, as Grantee. The
land and improvements being transferred are located in the City of Palm Springs, County of
Riverside, State of California.
The amount of the documentary transfer tax due on the attached deed is
Dollars ($ ), computed on the
full value of the property described.
Very truly yours,
a
By:
Name:
Its:
[4810 Camino Parocelal
EXHIBIT A
LEGAL DESCRIPTION
The Land is that certain real property located in the City of Palm Springs, County of Riverside,
State of California, described as follows:
THAT PORTION OF PARCEL 1, PER MAP RECORDED IN BOOK 1, PAGE 53 OF MAPS,
IN THE COUNTY RECORDS OF RIVERSIDE COUNTY, CALIFORNIA
APN 680-101-032 AND 680-101-033
CLTA Preliminary Report Form Order Number: 0625-4144703
(Rev. 11/06) Page Number: 1
pss aw F."
' FrstAmcTk" ride
First American Title Company
323 Court Street
San Bernardino,CA 92401
Julie Ekstrom
Coachella Valley Escrow
901 North Palm Canyon Drive
Palm Springs, CA 92262
Phone: (760)325-7314
Fax:
Customer Reference: 31360 JE
Order Number: 0625-4144703 (gp)
Title Officer: Josh Guzman/ Porscha Peterson
Phone: (951)787-1762
Fax No.: (866)292-6890
E-Mail: RVTide@firstam.com
Buyer: Hoffman
Property: No Situs
Palm Springs, CA
PRELIMINARY REPORT
In response to the above referenced application for a policy of title insurance,this company hereby reports that it is prepared to issue,or
cause to be issued,as of the date hereof,a Policy or Policies of Title Insurance describing the land and the estate or interest therein
hereinafter set forth,insuring against loss which may be sustained by reason of any defect,lien or encumbrance not shown or referred to as
an Exception below or not excluded from coverage pursuant to the printed Schedules,Conditions and Stipulations of said Policy forms.
The printed Exceptions and Exclusions from the coverage and Limitations on Covered Risks of said policy or policies are set forth in Exhibit A
attached. The policy to be issued may contain an arbitration cause. When the Amount oftnsurance is less than thatset forth in the
arbitraton dause,all arbitrable matters sha//be arbitrated at the option ofeither the Company or the Insured as the exclus ve remedy ofthe
parties Limitations on Covered Risks applicable to the CLTA and ALTA Homeowner's Policies of Title Insurance which establish a Deductible
Amount and a Maximum Dollar Limit of Liability,for certain coverages are also set forth in Exhibit A.Copies of the policy forms should be
read.They are available from the office which issued this report.
Please read the exceptions shown or referred to below and the exceptions and exclusions set forth in Exhibit A of this
report carefully.The exceptions and exclusions are meant to provide you with notice of matters which are not covered
under the terms of the title insurance policy and should be carefully considered.
It is important to note that this preliminary report is not a written representation as to the condition of tide and may not
list all liens,defects,and encumbrances affecting tide to the land.
This report(and any supplements or amendments hereto)is issued solely for the purpose of facilitating the issuance of a policy of the
insurance and no liability is assumed hereby.If it is desired that liability be assumed prior to the issuance of a policy of title insurance,a
Binder or Commitment should be requested.
FitstAmencan Title
Order Number: 0625-41"703
Page Number: 2
Dated as of August 20, 2012 at 7:30 A.M.
The form of Policy of title insurance contemplated by this report is:
To Be Determined
A specific request should be made if another form or additional coverage is desired.
Title to said estate or interest at the date hereof is vested in:
CITY OF PALM SPRINGS,A MUNICIPAL CORPORATION
The estate or interest in the land hereinafter described or referred to covered by this Report is:
A fee.
The Land referred to herein is described as follows:
(See attached Legal Description)
At the date hereof exceptions to coverage in addition to the printed Exceptions and Exclusions in said
policy form would be as follows:
1. General and special taxes and assessments for the fiscal year 2012-2013, a lien not yet due or
payable.
2. General and special taxes and assessments for the fiscal year 2011-2012 are exempt.
3. The lien of supplemental taxes, if any,assessed pursuant to Chapter 3.5 commencing with
Section 75 of the California Revenue and Taxation Code.
4. An easement for the hereinafter specific purpose and incidental purposes, in favor of J. G. Mc
Callum et al, in instrument recorded February 4, 1891 in Book 173 Page 370 of Deeds, Records
of San Diego County, California. Said easement is for ditches and pipes for irrigation purposes.
