HomeMy WebLinkAboutA5896 - VICTORIA LAND PARTNERS LP / JACK IN THE BOX INDIAN CYN / I-10 INTCHG R/W ACQUISITION RECORDING REQUESTED BY:
❑OC # 2010-0062303
ORANGE COAST TITLE COMPANY 02/10/2010 08:OOA Fee:NC
Page 1 of 9
WHEN RECORDED MAIL TO: Recordcd in Official Records
County of Riverside
Larry W. Ward
CITY OF PALM SPRINGS AsGeSGor, County Clerk & Recorder
3200 E. 7AHQUITZ CANYON WAY I IIIIII`IIIIII IIA IIII IIIIIII IIII IIIII III IIII IIII III
PALM SPRINGS, CA 92262 I I ATTN: TAMES THOMPSON
CITY CLERK -- —- ------- - - - -
5 R U PAGE SIZP DA MISC LONG RFD COPY
THIS TRANSFER IS EXEMPT FROM RECORDING �xnM
CHARGES UNDER GOVERNMENT CODE §6103 M A L 465 426 PCOR NCOR Tfv r C
sa-
THIS TRANSFER IS EXEMPT FROM DOCUMENTARY T. CTY UNI �J
TRANSFER TAX PIJRSUANT TO REVENUE &TAXATION --y--- -
CODE &11922 f�� ry
tiJ ®y�2 .
APN: 669-060-019 NCO COrslderat;Dn
TRA: 011.092
ESCROW NO. 259064
ORDER NO. 1 40-842881-6 6
GRANT OF EASEMENT DEED
(Title Of Document)
OF AMGE COALST'FITLE C�=
RECORDING REQUESTED BY
Stewart Title
WHEN RECORDED RETURN TO:
Attn: James Thompson
City Clerk
CITY OF PALM SPRINGS
3200 E.Tahquitz Canyon Way
Palm Springs, CA 92262
12,925\08050\01PG\Cojw SPACE ABOVE THIS LINE FOR RECORDER'S USE
Exempt from recording charges under Government Code § 6103
GRANT OF EASEMENT DEED
APN: 669-060-019
This transfer Is exempt from Documentary Transfer Tax pursuant to Revenue & Taxation Code
§ 11922. 1G.Jurt�7
THE UNDERSIGNED SELLER DECLARES.
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,
VICTORIA LAND PARTNERS, L.P., A CALIFORNIA LIMITED PARTNERSHIP,
hereby GRANTS to:
CITY OF PALM SPRINGS, a municipal corporation,
an easement for public road and drainage purposes, Including public utility and public services
purposes, over, upon, across, and within the real property in the County of Riverside, State of
California, more particularly set forth on Exhibit A and depicted on Exhibit B attached hereto
and incorporated herein by this reference.
TOGETHER with.
1. All tenements, hereditaments and appurtenances, including easements and
water rights, if any, thereto belonging or appertaining, and any reversions, remainders, rents,
issues or profits thereof; and
2. All rights, title, and interests of Seller in and under all Covenants, conditions,
restrictions, reservations, easements, and other matters of record, including, without limitation,
all rights as "Declarant' under any Declarations of Covenants, Conditions and Restrictions
("Declarations") of record.
,
SAID GRANT BEING FURTHER SUBJECT TO:
1. General and special real property taxes for the current fiscal year and all later
years.
2. All assessments imposed by a duly empowered governmental entity, whether
or not of record.
3. Any and all declarations, covenants, conditions, restrictions, easements,
reservations (including, but not limited to, reservations and exceptions to the mineral estate),
rights, and rights of way of record.
Date: SY.7�� G� 4 -q-D_D_9 Victoria Land Partners, L.P.,
a California limited partnership
By: The Midtown Niki Group, LP,
a California limited partnership
Its: General Part
By: The Midto n Niki Grou LLC
a Califor ' limited a i company
Its: General Pa ne
By.
David Trakman
Its. Manager
ACKNOWLEDGEMENT
STATE OF CALIFORNIA )
ss.
COUNTY OF SA n p )
OnSz7�c�� f�� �' �e��ybefore me, �� ov�� �r ��u Notary Public, personally
appearedproved to me on the
basis of satisfactory evidence to be the personO whose name( /tea subscribed to the
within instrument and acknowledged to me that �Ye/prey executed the same i hi /I*r/tlj4ir
authorized capacity(is), and that by ris �r/th it signatureO on the instrument the person(`),
or the entity upon behalf of which the person 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 aKd officpial seal.
g.-Q-f".R G`J
g� nature /�
My Commission Expires:`T�L. �2— -2(� / This area for official notarial seal
cir*rark sa _fi
wxoitoocgMrX
rre.�n.tw,.�.zi�n�
Under the provisions of Government Code 27361.7, 1 certify under penalty of perjury that the
notary seal on the document to which this statement is attached reads as follows:
Name of Notary: GIOVANNA DELIA
Comnssion#: 1832480
County Where Bond is Filed: SAN DIEGO COYUNTY
State Where Bond is Filed: CALIFORNIA
Date Commission Expires: JANUARY 20. 2013
Date: FEBRUARY 9, 2010
Signature:
LAURA A. GRUNTZ, ORANGE COAST TITLE
ASSESSOR'S PARCEL NO. 669-060-019 Exhibit "A"
PARCEL CI-6
For public road purposes, that portion of Lot "A" of Lot Line Adjustment No. 98-
01, recorded June 22, 1998 as Document No. 254046 of Official Records, said
land also described in deed recorded July 13, 2004 as document No. 2004-
0540702 of Official records of Riverside County, in the City of Palm Springs,
County of Riverside, State of California, more particularly described as follows:
Beginning at the Northwest corner of said Lot "A", said point being on the
Southwesterly Right-of-Way line of Garnet Avenue (5.334 meters Southwesterly,
as measured at right angles from centerline); thence (1) along said
Southwesterly Right-of-Way line 5.76008'20"E., 17.016 meters to an angle point
therein; thence (2) 5.00019'10"W., 8.308 meters to an angle point therein (13.411
meters Southwesterly, as measured at right angles from centerline); thence (3)
continuing along said Southwesterly Right-of-Way line S.76°08'20"E., 40.193
meters to an angle point therein; thence (4) 5.37054'33"E., 8.689 meters to a
point on the Westerly Right-of-Way line of Indian Avenue (16,764 meters
Westerly, measured at right angles from centerline); thence (5) along said
Westerly Right-of-Way line 5.00019'24"W., 2.133 meters; thence (6) leaving said
Westerly Right-of-Way line N.37054'33"W., 9.672 meters; thence (7)
N.77°14'40"W., 55.622 meters; thence (8) N.76009'08"W., 3271 meters to a
point in the Westerly line of said Lot "A'; thence (9) along said Westerly line
N.13051'40"E., 10.617 meters to the TRUE POINT OF BEGINNING.
Page 1 of 2
The bearings and distances used in the above descriptions are on the
California Coordinate System of 1983, Zone 6. To convert meters to the U.S.
Survey Foot, multiply distances by 3937/1200,
Area = 277264 sq. meters, 0.0277 hectares
�4PN0 SU
A.HAb�GF
Michael A. Havener, PLS 7354 Date
Exp. 12-31-09 ,IV31 g
N No.7354 �a
9rFOF cjp `F
Page 2 of 2
r,
r r1 EXHIBIT " B '
62/18_ ` r r r r r
^ron 18 LOT C. PER
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RE 21 P 1
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S DO'19�10" W lJt
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S 76V8,2 'S � 1B9,5 p RR EC. A8GN0.