The location of the easement cannot be determined from record information.
5. The fact that the land lies within the boundaries of the Ramon-Bogie Redevelopment Project
Area, as disclosed by the document recorded December 1, 1983 as Instrument No. 249707 of
Official Records.
6. An easement for the transmission and distribution of electricity and communication purposes and
incidental purposes, recorded July 28, 1961 as Instrument No. 64859 of Official Records.
In Favor of: California Electric Power Company
Affects: As described therein
7. Rights of the public in and to that portion of the land lying within Camino Parocela.
First Amencan Title
Order Number: 0625-4144703
Page Number: 3
8. Water rights, claims or title to water,whether or not shown by the public records.
9. Rights of parties in possession.
Prior to the issuance of any policy of title insurance,the Company will require:
10. With respect to the City of Palm Springs, a Municipal Corporation, we will require a copy of a
resolution authorizing the contemplated transaction and designating which officials shall have the
power to execute on behalf of the city.
First American Title
Order Number: 0625-41"703
Page Number: 4
INFORMATIONAL NOTES
Note: The policy to be issued may contain an arbitration clause. When the Amount of Insurance is less
than the certain dollar amount set forth in any applicable arbitration clause, all arbitrable matters shall be
arbitrated at the option of either the Company or the Insured as the exclusive remedy of the parties. If
you desire to review the terms of the policy, including any arbitration clause that may be included,
contact the office that issued this Commitment or Report to obtain a sample of the policy jacket for the
policy that is to be issued in connection with your transaction.
1. According to the latest available equalized assessment roll in the office of the county tax
assessor,there is located on the land a(n)Government Property known as No Situs found, Palm
Springs, California.
2. According to the public records, there has been no conveyance of the land within a period of
twenty-four months prior to the date of this report, except as follows:
None
3. We find no open deeds of trust. Escrow please confirm before closing.
The map attached, if any, may or may not be a survey of the land depicted hereon. First American
expressly disclaims any liability for loss or damage which may result from reliance on this map except to
the extent coverage for such loss or damage is expressly provided by the terms and provisions of the title
insurance polity, if any, to which this map is attached.
FirstAmencan Title
Order Number: 0625-4144703
Page Number: 5
First American Title Company
F." 323 Court Street
y4. C
San Bernardino,CA 92401
First American Title (951)787-1700
4 Fax-
WIRE INSTRUCTIONS
for
First American Title Company, Demand/Draft Sub-Escrow Deposits
Riverside County,California
First American Trust, FSB
5 First American Way
Santa Ana, CA 92707
Banking Services: (877)600-9473
ABA 122241255
Credit to First American Title Company
Account No. 3004460000
Reference Title Order Number 4144703 and Title Officer Josh Guzman/ Porscha Peterson
Please wire the day before recording.
First American Title
Order Number: 0625-4144703
Page Number: 6
LEGAL DESCRIPTION
Real property in the City of Palm Springs, County of Riverside, State of California,described as
follows:
LOT B AS SHOWN ON LOT LINE ADJUSTMENT NO. LLA 91-10,AS EVIDENCED BY DOCUMENT
RECORDED SEPTEMBER 20, 1991 AS INSTRUMENT NO. 326401 OF OFFICIAL RECORDS, BEING
MORE PARTICULARLY DESCRIBED AS FOLLOWS:
THAT PORTION OF LOT I IN SECTION 19,T4S, R4E,S.B.B.&M. AS SHOWN ON THAT MAP
ENTITLED "MAP OF PALM VALLEY COLONY LANDS, PROPERTY OF THE PALM VALLEY LAND AND
WATER COMPANY, BEING PART OF TOWNSHIP 4 SOUTH, RANGE 4 AND 5 EAST, S.B.M. SAN
DIEGO CO. CALIF.", FILED FOR RECORD ON JANUARY 15, 1891 IN MAP BOOK 14, PAGE 652,
RECORDS OF SAN DIEGO COUNTY AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE NORTHWEST CORNER OF SAID LOT 1:
THENCE ALONG THE WEST LINE OF SAID LOT 1 SOUTH 000 13' 30" EAST 665.00 FEET;
THENCE LEAVING THE WEST LINE SAID LOT 1 SOUTH 890 41' 00" EAST 390.00 FEET;
THENCE NORTH 000 13' 30"WEST 25.00 FEET TO THE TRUE POINT OF BEGINNING;
THENCE CONTINUING NORTH 000 13' 30" WEST 155.00 FEET;
THENCE SOUTH 890 41' 00" EAST 108.85 FEET;
THENCE SOUTH 000 IT 30" EAST 155.00 FEET;
THENCE NORTH 890 41' 00"WEST 108.85 FEET TO THE TRUE POINT OF BEGINNING.