'271 N 77y E 4a193 Tom*
z N 78 09�8, 4 4p" W 55 m
IfCI-s 622
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669-060-019 \N °' M
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JNST, JND, 2654046
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LEGEND �-
LOCAL RIGHT-OF-WAY ACQUISITION ^
AREA = 277.3 SQ. METERS (0.0277 HECTARES)
EXP. 31 DEC 09
P.O.B. POINT OF BEGINNING fr
CI CITY OF PALM SPRINGS PARCEL NO. srgTf OF CAL
R/W RIGHT-OF-WAY
DISTANCES ARE IN METERS UNLESS CITY OF PALM SPRINGS PAR. NO. : CI-6
OTHERWISE NOTED. MULTIPLY DISTANCES
BY 1.OD002594 TO OBTAIN GROUND PREPARED BY: KA/MH
LEVEL DISTANCES. TO CONVERT METERS PROJECT: 1-10/INDIAN AVENUE INTERCHANGE SCALE: NOT TO SCALE
TO U.S. SURVEY FOOT MULTIPLY
DISTANCES BY 3937/1200. DATE:3-27-09 I SHEET 1 OF 1 SHEET
1
PALM
OF 1 i SA?
') City ®f Palm Springs
Office of Elie City Clerk
3200 G TaLquiti C rayon NViy • Palm Springs, Califorum 92262
Cq�IFOR4"P Tel (760) 323.8201i • P.u. (760) 322-S332 • Wcb www.palmsprings-ca.gov
A5896
CERTIFICATE OF ACCEPTANCE
THIS IS TO CERTIFY that the interest in real property conveyed by
GRANT OF EASEMENT DEED
Real property in the City of Palm Springs, County of Riverside, State of California,
as described:
Land described in Exhibit "A"
APN: 669-060-019
dated: March 12, 2009,
from,
VICTORIA LAND PARTNERS, L.P., A CALIFORNIA LIMITED PARTNERSHIP
Grantor, to the City of Palm Springs, a municipal corporation and charter city,
Grantee, is hereby accepted by the City Clerk of said City of Palm Springs, on this
22nd day of March, 2009, pursuant to authority granted by the City Council of said
City, by Resolution No. 20255 made on the 16th day of January, 2002, and the
Grantee consents to recordation thereof by the City Clerk, its duly authorized officer.
Dated at Palm Springs, California, this 7th day of October, 2009.
AMESTHOMPSON
City Clerk
Post Officc Box 2743 9 Palm Springs, California 92263-2743
From: 10i21/2009 05:31 #901 P.008/003
WPACIRC CAPITAL- EXCHANGE,INC
PCX 1031
591 CANIINO DE LA REINA,SUITE 103,SAN DIEGO,CA 92109
(888)39'-1031 TOLL FREE/(619)923-2524 EFAX
To: Grace Kim Date: 1 0121/20 0 9
("Closing Agent") Exchange Number: 001-1043 PCX
Escrow/File Number: "'(Victoria Land
Partners-City of Palm. Springs -right-
of-way easement"
NOTICE OF ASSIGNMENT TO OUALIETED INTERMEDIARY
Victoria Land Partners,L.P.,a California limited partnership("Exchanger")has entered
into an Excltarige AgceeiitenE wi(Lj(PacifW CapitaL.Exchange5ercices,Ine... :
("lntermediaty') uxsuant to'wbiclythe 7ntrrmedi yh s agzeecl to act as a quali5ed
31 Jc. •+� •��' L FM IFgu
intermediary"m coilneclion with ascertainlike-kiiid ex&apCof pfUpTerties;(the
"Exchange" 1°Noticet hereby given T6 Exehangesrhas assigned to tb-e Inteunediary its
Rights(budbt its cnt(the'''
"Agreement")between the Exchanger,as Seller and CITY OF PALM SPRINGS,a
municipal corporation('Buyer')-
A copy of the Relinquished Property Assignment between the Exchanger and the
Intermediary is attached for youx reference.As provided therein,Buyer will receive title
to the"Property"described in the Agreement directly from Exchanger. Kindly
acknowledge your receipt of this notice by signing where indicated below and retuning
the duplicate copy of this notice to the undersigned.This notice is provided parsrlant to
Treasury Regulation Section 1.1031(k)-1(g)(4)(v).The term"qualified intermediary"is
used herein as defined in Treasury Regulation Section 1.1031(k)-1(g)(4)(iii).
Eli=
CITY OF PALM SPRINGS,a murricipaT
By. ,
vid Id Ready,Ci ger ;_=
ames Thompson,City ClerkDuo
APPROVED BYCITYCOUNCIL 1YA'11'.PCX1031.COM
1�' bGr n . lir, o5
From: 10/21/2009 05:29 R801 P.MV009
iIiIII�PACMC CAPITAL EXCHANGE,-INC
m�� PGY 1031
591 CAM7NO DE LA xt114A,SUITE 103,SAN DLGGO,CA 92108
(888)398-1031 TOLL FREE 1(619)M-2524 EPAX
To: Grace IGm Date: 10/21/2D09
("Closing Agent") Exchange Number: 001-1043-FCX
Escrow/File Number: "Victoria Land
Partners-City of Palm Springs -zight-
of-way casement"
ASSIGNMENT OF SATE AGREEMENT AND/OR ESCROW
INSTRUCTIONS
RELINQUISHED PROPERTY
This Assig'rndRt of Sale Agrelirmerd'and/or Mcrow Tnsffi id t,(this}'Sale
AssignmenE")fs^ ade and enteie into on 10/27/20.69 by;ancLamon Victoria
Laud Partners,L.P.•-;a Cali orni'I ni ted partnership('�xchai ger") -T'ACMC
CAPITAI.UXCHANGE 5ER`FZCES 4NC., a C&1Uorriia cbrpora'tion,as Qualified
Intermediary under Exchange No.001-1043-FCX("Qualified Intermediary"), and
CITY OF PALM SPRINGS,a municipal corporation("Buyer").
RECITALS
A. Exchanger and Buyer entered into a certain Sale Agreement and/or
Escrow Instructions (which agreement, as amended, is referred to as the "Sale
Agreement") for the sale arrd purchase of that certain real property commoray
known as that certain realy property comprised of approx. two thousand nine
hundred eight five(2,985) square feet Parcel Number CI-6,which is a portiorL of
Parcel Number 669-060-019, Palm Springs, CA. which real property (and all
improvements on the real property) are referred to as the "Relinquished
Property-"
AGREEMENTS
WHEREAS,Exchangor and Intermediary have entered into an Exchange
.Agreement of even date herewith("Exchange Agreemenf)in which
H'ii'tt-PCX1031.COU
Fran 10121120u8 05:29 1t901 P.005/008
Intermediary agreed to act as Exchangor's qualified intermediary and acquire
and transfer the Relinquished Property as part of a like-kind exchange of
properties(the"Exchange');and VVHUEAS,Exchangor has entered into an
agreement for the sale of the Relinquished Properly('Relinquished Property Sale
Contract')with CITY OF PALM SPRINGS,a municipal corporation pursuant
to which it has agreed to transfer the Relinquished Property to CITY OF PALM
SPRINGS,a municipal corporation or its assignee or nominee('Buyer'),and
WHEREAS,in connection with the Exchange, Exchangor desires to assign to
Intermediary its Rights(but not its duties and obligations)under the
Relinquished Property Sale Contract,and Intermediary is willing to accept said
assignment.
NOW,THEREFORE,the parties hereby agree as follows:
1.Defined Terms.Each capitalized term used and not otherwise defined in this
Assignment shall have themeaning set for such term in the Exchange Agreement.
2.Assignment to IntermediVy,Agreement to Re-conoey.Exchangor hereby
assigns to ,bter4yned}- all of its Rights underthe Reliri uislied Properly Sale
Contract. Xcli snr retains all oFxts dut es,liabilitges, ai4id obligations under the
RelinquisWd Property Sale CQnlratt.lnterme iaryherd-y accepts F i.bangor's
assignmen`tiof Riga tnd' eRetiricluished-Property Sale=-C8ntracE"and,
consistent with the terms of the Exchange Agreement,agrees to cause the
Relinquished Property to be conveyed to the Buyer.Intermediary shall receive as
Exchange Proceeds,from the Buyer or the Closing Agent,the sale price for the
Relinquished Property,less:(i)the amount,if any,required to discharge
Exchangor Debt;(ii)any Transactional Items related to the sale of the
Relinquished Property and (iii) the amount of cash"boot,"if any, to be received
by the Exchangor asset forth in Section 5 hereof.