INCLUDING THE SOUTHERLY 155.00 FEET OF THE EAST 60.00 FEET OF THE SOUTH 300.00
FEET OF PARCEL 1 IN SECTION 19,TOWNSHIP 4 SOUTH, RANGE 5 EAST, S.B.B.&B. AS SHOWN
BY PARCEL MAP ON FILE IN BOOK 1, PAGE 53 OF PARCEL MAPS, RECORDS OF RIVERSIDE
COUNTY, CALIF.
GRANTED TO CITY OF PALM SPRINGS, A MUNICIPAL CORPORATION PER INSTRUMENT NO.
182895, RECORDED MAY 18, 1990, RECORDS OF RIVERSIDE COUNTY.
APN: 680-101-32 and 680-101-33
First American Title
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Order Number: 0625-4144703
Page Number: 8
Section 12413.1 of the California Insurance Code, effective January 1, 1990, requires that any title insurance
company, underwritten title company,or controlled escrow company handling funds in an escrow or sub-escrow
capacity, wait a specified number of days after depositing funds, before recording any documents in connection
with the transaction or disbursing funds. This statute allows for funds deposited by wire transfer to be disbursed
the same day as deposit. In the case of cashier's checks or certified checks, funds may be disbursed the next day
after deposit. In order to avoid unnecessary delays of three to seven days, or more, please use wire transfer,
cashier's checks, or certified checks whenever possible.
If you have any questions about the effect of this new law, please contact your local First American Office for
more details.
RrstAmerican Title
Order Number: 0625-4144703
Page Number: 9
EXHIBIT A
LIST OF PRINTED EXCEPTIONS AND EXCLUSIONS(BY POLICY TYPE)
CLTA/ALTA HOMEOWNER'S POLICY OF TITLE INSURANCE(02-03-10)
EXCLUSIONS
In addition to the Exceptions in Schedule B,You are not insured against loss,costs,attorneys'fees,and expenses resulting from:
1. Governmental police power,and the existence or violation of those portions of any law or government regulation conceming:
(a)building; (d)improvements on the Land;
(b)zoning; (e)land division;and
(c)land use; (f)environmental protection.
This Exclusion does not limit the coverage described in Covered Risk 8.a.,14,15,16,18,19,20,23 or 27.
2. The failure of Your existing structures,or any part of them,to be constructed in accordance with applicable building codes. This Exclusion
does not limit the coverage described in Covered Risk 14 or 15,
3. The right to take the Land by condemning iL This Exclusion does not limit the coverage described in Covered Risk 17.
4. Risks:
(a)that are created,allowed,or agreed to by You,whether or not they are recorded in the Public Records;
(b)that are Known to You at the Policy Date,but not to Us,unless they are recorded in the Public Records at the Policy Date;
(c)that result in no loss to You;or
(d)that first occur after the Policy Date-this does not limit the coverage described in Covered Risk 7,8.e.,25,26,27 or 28.
5. Failure to pay value for Your Title.
6. Lack of a right:
(a)to any land outside the area specifically described and referred to in paragraph 3 of Schedule A;and
(b)in streets,alleys,or waterways that touch the Land.
This Exclusion does not limit the coverage described in Covered Risk 11 or 21.
7. The transfer of the Title to You is invalid as a preferential transfer or as a fraudulent transfer or conveyance under federal bankruptcy,state
insolvency,or similar creditors'rights laws.
LIMITATIONS ON COVERED RISKS
Your insurance for the following Covered Risks is limited on the Owner's Coverage Statement as follows: For Covered Risk 16,18,19,and 21
Your Deductible Amount and Our Maximum Dollar Limit of Liability shown in Schedule A.
Your Deductible Amount Our Maximum Dollar
Limit of Liability
Covered Risk 16: 1%of Policy Amount or$2,500.00(whichever is less) $10,000.00
Covered Risk 18: 1%of Policy Amount or$5,000.00(whichever is less) $25,000.00
Covered Risk 19: 1%of Policy Amount or$5,000.00(whichever is less) $25,000.00
Covered Risk 21: 1%of Policy Amount or$2,500.00(whichever is less) $5,000.00
ALTA RESIDENTIAL TITLE INSURANCE POLICY(6-1-87)
EXCLUSIONS
In addition to the Exceptions in Schedule B,you are not insured against loss,costs,attorneys'fees,and expenses resulting from:
1. Governmental police power, and the existence or violation of any law or government regulation. This includes building and zoning
ordinances and also laws and regulations concerning:
(a)and use
(b)improvements on the land
(c)and division
(d)environmental protection
This exclusion does not apply ro violations or the enforcement of these matters which appear in the public records at Policy Date.
This exclusion does not limit the zoning coverage described in Items 12 and 13 of Covered Title Risks.
2. The right to take the land by condemning it,unless:
(a)a notice of exerclsing the right appears in the public records on the Policy Date
First American Title
Order Number: 0625-4144703
Page Number: 10
(b)the taking happened prior to the Policy Date and is binding on you if you bought the land without knowing of the taking
3. Title Risks:
(a)that are created,allowed,or agreed to by you
(b)that are known to you,but not to us,on the Policy Date--unless they appeared in the public records
(c)that result in no loss to you
(d)that first affect your title after the Policy Date--this does not limit the labor and material lien coverage in Item 6 of Covered Title Risks
4. Failure to pay value for your title.
5. Lack of a right:
(a)to any land outside the area spedfically described and referred to in Item 3 of Schedule A OR
(b)in streets,alleys,or waterways that touch your land
This exclusion does not limit the access coverage in Item 5 of Covered Tide Risks.
2006 ALTA LOAN POLICY(06-17-06)
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy,and the Company will not pay loss or damage,costs,attorneys'
fees,or expenses that arise by reason of:
1. (a)Any law,ordinance,permit,or governmental regulation(inducing those relating to building and zoning)restricting,regulating,
prohibiting,or relating to
(1)the occupancy,use,or enjoyment of the Land;
(ii)the character,dimensions,or location of any improvement erected on the Land;
(iii)the subdivision of land;or
(iv)environmental protection;
or the effect of any violation of these laws,ordinances,or governmental regulations.This Exclusion Ila)does not modify or limit the
coverage provided under Covered Risk 5.
(b)Any governmental police power.This Exclusion 1(b)does not modify or limit the coverage provided under Covered Risk 6.
2. Rights of eminent domain.This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 6.
3. Defects,liens,encumbrances,adverse claims,or other matters
(a)created,suffered,assumed,or agreed to by the Insured Claimant;
(b)not Known to the Company,not recorded in the Public Records at Date of Policy,but Known to the Insured Claimant and not disclosed
in writing to the Company by the Insured Claimant prior to the data the Insured Claimant became an Insured under this policy;
(c)resulting in no loss or damage to the Insured Claimant;
(d)attaching or created subsequent to Date of Policy(however,this does not modify or limit the coverage provided under Covered Risk 11,
13,or 14);or
(e)resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage.
4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing-
business laws of the state where the Land is situated.
5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the
Insured Mortgage and is based upon usury or any consumer credit protection or truth-in-lending law.
6. Any daim,by reason of the operation of federal bankruptcy,state insolvency,or similar creditors'rights laws,that the transaction creating
the lien of the Insured Mortgage,is
(a)a fraudulent conveyance or fraudulent transfer,or
(b)a preferential transfer for any reason not stated in Covered Risk 13(b)of this policy.
7. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of
Policy and the date of recording of the Insured Mortgage in the Public Records.This Exclusion does not modify or limit the coverage
provided under Covered Risk 11(b).
The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addidon to the above Exclusions from
Coverage,the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage:
EXCEPTIONS FROM COVERAGE
This policy does not insure against loss or damage(and the Company will not pay costs,attorneys'fees or expenses)that arise by reason of:
1. (a)Taxes a assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or
assessments on real property or by the Public Records;(b)proceedings by a public agency that may result in taxes or
assessments,or notices of such proceedings,whether or not shown by the records of such agency or by the Public Records.
2. Any fads,rights,interests,or claims that are not shown by the Public Records but that could be ascertained by an
inspection of the land or that may be asserted by persons in possession of the Land.