3.Direct Transfer of Relinquished Property.As provided in the Exchange
Agreement and in Treasury Regulation Section 1.1031(k)-1(g)(4)(v),Intermediary
shall receive the Relinquished Property fiom Exchangor and Intermediary shall
transfer the Relinquished Property to Buyer by accepting this Assignment and
causing the Relinquished Property to be transferred to the Buyer in accordance
with the terms hereof.In order to facilitate efficient conveyance of title,
Intermediary hereby directs Exchangor to convey the Relinquished Property (by
deed,bill of sale,assignment and/or other instrument of conveyance which
meets the requirements of the Relinquished Property Sale Contract) directly to
the Buyer.
SYWW..PCV 037.COM
From: 10/21/2008 05:30 0801 P.0061006
4.No Impairment of Relinquished Property We Contract.Nothing contained in
this Assignment shall be deemed to impair any rights of Buyer under the
Relinquished Property Sale Contract, and Buyer shall retain any and all rights
and remedies against the Exchangor under the Relinquished Property Sale
Contract.In addition,
(i) all covenants,indemnities,representations,warranties,and post-closing
obligations under the Relinquished Property Sale Contract running from the
Exchangor to the Buyer shall continue to run directly from the Exchangor to the
Buyer and(u)all covenants,indemnities,representations,warranties and post-
closing obligations under the Relinquished Property Sale Contract running from
the Buyer to the Exchangor shall continue to run directly from the Buyer to the
Exchangor,in each case to the same extent as set forth in the Relinquished
Property Sale Contract.If,prior to the Relinquished Property Closing,Exchangor
breaches any of its obligations under the Relinquished Property Sale Contract,
the Exchange Agreement or this Assignment, the Intermediary may terminate
Us Assignment by written notice to the Exchangor.
iY
5.Cash Boot,CeY�sistentwith Tzeasuzy Regulatior$ectft 1:103l(k) 1(g)(4)(vii)
and simultaneously with the s
transfer ofrEhe Relinquished-l'roper -to the Myer,the a iangor ar ld
Intermediary may direct the Closing Agent to apply funds received from the
Buyer at the closing under the Relinquished Property Sale Contract to pay
directly to the Exchangor cash"boot."The amount,if any,of such cash'moot" to
be received by Exchangor is$
6.Counterparts and Signatures.To facilitate execution, this Assignment may be
executed in any number of counterparts as may be convenience or necessary,and
it shall not be necessary that the signatures of all parties hereto be contained on
any one counterpart hereof.Additionally,the parties hereto hereby covenant and
agree that,for purposes of facilitating the execution of this Assignment, (i)all
signature pages takenfrom separate individually executed counterparts of this
Assignment may be combined to form multiple fully executed counterparts and
(ii) a facsimile or electronic(PDF)signature shall be deemed to be an original
signature.All executed counterparts of this Assignment shall be deemed to be
origirWs,but all such counterparts taken together shall constitute one and the
same instrument.
WWWPCX'1031.CONf
From: 10121/2009 05:31 11901 P.007/008
IN WITNESS WHEREOF,the parties have set forth their signatures as of the date
first set forth above.
QUALUIED INTERMEDIARY: EXCRANGER:
PACIFIC CAPITAL EXCHANGE
SERVICES,INC.,a California Victoria Land Paxtners,L.P.,a California
corporation Ernited partnership
As Qualified Intermediary under By:
Exchange No.001-1043-PCX David 1'ralcian
Its: Authorized Agent
By: -*
Ryan S,Auer,'Exe tive'Vice-President
WWW,PM03I.COM
CITY OF PALM SPRINGS
OFFER TO PURCHASE
PROJECT: 1/10 -- Indian Avenue Interchange
PARCEL: CI-6
APN: 669-060-019
OWNER: VICTORIA LAND PARTNERS, L.P., A CALIFORNIA LIMITED
PARTNERSHIP
The CITY OF PALM SPRINGS hereby makes you an offer of Sixty Nine Thousand
Three Hundred Forty Seven Dollars ($69,347) as the purchase price for a portion of the land
known as Assessor's Parcel Number 569-060-019, identified as Parcel CI-6.
You are not required to vacate your property until payment of the purchase price has
been made available to you.
Your signature on the Offer to Purchase is strictly for the purpose of verification that
such an offer has been made. The previously sent pamphlet explains your rights as a property
owner.
THIS IS NOT A CONTRACT TO PURCHASE, BUT MERELY AN
OFFER TO PURCHASE FOR THE AMOUNT INDICATED ABOVE,
WHICH IS SUBJECT TO THE CITY COUNCIL'S APPROVAL.
Dated: By.
David H. Ready, anaM�r
Received a copy of the above offer this day of 20 I
Victoria Land Partners, L.P.,
APPROVED BY, CITY COUNCILa California limited partnership
O� By. The Midtown Niki Group, LP,
a California limited part f ip
Its: Gener Mik
By: T e Midtow o , LLC,
California li liability company
Its: Gene artner
By: r
Da -Tral n
Its: Manager
CO:IW
08/05/09
001 PG
12.925
1
ROW: 1-10 and Indian Interchange
CITY OF PALM SPRINGS
OFFER TO RENT
PROJECT: 1/10 — Indian Avenue Interchange
PARCEL: CI-22
APN: 669-060-019
OWNERS: VICTORIA LAND PARTNERS, L.P., A CALIFORNIA LIMITED
PARTNERSHIP
JACK IN THE BOX INC., A DELAWARE CORPROATION ��5
The CITY OF PALM SPRINGS hereby makes you an offer of Nine Thousand Six
Hundred Fifty Three Doilars ($9,653) as the rental price for a portion of the land known as
Assessor's Parcel Number 669-060-019, identified as Parcel CI-22.
You are not required to vacate your property until payment of the rental price has been
made available to you.
Your signature on the Offer to Rent is strictly for the purpose of verification that such are
offer has been made. The previously sent pamphlet explains your rights as a property owner.
THIS IS NOT A CONTRACT TO RENT, BUT MERELY AN
OFFER TO RENT FOR THE AMOUNT INDICATED ABOVE,
WHICH IS SUBJECT TO THE CITY COUNCIL'S APPROVAL.
Dated: By.
David H. Ready, Ci Fr
Received a copy of the above offer this day of , 20
Jack in the Box Inc., Victoria Land Partners. L.P.,
a Delaware orporation a California iimited partnersh;p
By: 1�/—). } By: The Midtown Niki Group, LP,
Name: TrAvl rnelan a California limited partnership
Its: Vice resdent Its. General Partner
B . , By: 7 e Midtown Niki o , LLC,
Name: Michae . Snider a California lime liability company
Its: Ass nt Secreta Its- Gen erJ f
C�
By
CO:jw APPr, OVED BY Cj-P(CDUNCIL Its: Manager
08105/09
001PG
12.925
Project: 1-10 and Indian Avenue Interchange
Project No.: 001 PG
APN: 669-060-019
Parcel: CI-6
RIGHT-OF-WAY AGREEMENT FOR ACQUISITION OF REAL PROPERTY
AND ESCROW INSTRUCTIONS
THIS RIGHT-OF-WAY AGREEMENT FOR ACQUISITION OF REAL
PROPERTY AND ESCROW INSTRUCTIONS (the "Agreement") is made and
entered into as of , 20 , by and between the CITY OF PALM
SPRINGS, a municipal corporation ("Buyer") and VICTORIA LAND PARTNERS, L.P.,
A CALIFORNIA LIMITED PARTNERSHIP ("Seller"), with reference to the following
facts.
RECITALS
A. Seller is the owner of certain real property comprised of approximately
two thousand nine hundred eighty five (2,985) square feet, located in the City of Palm
Springs ("City"), the County of Riverside ("County"), State of California ("State"),
designated by Parcel Number CI-6, which is a portion of Assessor's Parcel Number
669-060-019, more particularly described on Exhibit A attached hereto ("Property").
B. Seller desires to convey to Buyer and Buyer desires to acquire from
Seller the Property, in accordance with the terms and conditions contained in this
Agreement.