3. Easements,liens or encumbrances,or claims thereof,not shown by the Public Records.
4. Any encroachment,encumbrance,violation,variation,or adverse circumstance affecting the Title that would be disclosed by
an accurate and complete land survey of the Land and not shown by the Public Records.
First American Title
Order Number: 06254144703
Page Number: 11
5. (a)Unpatented mining claims;(b)reservations or exceptions in patents or in Acts authorizing the issuance thereof;(c)water
rights,claims or title to water,whether or not the matters excepted under(a),(b),or(c)are shown by the Public Records.
6. Any lien or right to a lien for services,labor or material not shown by the public records.
2006 ALTA OWNER'S POLICY(06-17-06)
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy,and the Company will not pay loss or damage,costs,attorneys'
fees,or expenses that arise by reason of:
1. (a)Any law,ordinance,permit,or governmental regulation(including those relating to building and zoning)restricting,regulating,
prohibiting,or relating to
(i)the occupancy,use,or enjoyment of the Land;
(it)the character,dimensions,or location of any improvement erected on the Land;
(hit)the subdivision of land;or
(iv)environmental protection;
or the effect of any violation of these laws,ordinances,or governmental regulations.This Exclusion I l a)does not modify or limit the
coverage provided under Covered Risk 5.
(b)Any governmental police power.This Exclusion 1(b)does not modify or limit the coverage provided under Covered Risk 6.
2. Rights of eminent domain.This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.
3. Defects,liens,encumbrances,adverse claims,or other matters
(a)created,suffered,assumed,or agreed to by the Insured Claimant;
(b)not Known to the Company,not recorded in the Public Records at Date of Policy,but Known to the Insured Claimant and not disclosed
in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy;
(c)resulting in no loss or damage to the Insured Claimant;
(d)attaching or created subsequent to Date of Policy(however,this does not modify or limit the coverage provided under Covered Risk 9 or
10);or
(a)resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Title.
4. Any claim,by reason of the operation of federal bankruptcy,state insolvency,or similar creditors'rights laws,that the transaction vesting
the Title as shown in Schedule A,is
(a)a fraudulent conveyance or fraudulent transfer,or
(b)a preferential transfer for any reason not stated in Covered Risk 9 of this policy.
5. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of
Policy and the date of recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A.
The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from
Coverage,the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage:
EXCEPTIONS FROM COVERAGE
This policy does not insure against loss or damage(and the Company will not pay costs,attomeys'fees or expenses)that arise by reason of:
1. (a)Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or
assessments on real property or by the Public Records;(b)proceedings by a public agency that may result in taxes or
assessments,or notices of such proceedings,whether or not shown by the records of such agency or by the Public Records.
2. Any fads,rights,interests,or claims that are not shown by the Public Records but that could be ascertained by an
inspection of the Land or that may be asserted by persons in possession of the Land.
3. Easements,liens or encumbrances,or claims thereof,not shown by the Public Records.
4. Any encroachment,encumbrance,violation,variation,or adverse dreurnstance affecting the Title that would be disclosed by
an accurate and complete land survey of the Land and not shown by the Public Records.
5. (a)Unpatented mining claims;(b)reservations or exceptions in patents or in Ads authorizing the issuance thereof;(c)water
rights,claims or title to water,whether or not the matters excepted under(a),(b),or(c)are shown by the Public Records.
6. Any lien or right to a lien for services,labor or material not shown by the public records.
ALTA EXPANDED COVERAGE RESIDENTIAL LOAN POLICY(07-26-10)
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy,and the Company will not pay loss or damage,costs,attorneys'
fees,or expenses that arise by reason of:
1. (a)Any law,ordinance,permit,or governmental regulation(including those relating to building and mining)restricting,regulating,
prohibiting,or relating to
RlstAmencan Title
Order Number: 0625-4144703
Page Number: 12
(i)the occupancy,use,or enjoyment of the Land;
(ii)the character,dimensions,or location of any improvement erected on the land;
(iii)the subdivision of land;or
(iv)environmental protection;
or the effect of any violation of these laws,ordinances,or governmental regulations. This Exclusion 1(a)does not modify or limit the
coverage provided under Covered Risk 5,6,13(c), 13(d),14 or 16.
(b)Any governmental police power.This Exclusion 1(b)does not modify or limit the coverage provided under Covered Risk 5,6,13(c),
13(d), 14 or 16.