NOW, THEREFORE, for and in consideration of the mutual covenants and
agreements contained in this Agreement, and other good and valuable consideration,
the receipt and adequacy of which is hereby acknowledged by Seller, Buyer and Seller
hereby agree as follows:
AGREEMENT
1. PURCHASE AND SALE.
1.1 . Agreement to Buy and Sell. Subject to the terms and conditions set forth
herein, Seller hereby agrees to sell and convey to Buyer, and Buyer hereby agrees to
acquire and purchase from Seller, the Property. As used herein the "Property" shall
include the real property identified on Exhibit A and all of Seller's right, title and interest
in and to any and all entitlements, tenements, hereditaments, easements, easement
rights, rights to half-widths of all adjacent public streets and public rights of way,
i
ROW. 1-10 and Indian Interchange
mineral rights, oil and gas rights, water, water rights, air rights, development rights and
privileges appurtenant thereto and all improvements located thereon.
1 .2. Purchase Price. The purchase price ("Purchase Price") for the Property
shall be One Hundred Ninety Eight Thousand Three Hundred Forty Seven Dollars
($198,347) payable in cash at closing,
1 .3, Deed of Trust. Any and all moneys payable under this contract, up to
and including the total amount of unpaid principal and interest on the note secured by
Deed of Trust recorded July 13, 2004, as Instrument No. 2004-0540703, Official
Records of Riverside County, shall, upon demand, be made payable to the beneficiary
entitled thereunder; said beneficiary to provide a reconveyance as the Assessor's
Parcel Number 669-060-019, and to furnish Seller with good and sufficient receipt
showing said moneys credited against the indebtedness secured by said Deed of
Trust. Seller hereby authorizes and directs the disbursement of funds which are
demanded under the terms of said Deed of Trust.
2. ESCROW AND CLOSING.
2.1. Opening of Escrow. Within fourteen (14) business days after execution
of this Agreement by the last of Seller or Buyer, Buyer shall open an escrow (the
"Escrow") with Stewart Title, at the address set forth in Section 7.12 ("Escrow
Holder"), by depositing with Escrow Holder this Agreement fully executed, or
executed counterparts hereof. The date this fully executed Agreement is signed and
accepted by Escrow Hoider on the last page hereof shall be deemed the "Opening of
Escrow" and Escrow Holder shall advise Buyer and Seller of such date in writing. The
escrow instructions shall incorporate this Agreement as part thereof and shall contain
such other standard and usual provisions as may be required by Escrow Holder,
provided, however, that no escrow instructions shall modify or amend any provision of
this Agreement, unless expressly set forth in writing by mutual consent of Buyer and
Seller. In the event there is a conflict between any such standard or usual provisions
and the provisions of this Agreement, the provisions of this Agreement shall control.
2.2. Escrow Fees and Other Charges. At the Close of Escrow, Buyer agrees
to pay all of Seller's and Buyer's usual fees, charges and costs incidental to the
conveyance of the Property which arise in this Escrow.
2.3. Closing Date; Conditions Precedent to Close of Escrow. Provided all of
the conditions precedent set forth in this Section 2.3 have been satisfied (or are in a
position to be satisfied concurrently with the Close of Escrow), the Close of Escrow
shall occur on or before September 30, 2009 (the "Closing Date"). As used in this
Agreement, the "Close of Escrow" shall mean the date a Grant of Easement Deed, as
provided in Section 2.4.2(a) hereof ("Grant of Easement Deed"), is recorded in the
Official Records of the County.
2
ROW: 1-10 and Indian Interchange
2.3.1 Conditions to Buyer's Obligations. The Close of Escrow and
Buyer's obligation to purchase the Property are subject to the satisfaction of the
following conditions or Buyer's written waiver of such conditions on or before the
Closing Date. Buyer may waive in writing any or all of such conditions in its sole and
absolute discretion.
(a) The Purchase Price shall have been determined in
accordance with Section 1.2,
(b) Seller shall have performed all obligations to be
performed by Seller pursuant to this Agreement;
(c) No event or circumstance shall have occurred which
would make any of Seller's representations, warranties and covenants set forth herein
untrue as of the Close of Escrow;
(d) There shall have occurred no material adverse change
in the physical condition of the Property (such as those caused by natural disasters)
which would render the Property unsuitable for Buyer's intended use or which would
materially increase the cost or cause a material delay in the schedule for the
development of the Property; and
(e) The Title Company shall be committed to issue to
Buyer, as or the Closing Date, the Title Policy (defined below) covering the Property,
subject only io the Permitted Exceptions,
2.3.2 Conditions to Seller's Obligations. The Close of Escrow and
Seller's obligation to sell and convey the Property are subject to the satisfaction of the
following conditions or Seller's written waiver of such conditions on or before the
Closing Date. Seller may waive in writing any or all of such conditions as a condition
to the Close of Escrow in its sole and absolute discretion.
(a) The Purchase Price shall have been determined in
accordance with Section 1.2;
(b) Buyer shall have performed all obligations to be
performed by Buyer pursuant to this Agreement; and
(c) No event or circumstance shall have occurred which
would make any of Buyer's representations, warranties and covenants set forth herein
untrue as of the Close of Escrow.
2.3.3 Waiver of a Condition Does Not Excuse Performance. If any
condition precedent to the Close of Escrow is expressly waived, in writing, as a
condition to the Close of Escrow by the party for whose benefit such condition exists,
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then, to the extent such condition is capable of being satisfied following the Close of
Escrow, such condition shall become a condition subsequent to the Close of Escrow
and shall be satisfied by the party whose performance is required to satisfy such
condition as soon as reasonably possible following the Close of Escrow.
2.4. Closing Documents. The parties shall deposit the following with Escrow
Holder prior to the Close of Escrow:
2.4.1 Buyer's Deposits. Buyer shall deposit:
(a) The Purchase Price together with Buyer's escrow and
other cash charges; and
(b) A Certificate of Acceptance for the Grant of Easement
Deed in the form of Exhibit D.
2.4.2 Sellers Deposits. Seller shall deposit:
(a) The Grant of Easement Deed in the form of Exhibit C
attached hereto, the Property subject only to the Permitted Exceptions (defined
below);
(b) Subject to Section 2.5.1 below, an executed Affidavit of
Non-foreign Status in the form of Exhibit E attached hereto and such other
documentation necessary to exempt Seller from the withholding requirements of
Section 1445 of the Internal Revenue Code of 1986, as amended, and the regulations
thereunder; and
(c) Subject to Section 2.5.1 below, a Withholding
Exemption Certificate Form 593 as contemplated by California Revenue and Taxation
Code §18662 (the "Withholding Affidavit") duly executed by Seller; and
(d) Estoppel Certificates executed by all lessees under a
lease agreement with Seller in the form to be provided by tenant.
2.4.3 Deposits of Additional Instruments. Seller and Buyer shall
each deposit such other instruments as are reasonably required by Escrow Holder or
otherwise required to proceed to the Close of Escrow and consummate the sale of the
Property in accordance with the terms of this Agreement.
2.5. Closing.
2.5.1 Withholding. In the event that, pursuant to Section 2.4.2(b)
above, Seller fails to deposit with Escrow Holder the executed Affidavit of Non-foreign
Taxpayer Status which exempts Seller from the withholding requirements of
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Section 1445 of the Internal Revenue Code of 1986, as amended, and the regulations
thereunder, Seller hereby authorizes Escrow Holder to withhold ten percent (10%) of
the Purchase Price of the Property less any applicable closing costs and to report and
transmit the withheld amount to the Internal Revenue Service. Additionally, in the
event that, pursuant to Section 2.4.2(c) above, Seller fails to deposit with Escrow
Holder any applicable tax document which exempts Buyer from California withholding
requirements, if any, Seller hereby authorizes Escrow Holder to withhold such
additional percentage of the Purchase Price of the Property as is required by California
law, and Escrow Holder shall report and transmit the withheld amount in the manner
required by California law. By agreeing to act as Escrow Holder hereunder, Escrow
Holder expressly agrees to undertake and be responsible for all withholding
obligations imposed pursuant to Section 1445 of the Internal Revenue Code of 1985,
as amended, and the regulations thereunder and under any similar provisions of
California law, and shall defend, indemnify and hold Buyer harmless in connection with
such obligations.