2. Rights of eminent domain.This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.
3. Defects,liens,encumbrances,adverse claims,or other matters
(a)created,suffered,assumed,a agreed to by the Insured Claimant;
(b)not Known to the Company,not recorded in the Public Records at Date of Policy,but Known to the Insured Claimant and not disclosed
in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy;
(c)resulting in no loss or damage to the Insured Claimant;
(d)attaching or created subsequent to Date of Policy(however,this does not modify or limit the coverage provided under Covered Risk 11,
16,17,18,19,20,21,22,23,24,27 or 28);or
(e)resultlng in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage.
4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing-
business laws of the state where the land is situated.
5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the
Insured Mortgage and is based upon usury or any consumer credit protection or truth-in-lending law.This Exclusion does not modify or limit
the coverage provided in Covered Risk 26.
6. Any claim of invalidity,unenforceability or lack of priority of the lien of the Insured Mortgage as to Advances or modifications made after the
Insured has Knowledge that the vestee shown in Schedule A is no longer the owner of the estate or interest covered by this policy.This
Exclusion does not modify or limit the coverage provided in Covered Risk 11.
7. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching subsequent to Date
of Policy.This Exclusion does not modify or limit the coverage provided in Covered Risk 11(b)or 25.
8. The failure of the residential structure,or any portion of it,to have been constructed before,on or after Date of Policy in accordance with
applicable building codes. This Exclusion does not modify or limit the coverage provided in Covered Risk 5 or 6.
9. Any claim,by reason of the operation of federal bankruptcy,state insolvency,or similar creditors'rights laws,that the transaction creating
the lien of the Insured Mortgage,is
(a)a fraudulent conveyance or fraudulent transfer,or
(b)a preferential transfer for any reason not stated in Covered Risk 27(b)of this policy.
First American Title
Order Number: 0625-4144703
Page Number: 13
First American Title
Privacy Information
weAre Con,- W Safegminding Custamer Information
In order M better serve your needs now and in the future,we may ask yen W provide us with certain infammadon.We understand that you may he conmrhuc abort what we writ m with sudm
nfomntan-particularly any Personal or Bren®I infanta[ion.We agree that you have a right to know how we will utilize the personal information you provide to us-Therefore,together with our
suMidiaries we have adopted this Privacy Policy W govern the use and handling of your Persona i dormho n,
Applicability
This Privacy PWky governs nor use of the in(amatim that you provide to us.It does not govern Me manner in which we may use inform itbn we have obtained from any other source,such as
infommaton obtained from a Public record or bran Mother person a entity.Firs[Amoan has also adopted broader guidelines that govern our use of personal infamatbn regardless of PCs source.
First Arrhefican ar tnse guidelines its Fair Infomntan Values.
types of Information
Depending upon whim of our services you are ut ding,the types of nonpublic persmul nfammatiW that we may coitet include:
• Lhfonneton we receive frown you on applications,tams and in other mmmuniatlons M us,whether in wrong,in person,by telephare or any other rrlmns;
• Infomatah abort your trantadions with us,our aifikererl companies,a others:and
• Mfannatico we receive from a cons usher reporting agent'.
Use of Information
We request ofmnamn from you M our own k!gitrnata bmsnas purposes and rear for the behneft of airy nonaffiliated party.Theretae,we will not release you infmrhatlm W nonaffiliated partes
except:(1)as necessary fa us W pmyide the product or semce yW have requested of us;or(2)as perm by law.We may,however,stare such information indefinitely,including the period
dhow which any customer relationship has ceased.Such information may be used for any interval Purpose,suidh as quality control effots or Wstmmef anaysls.We may also"We all of the types of
nompudic personal Infmrhaton listed above to are or more of on,afikaed companies.Soon affiliated mmmakoe,induce financial service provides,such as title insures,property antl ranxo ty
insurers,auc trust and inveshrx nt advisory companies,or companies involved in real estate services,such as appraisal companies,home warranty companies and escrow companies.Furdienriore,
We may also provide all the Information we CGIeI,as deWlb0d above,M comm P.s trat perform rrameding services on our behalf,on behalf of our affieted Wnpmes or to other financial
Ahsthmmn5 MUR whiten we or nor amlie sod(Mripan161Ny2)all marketing Wr�ilerhta.
moaner Cusromers
Even t you are no,lorger our astormmer,Wr Privacy Policy writ continue to apply to you.