2.5.2 Necessary Actions of Escrow Holder. On the Close of Escrow,
Escrow Holder shall: (i) record the Grant of Easement Deed in the Office of the County
Recorder of the County, (ii) pay any transfer taxes, (iii) instruct the County Recorder to
return the Grant of Easement Deed to Buyer, (iv) distribute to Seller the Purchase
Price, and (v) deliver to Buyer the Title Policy covering the Property subject only to the
Permitted Exceptions, the Affidavit of Non-foreign Status and the applicable California
withholding exemption form, if any.
2.5.3 Taxes and Assessments. Seiler shall cause its tenant to pay
real property taxes at the Close of Escrow based on the most current real property tax
bill available, including any additional property taxes that may be assessed after the
Close of Escrow but that relate to period prior to the Close of Escrow, regardless of
when notice of those taxes is received or who receives the notice. Seller or its tenant
may seek reimbursement from the Riverside County Tax Assessor's office for any
property taxes that have been assessed for a period after the Close of Escrow as
Buyer is a public agency exempt from payment of such taxes. Buyer further agrees to
cooperate with Seller to provide any necessary information to the Assessor's office in
connection with such request for refund.
2.5.4 Title and Possession. Upon the Close of Escrow, title to and
exclusive possession of the Property shall be conveyed to Buyer, subject only to the
Permitted Exceptions.
2.6. Failure to Close; Termination.
2.6.1 Neither Party in Default. In the event that any condition set
forth in Section 2.3 is not satisfied or waived, in writing, and the Close of Escrow does
not occur within the time required herein due to the failure of such condition or the
Close of Escrow does not occur within the time frame required herein for any reason
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other than Seller's or Buyer's breach of or default of its respective obligations
hereunder, or if this Agreement is terminated without default by either party as
otherwise set forth herein, then Escrow Holder, with no further instructions from the
parties hereto, shall return to the depositor thereof any funds, or other materials
previously delivered to Escrow Holder, the Escrow shall be automatically terminated
and of no force and effect, Buyer shall pay any Escrow termination fees, and except as
otherwise provided herein the parties will have no further obligation to one another.
3. ACTIONS PENDING CLOSING.
3.1. Title Review.
3.1.1 Title Report. Within three (3) business days after the Opening
of Escrow, Orange Coast Title (the "Title Company") will furnish Buyer with an
updated Title Commitment on the Property together with legible copies of all
documents referenced therein as exceptions to title and a plot plan for the Property
showing all the locations of all easements referenced therein (collectively, the "Title
Commitment"),
3.1 .2 Title Notices. Buyer shall have ten (10) business days after its
actual receipt of the Title Commitment to deliver to Escrow Holder written notice (the
"Preliminary Title Notice") of Buyer's approval, conditional approval or disapproval of
the title matters disclosed in the Title Commitment. All matters not timely approved by
Buyer will be deemed disapproved. All such exceptions disapproved by Buyer are
referred to herein as "Disapproved Exceptions".
3.1 .3 Permitted Exceptions. "Permitted Exceptions" shall mean all
exceptions appearing an the Title Commitment which are: (i) standard printed
exceptions in the Title Policy issued by Title Company; (ii) general and special real
property taxes and assessments, a lien not yet due and payable; and (iii) any other
liens, easements, encumbrances, covenants, conditions and restrictions of record
approved, or expressly waived by Buyer pursuant to this Section 3.1.
3.2. Title Policy. Buyer's obligation to proceed to the Close of Escrow shall
be conditioned upon the commitment by Title Company to issue an ALTA Standard
Coverage Owner's Policy of Title Insurance (the "Standard Coverage Policy"),
showing title to the Property vested in Buyer with liability equal to the Purchase Price,
subject only to the Permitted Exceptions. At Buyer's option, Buyer may require an
ALTA Extended Coverage Owner's Policy instead of the Standard Coverage Policy
provided that Buyer pays any additional premium on account thereof. The form of title
policy selected by Buyer shall be referred to herein as the "Title Policy".
3.3, Possession and Use. It is mutually understood and agreed by and
between the parties hereto that the right of possession and use of the Property by the
Buyer, including the right to remove and dispose of improvements, shall commence
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upon the execution of this Agreement by Seller. The Purchase Price includes, but is
not limited to, full payment for such possession and use.
3.4. Seller's Covenant Not to Further Encumber the Property. Seller shall
not, directly or indirectly, alienate, encumber, transfer, option, lease, assign, sell,
transfer or convey its interest or any portion of its interest in the Property, or any
portion thereof, or enter into any agreement to do so, so long as this Agreement is in
force. Seller shall timely discharge, prior to the Closing, any and all obligations
relating to work performed on or conducted at or materials delivered to or for the
Property from time to time by Seller, or at Seller's direction or on its behalf, in order to
prevent the filing of any claim or mechanic's lien with respect to such work or
materials.
3.5. Loss or Damage to Improvements. Loss or damage to the Property,
including any improvements thereon, by fire or other casualty, occurring prior to the
recordation of the Grant Deed shall be at the risk of Seller. In the event that loss or
damage to the Property, or any improvements thereon, by fire or other casualty,
occurs prior to the recordation of the Grant Deed, City may elect to terminate this
agreement or close on the Property despite its damaged condition.
4. REPRESENTATIONS, WARRANTIES AND COVENANTS.
4.1 . Seller's Representations, Warranties and Covenants. In addition to the
representations, warranties and covenants of Seller contained in other sections of this
Agreement, Seiler hereby represents, warranis and covenants to Buyer as follows, all
of which shall survive the Close of Escrow:
4.1.1 Seller's Authority. Seller is the sole owner in fee simple
absolute of the Property and has the full right, capacity, power and authority to enter
into and carry out the terms of this Agreement. Seller has not alienated, encumbered,
transferred, leased, assigned or otherwise conveyed its interest in the Property or any
portion thereof except as set forth in the Title Commitment or the lease, nor entered
into any Agreement to do so, nor shall Seller do so during the term of this Agreement.
The entering into and performance by Seller of the transactions contemplated by this
Agreement will not violate or breach any other agreement, covenant or obligation
binding on Seller, and there is no consent required from any third party before the
Property may be conveyed to Buyer. This Agreement has been duly authorized and
executed by Seller, and upon delivery to and execution by Buyer shall be a valid and
binding agreement of Seller.
4.2. Hazardous Substances. Seller has not received notice that: (a) the
Property is in violation, or has been or is currently under investigation for violation of
any federal, state or local law, ordinance or regulation relating to industrial hygiene,
worker health and safety, or to the environmental conditions in, at, on, under or about
the Property including, but not limited to, soil or groundwater conditions; (b) the
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Property has been subject to, and is within 2,000 feet of, a deposit of any Hazardous
Substance; (c) there has been a discharge, migration or release of any Hazardous
Substance from, into, on, under or about the Property; (d) there is now, or has there
ever been on or in the Property underground storage tanks or surface impoundments,
any asbestos-containing materials or any polychlorinated biphenyls used in hydraulic
oils, electrical transformers or other equipment. Seller hereby assigns to Buyer
without representation or warranty as of the Close of Escrow all claims, counterclaims,
defenses or actions, whether at common law, or pursuant to any other applicable
federal or state or other laws (but not the lease) which Seller may have against any
third parties relating to the existence of any Hazardous Substance in, at, on, under or
about the Property. As used in this Agreement, the term "Hazardous Substances"
shall have the meaning set forth on Exhibit F attached hereto. At any time prior to the
Close of Escrow, Buyer shall have the right to conduct appropriate tests of water and
soil to ascertain the presence of any Hazardous Substances on, in, under and about
the Property. Buyer shall have until closing to review the Environmental Site
Assessment Report in Seller's possession. Buyer shall have until closing to order its
own Phase I Report at its sole cost and expense. In obtaining the said Phase I
Report, the inspection must be scheduled through Seller and shall be made during
tenant's non-peak hours. Any inspection shall not disrupt, interrupt or delay tenant's
business. Seller grants to Buyer, its employees, agents, contractors, engineers, and
other representatives a license for the inspection. Buyer indemnifies Seller during its
entry upon the Property against any cost or liability arising from Buyer's inspection of
the Property. Buyer acknowledges that Seller has not made and shall not make any
representations or warranties regarding the content of any environmental reports or
the presence of Hazardous Substances on the Property. Buyer further acknowledges
that Buyer is purchasing the Property "As-Is" and is not relying in any way upon any
representations, statements, or warranties of Seller relating to Hazardous Substances
except, as set forth in this agreement. Buyer agrees that the closing for the acquisition
of the Property shall mean it has reviewed the Environmental Assessment Report
provided by Seller and conducted its own investigations and studies of the Property as
it deems appropriate to determine the presence of Hazardous Materials on, within,
beneath or about the Property. Buyer for itself and its successors and assigns hereby
agrees that, except with respect to the express representations made by Seller in this
agreement, Buyer is relying solely on its own Investigations relating to any Hazardous
Materials that may be on, within, beneath or about the Property, and assumes the risk
of all liabilities and obligations arising out of the Hazardous Material Effects, if any.