Confidentiality and Security
We will use our best efforts to ensure Mat no,uwutvmd parties have dares W any of your information.We resp access to nonpublic Personal intonation about you M dine individuals and
enttes who rem to know that information to provide pmdu¢s or services to you.We will use our beu efforts to train antl oversee our empbyees and agents to ensure that your information will m
handled responsibly and in acaxdan[e with this Pmivacy Policy and Firs[American's Fah InfamaNn Vakxe We currently,nimmun physical,electronic,and pro adural safeguards that mnpty witln
federal regulations M guard your nonpublic personal In(amaton.
InPonbabovh Obtained TlrOugh Our Web Site
First Annerian Financial Cnrporall is sensitive to privacy issues on the IManet.We believe it is important you knav how we beat the indentation Lion about you we receive on the IMernec
In general,you an visit First Amedan or its afiNdles'Web sites an the Wald Wide Web Mthat VeAeg us win you are or ranakrcg arty ktarnatiam abort yourself.Dar Web severs a the
Boman rannes,nut the venal addresses,of yistcrs This nfor ,m bar,is aggregate he mea9se Me number M visits.average tone spell W the sla,pages vev ed and mragar Ydebro mn.Firs:
Amnion uses Mis Infoo m bon he maare the use of our site and MdewYp ideas to eriobve the,commit of our ske.
These are times,however,when we nay ohan nfomhamo bone per soda ai ypur rwme antl llect s uses!only
by ksonreiti, is ram,sue w4 ise arm ba[ender to Ier wu krtor cc Me time M
collection how We roll use theu choose,
personal,to sh rre n.an personal
the persona why,us,m We only u s hhsea cord nc us to due
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accourt(prWle nfamaion.If you ewose co share arty persamal ktanetian with is,vrc svA only mere it n a¢txdarla wtfm the Polrna outkrretl abae.
eusness Rtlatiormslhips
Fry American Finavaal Capazmn's site and Is afiliat&sites may contain links M Mho Web sites.While we by to link only to stes MM share our high standards and respect for privacy,we are
nM responsible for the contest or the privacy nadirs engbded by other sines.
Cookies
Sore M Fkst Americam's Web saes may make use cif"coke"technology M nmeasum sle ardriry,all M c stemma iMannzGon M your persona tastes.A mode is an elWwm M dab Mat a Web site
an send to your browser,which may Men shore the cool on your ham drive.
FirstAm.mm uses stored cockles.The goal of this ledhnology Is M better serve you when visiting our site,save you Me when you are here and M provide you with a more meaningful and
--duetve Web site
Fair Information Values
Fainhess We consider consume apedatmns abort timer privacy in all our buskwsses We only of products and ser noes Mat assure a faverade balance between mnsmer bohhSrts and mamas
privacy.
Public Record We believe that an Wen public record Creates,signifi value for spicery,enhances consumer choice and create consarmef opportunity.We actively support an open public record
ad eRnPhaSmIP 65 YmmWrtanCe and Wntmlbution to our ecoriar fry.
Use We befheve we should behave responsibly when we use infanimm about a casuma in our business.We will obey the laws governing the collectal,use and disserninatbn M data.
Accuracy We wul take reasonable steps to help assure the accuracy of the data we collect,use antl disseNnate.Where possible,we will take reasonable ceps to correct inaccurate inform ton.
Whim,cis War the pig r®d,we armpit caned hmamuale nftenhatm,we vnt take all reasonable steps b assst mnsmes in ideMtyirg the sourco M the errorhears dap so Mat the ounshmer
ran venue Me reglvetl mrremaa.
FOhotim We ivalue,a Pd1i�the LLSaS M Oirr products and us YIwfB,our erlpb/e6 and there n our Industry cable to and
vi KC M CaSUmB prwMy.We Will n5b'IrM our empl0/%M
Wr far ymnntkyn Tana all W the,atigue;a maertion to use M tlab.We au enmud arc others n our industry of heat antl irse ufonnation n a respWsble manrer.
SeWntq We wFl makmkr appropriate facsdies and systems M prMeM against undutlwmstl access M and canfption of the dab we rrhanbin.
Fnrmn Sfl-PRTVA /R/l/091 Para t of t Priva Irmfnrrnahnn f nrl-pnln First Aron n Financial Cn r.Ninn)