4.2.1 Endangered Species. To Seller's knowledge, there are no
endangered species or protected natural habitat, flora or fauna located on the
Property, nor is any portion of the Property located in what is or may be designated as
a wetland.
4.2.2 Mechanic's Liens. There are no mechanics', material men's
or other claims or hens presently claimed or which will be claimed against the Property
8
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for work performed or commenced prior to the date of this Agreement or relating to the
environmental condition of the Property. Seller agrees to hold Buyer harmless from all
costs, expenses, liabilities, losses, charges and fees, including without limitation
attorneys' fees, arising from or relating to any such lien or any similar lien claimed
against the Property and arising from work performed or commenced prior to the
Close of Escrow.
4.2.3 Leases/Easements. Seller has not entered into any leases,
rental agreements or other such contracts of any kind or nature affecting possession
or occupancy of the Property except those represented by an executed Estoppel
Certificate deposited into Escrow prior to the Close of Escrow, and Seller shall not
enter into any such contracts during the term of this Agreement without the prior
consent of Buyer.
4.2.4 Other Facts and Circumstances- Intentionally Deleted.
4.2.5 No Untrue Statements or Omissions of Fact- Neither this
Agreement, nor any of the exhibits hereto, nor any document, certificate, or statement
referred to herein or furnished to Buyer in connection with the transaction
contemplated herein (whether delivered prior to, simultaneously with, or subsequent to
the execution of this Agreement) contains any untrue statement of material fact or,
omits to state a material fact in any way concerning the Property, or otherwise
affecting or concerning the transaction contemplated hereby.
Each of the representations and warranties made by Seller in this Agreement,
or in any exhibit, or on any document or instrument delivered pursuant hereto shall be
continuing representations and warranties which shall be true and correct in all
material respects on the date hereof, and shall be deemed to be made again as of the
Close of Escrow and shall then be true and correct in all material respects for one (1)
year after the Close of Escrow. The truth and accuracy of each of the representations
and warranties, and the performance of all covenants of Seller contained in this
Agreement, are conditions precedent to the Close of Escrow. Seller shall immediately
notify Buyer of any fact or circumstance which becomes known to Seller which would
make any of the foregoing representations or warranties untrue.
4.3, Buyer's_ Representations and Warranties. Buyer represents and
warrants to Seller as follows, all of which shall survive the Close of Escrow.
4.3.1 Buyer's Authority- Buyer has the capacity and full power and
authority to enter into and carry out the agreements contained in, and the transactions
contemplated by, this Agreement, and that this Agreement has been duly authorized
and executed by Buyer and, upon delivery to and execution by Seller, shall be a valid
and binding Agreement of Buyer.
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4,3.2 No Untrue Statements or Omissions of Fact.
Each of the representations and warranties made by Buyer in this Agreement,
or in any exhibit or on any document or instrument delivered pursuant hereto, shall be
continuing representations and warranties which shall be true and correct in all
material respects on the date hereof, and shall be deemed to be made again as of the
Close of Escrow, and shall then be true and correct in all material respects for one (1)
year after the Close of Escrow. The truth and accuracy of each of the representations
and warranties, and the performance of all covenants of Buyer contained in this
Agreement, are conditions precedent to the Close of Escrow. Buyer shall notify Seller
immediately of any facts or circumstances which are contrary to the foregoing
representations and warranties contained in this Section 4.2.
"AS-IS" CONDITION. BUYER ACKNOWLEDGES THAT BUYER 15 PURCHASING
THE PROPERTY "AS-IS" AND THAT EXCEPT AS EXPRESSLY SET FORTH
HEREIN, NO REPRESENTATION OR AGREEMENT BY OR ON BEHALF OF
SELLER HAS BEEN MADE TO BUYER A5 TO THE CONDITION OF THE
PROPERTY. BUYER REPRESENTS AND AGREES WITH SELLER THAT BUYER
WILL MAKE INDEPENDENT INVESTIGATION OF THE PROPERTY AND WILL
RELY ON THAT INVESTIGATION AND NOT ON ANY AGREEMENT,
REPRESENTATION OR WARRANTY OF SELLER, EXCEPT AS EXPRESSLY SET
FORTH HEREIN, IN MAKING ITS DECISION ON WHETHER TO BUY THE
PROPERTY. BUYER ACKNOWLEDGES THAT SELLER HAS MADE NO
REPRESENTATION, WARRANTY OR GUARANTY, EXPRESS OR IMPLIED, ORAL
OR WRITTEN, PAST, PRESENT OR FUTURE, OF, AS TO, OR INCLUDING: (a)
THE CONDITION OR STATE OF REPAIR OF THE PROPERTY SOLD, INCLUDING,
WITHOUT LIMITATION, ANY CONDITION ARISING IN SUBSTANCES (WHICH
INCLUDES ALL SUBSTANCES LISTED AS SUCH BY APPLICABLE LAW, ALL
POLLUTANTS OR ASBESTOS AND NATURALLY-OCCURRING BUT HARMFUL
SUBSTANCES SUCH AS METHANE OR RADON) ON, IN, UNDER, ABOVE, UPON
OR IN THE VICINITY OF THE PROPERTY SOLD; (b) THE QUALITY, NATURE,
ADEQUACY, AND PHYSICAL CONDITION OF THE PROPERTY SOLD,
INCLUDING, WITHOUT LIMITATION, THE STRUCTURAL ELEMENTS,
ENVIRONMENTAL ISSUES, APPURTENANCES, AND ACCESS; (c) THE
QUALITY, NATURE, ,ADEQUACY AND PHYSICAL CONDITION OF SOILS AND
GEOLOGY AND THE EXISTENCE OF GROUND WATER; (d) THE EXISTENCE,
QUALITY, NATURE, ADEQUACY AND PHYSICAL CONDITIONS OF UTILITIES
SERVING THE PROPERTY SOLD; (e) THE DEVELOPMENT POTENTIAL OF THE
PROPERTY SOLD, ITS HABITABILITY, MARKETABILITY, OR THE FITNESS,
SUITABILITY OR ADEQUACY OF PROPERTY SOLD FOR ANY PARTICULAR
USE; (f) THE ZONING OR OTHER LEGAL STATUS OF THE PROPERTY; or (g)
THE PROPERTY OR ITS OPERATIONS' COMPLIANCE WITH ANY APPLICABLE
CODES, LAWS, RULES, REGULATIONS, STATUTES, ORDINANCES,
COVENANTS, CONDITIONS, AND RESTRICTIONS OF ANY GOVERNMENTAL OR
QUASI-GOVERNMENTAL ENTITY OR OF ANY OTHER PERSON OR ENTITY.
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BUYER HEREBY ACKNOWLEDGES AND DECLARES RELIANCE SOLELY ON
BUYER'S OWN EXAMINATION, INSPECTION AND EVALUATION OF THE
PROPERTY SOLD, AND NOT ON ANY WARRANTIES OR REPRESENTATION,
WHETHER EXPRESS OR IMPLIED OR WRITTEN OR ORAL, FROM SELLER.
BUYER HEREBY ACKNOWLEDGES THAT (i) THE FOREGOING PROVISION HAS
BEEN BROUGHT TO THE ATTENTION OF BUYER; (ii) THE FOREGOING
PROVISION HAS BEEN READ AND IS UNDERSTOOD BY BUYER; (iii) THE
AGREEMENT OF BUYER WITH AND TO THE TERMS OF THIS PROVISION IS AN
INTEGRAL PART OF THIS SALE, WITHOUT WHICH THIS SALE WOULD NOT
HAVE BEEN ENTERED INTO BY SELLER; AND (iv) THE PURCHASE PRICE
REFLECTS, AND TAKES INTO CONSIDERATION, THIS PROVI,SIjQN.
0
Buyer Initial Seller Initial
4.4. Mutual Indemnity. Seller and Buyer shall defend, indemnify and hold
free and harmless the other from and against any losses, damages, costs and
expenses (including attorneys' fees) resulting from any inaccuracy in or breach of any
representation or warranty of the indemnifying party or any breach or default by such
indemnifying party under any of such indemnifying party's covenants or agreements
contained in this Agreement.
5. CONDEMNATION. Seller and Buyer acknowledge that this transactio,
is a negotiated settlement in lieu of condemnation, and Seller hereby agrees and
consents to the dismissal or abandonment of any eminent domain action in the
Superior Court of the State of California in and for the County of Riverside, wherein the
herein described property is included and also waives any and all claims to any money
on deposit in the action and further waives all attorneys' fees, costs, disbursements,
and expenses incurred In connection therewith. If, prior to the close of the execution
of this transaction, Seller (or Seller's Tenant) is served with a Summons and Complaint
in Eminent Domain in which Seller (or Seller's Tenant) is a named defendant, upon the
close of escrow, Seller agrees and consents to Buyer taking a default in the action.
Moreover, the total compensation to be paid by Buyer to Seller hereunder is for all of
Seller's interest in the Property and any rights which exist or may arise out of the
acquisition of the Property for public purposes, including without limitation, Seller's
interest in the land and any improvements and fixtures and equipment located thereon,
improvements pertaining to the realty (if any), severance damages, any alleged pre-
condemnation damages, loss of business goodwill (if any), costs, interest, attorney's
fees, and any claim whatsoever of Seller which might arise out of or relate in any
respect to the acquisition of the Property by the Buyer. The compensation paid under
this Agreement does not reflect any consideration of or allowance for any relocation
assistance and payments or other benefits which Seller may be entitled to receive, if
any. Relocation assistance, if any, will be handled via separate Agreement.
ROW: 1-10 and Indian Interchange
6. BROKERS. Seller and Buyer each represents and warrants to the other
that they have not dealt with or been represented by any brokers or finders in
connection with the purchase and sale of the Property and that no commissions or
finder's fees are payable in connection with this transaction. Buyer and Seller each
agree to indemnify and hold harmless the other against any loss, liability, damage,
cost, claim or expense (including reasonable attorneys' fees) incurred by reason of
breach of the foregoing representation by the indemnifying party. Notwithstanding
anything to the contrary contained herein, the representations, warranties, indemnities
and agreements contained in this Section 6 shall survive the Close of Escrow or earlier
termination of this Agreement.
7. GENERAL PROVISIONS.
7.1, Counterparts; Facsimile Signatures. This Agreement may be executed
in counterparts, each of which shall be deemed an original, but all of which, taken
together, shall constitute one and the same instrument and any executed counterpart
may be delivered by facsimile transmission with the same effect as if an originally
executed counterpart had been delivered.
7.2. Further Assurances. Each of the parties agrees to execute and deliver
such other instruments and perform such acts, in addition to the matters herein
specified, as may be appropriate or necessary to effectuate the agreements of the
parties, whether the same occurs before or after the Close of Escrow.
7.3. Entire Agreement. This Agreement, together with all exhibits hereto and
documents referred to herein, if any, constitute the entire agreement among the
parties hereto with respect to the subject matter hereof, and supersede all prior
understandings or agreements. This Agreement may be modified only by a writing
signed by both parties. All exhibits to which reference is made in this Agreement are
deemed incorporated in this Agreement whether or not actually attached.
7A. Headings. Headings used in this Agreement are for convenience of
reference only and are not intended to govern, limit, or aide in the construction of any
term or provision hereof.
7.5. Choice of Law. This Agreement and each and every related document
are to be governed by, and construed in accordance with, the laws of the State of
California.
7.6, Severability. If any term, covenant, condition or provision of this
Agreement, or the application thereof to any person or circumstance, shall to any
extent be held by a court of competent jurisdiction or rendered by the adoption of a
statute by the State of California or the United States invalid, void or unenforceable,
the remainder of the terms, covenants, conditions or provisions of this Agreement, or
12
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the application thereof to any person or circumstance, shall remain in full force and
effect and shall in no way be affected, impaired or invalidated thereby, provided that
the invalidity or unenforceability of such provision does not materially adversely affect
the benefits accruing to, or the obligations imposed upon, any party hereunder, and
the parties agree to substitute for the Invalid or unenforceable provision a valid and
enforceable provision that most closely approximates the intent and economic effect of
the invalid or unenforceable provision.
7.7. Waiver of Covenants, Conditions or Remedies. The waiver by one party
of the performance of any covenant, condition or promise, or of the time for performing
any act, under this Agreement shall not Invalidate this Agreement nor shall it be
considered a waiver by such party of any other covenant, condition or promise, or of
the time for performing any other act required, under this Agreement. The exercise of
any remedy provided in this Agreement shall not be a waiver of any other remedy
provided by law, and the provisions of this Agreement for any remedy shall not
exclude any other remedies unless they are expressly excluded.
7.8. Legal Advice. Each party has received independent legal advice from its
attorneys with respect to the advisability of executing this Agreement and the meaning
of the provisions hereof. The provisions of this Agreement shall be construed as to the
fair meaning and not for or against any party based upon any attribution of such party
as the sole source of the language in question.
7.9, Relationship of Parties. The parties agree that their relationship is that of
Seiler and Buyer, and that nothing contained 'herein shall constitute either party, the
agent or legal representative of the other for any purpose whatsoever, nor shall this
Agreement be deemed to create any form of business organization between the
parties hereto, nor is either party granted the right or authority to assume or create any
obligation or responsibility on behalf of the other party, nor shall either party be in any
way liable for any debt of the other.
7.10. Attorneys' Fees. In the event that any party hereto institutes an action or
proceeding for a declaration of the rights of the parties under this Agreement, for
injunctive relief, for an alleged breach or default of, or any other action arising out of,
this Agreement, or the transactions contemplated hereby, or in the event any party is
in default of its obligations pursuant thereto, whether or not suit is filed or prosecuted
to final judgment, the non-defaulting party or prevailing party shall be entitled to its
actual attorneys' fees and to any court costs incurred, in addition to any other
damages or relief awarded.
7,11. Assignment. Neither Seller nor Buyer shall assign its rights or delegate
its obligations hereunder without the prior written consent of the other, which consent
shall not be unreasonably withheld or delayed. Subject to the foregoing, this
Agreement shall be binding upon and shall inure to the benefit of the successors and
permitted assigns of the parties to this Agreement.
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7.12. Notices. No notice, request, demand, instruction, or other document to
be given hereunder to any Party shall be effective for any purpose unless personally
delivered to the person at the appropriate address set forth below (in which event such
notice shall be deemed effective only upon such delivery), delivered by air courier
next-day delivery (e.g. Federal Express), delivered by mail, sent by registered or
certified mail, return receipt requested, or sent via telecopier, as follows:
If to Buyer, to: Attn: James Thompson
City Clerk
City of Palm Springs
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Facsimile No.: (760) 322-8332
Telephone No.: (760) 323-8204
With a copy to: Attn: James Force
Right-of-Way Acquisition Agent
County of Riverside
3133 Mission Inn Avenue
Riverside, CA 92507
Facsimile No.: (951) 955-4837
Telephone No.: (951) 955-4822
If to Seller, to: David Trakman
Midtown Niki Group
3655 Nobel Drive
Suite 650
San Diego, CA 92122
Phone Number: (858) 546-1562
Facsimile No. (858) 546-0034
If to Escrow Holder, to: Attn, Grace Kim
Stewart Title
2010 Main St., Suite 220
Irvine, CA 92614
Facsimile No.: (714) 242-9886
Telephone No.: (949) 224-8606
Notices delivered by air courier shall be deemed to have been given the next
business day after deposit with the courier and notices mailed shall be deemed to
have been given on the second day following deposit of same in any United States
Post Office mailbox in the state to which the notice is addressed or on the third day
following deposit in any such post office box other than in the state to which the notice
74
ROW: 1-10 and Indian Interchange
is addressed, postage prepaid, addressed as set forth above. Notices sent via
telecopy shall be deemed delivered the same business day transmitted. The
addresses, addressees, and telecopy numbers for the purpose of this Paragraph, may
be changed by giving written notice of such change in the manner herein provided for
giving notice. Unless and until such written notice of change is received, the last
address, addressee, and telecopy number stated by written notice, or provided herein
if no such written notice of change has been received, shall be deemed to continue in
effect for all purposes hereunder. Delivery of a copy of a notice as set forth above is
as an accommodation only and is not required to effectuate notice hereunder.
7.13. Survivability- All covenants of Buyer or Seller which are intended
hereunder to be performed in whole or in part after Close of Escrow and all
representations, warranties, and indemnities by either Party to the other, shall survive
Close of Escrow and delivery of the Deed, and be binding upon and inure to the
benefit of the respective Parties.
7.14. Release. The total compensation to be paid by Buyer for the
Property is the Purchase Price, which consideration covers all land and improvements,
attached or detached furniture, fixtures and equipment, loss of business goodwill, and
is the full and complete acquisition cost of the Property. Buyer is in compliance with
the California Relocation Assistance and Real Property Acquisition statutes and
guidelines and the Uniform Relocation Assistance and Real Property Acquisition
Policies for Federal and Federally Assisted Programs. Except for any breach of terms
or conditions contained in this Agreement, Seller waives and forever releases Buyer,
including its successors, officers, employees, attorneys, agents, representatives and
anyone else acting on Buyer's behalf, of and from any and all claims, demands,
actions or causes of action, obligations, liabilities, or claims for further compensation,
known or unknown, based upon or relating to the facts or allegations and
circumstances arising from Buyer's acquisition of the Property. By such release,
Seller expressly waives its rights, if any, under California Civil Code Section 1542
which provides:
"A GENERAL RELEASE DOES NOT EXTEND TO
CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR
SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE
TIME OF EXECUTING THE RELEASE WHICH IF KNOWN
BY HIM OR HER MUST HAVE MATERIAL FFECTED
HIS OR HIS SETTLEMENT WITH THE DEB OR."
Sellers Initials
7,15 City Council Approval of Agreement. This Agreement is subject to the
approval of the Buyer's City Council. If this Agreement remains unapproved by the
75
ROW: 1-10 and Indian Intarchange
Buyer's City Council then the parties will have no further obligation under this
Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the
day and year first above written.
BUYER SELLER
CITY OF PALM SPRINGS, a municipal Victoria Land Partners, L.P.,
corporation, a California limited partnership
By: The Midtown Niki Group, LP
_David H. Ready a California limited pa rship
City Manager Its: General P ner
Attest: By: The idtown Niki ro'i p, LLC,
Calif rnia li te�iability company
Its: Gen ral artne
Vines Thompson
City Clerk By:
Davi an
Approve as to form by: Its: Manager
WOOER ; r, SPRADLi & Si�ART
J f + +
APPROVED By CITY COl1NCIE
DouglasC Holland, Esq. �7 �^
City Att rney
Exhibit List
Exhibit A -- Legal Description of the Property
Exhibit B -- Depiction of Property
Exhibit C Form of Grant of Easement Deed
Exhibit D -- Form of Certificate of Acceptance
Exhibit E -- Affidavit of Non-foreign Taxpayer Status
Exhibit F -- Definition of Hazardous Substances
CO:lw
OB/05/09
001 PG
12.925
16
ROW: I-10 and Indian Interchange
ACCEPTANCE BY ESCROW HOLDER:
Stewart Title hereby acknowledges that it has received a fully executed counterpart Of the
foregoing Right-of-Way Agreement for Acquisition of Real Property and Escrow Instructions and
agrees to act as Escrow Holder thereunder and to be bound by and perform the terms thereof as
such terms apply to Escrow Holder. By agreeing to act as Escrow Holder hereunder, Escrow
Holder expressly agrees to undertake and be responsible for all withholding obligations
imposed pursuant to Section 1445 of the Internal Revenue Code of 1986, as amended and the
regulations thereunder and California Revenue and Taxation Code §18662 and shall defend,
indemnify and hold Buyer harmless in connection with such obligations.
Date: STEWART TITLE
By.
Name.
Its:
cQ:jw
08/05/09
001 PG
12.925
ASSESSOR'S PARCEL NO. 669-060-019 Exhibit "A"
PARCEL CI-6
For public road purposes, that portion of Lot "A" of Lot Line Adjustment No. 98-
01, recorded June 22, 1998 as Document No. 254046 of Official Records, said
land also described in deed recorded July 13, 2004 as document No. 2004-
0540702 of Official records of Riverside County, in the City of Palm Springs,
County of Riverside, State of California, more particularly described as follows:
Beginning at the Northwest corner of said Lot "A", said point being on the
Southwesterly Right-of-Way line of Garnet Avenue (5.334 meters Southwesterly,
as measured at right angles from centerline); thence (1) along said
Southwesterly Right-of-Way fine SJ6008'20"E., 17.016 meters to an angle point
therein; thence (2) S.00019'10"W., 8.308 meters to an angle point therein (13.411
meters Southwesterly, as measured at right angles from centerline); thence (3)
continuing along said Southwesterly Right-of-Way line S.76008'20"E., 40.193
meters to an angle point therein; thence (4) S.37054'33"E., 8.689 meters to a
point on the Westerly Right-of-Way line of Indian Avenue (16.764 meters
Westerly, measured at right angles from centerline); thence (5) along said
Westerly Right-of-Way line S.00019'24"W., 2.133 meters; thence (6) leaving said
Westerly Right-of-Way line N.37°54'33"W., 9.672 meters; thence (7)
N.77014'40"W., 55.622 meters; thence (8) N.76009'08"W_, 3.271 meters to a
point in the Westerly line of said Lot "A", thence (9) along said Westerly line
N.13051'40"E., 10.617 meters to the TRUE POINT OF BEGINNING.
Page 1 of 2
The bearings and distances used in the above descriptions are on the
California Coordinate System of 1983, Zone 6. To convert meters to the U.S.
Survey Foot, multiply distances by 393711200.
Area = 277264 sq. meters, 0.0277 hectares
pl,NND SU
Michael A. Havener, PLS 7354 Date
Exp. 12-31-09
s No.7354
9TFOF CA�\Fo�
Page 2 of 2
LOT p - - - ' EXHIBIT " B " J
2/18- 3 r r r r r r1
p� 1g ER
236 � ,�,��il, -l��l 1:����
ro a 18. 88
LOT `Cl RPk
` ` r r�Tri 1
PER BK,21(6., R/W 162/ig�23�
S Z 1B"20AE 6 9195�0l GA ^� R/W PE, pM 162/1g�
P.O.B. ~ m1 (� �T A 1 ,� 23
N.W. COR. S 0019'10" W V IVvr
LOT A`w ,C 8.308 m E7 R W p L
252566 R It N
76b820" s� s�9995 O.R.
AUG 3
N 761 m N 7774'40" W 40.193 m
1 5�
2 b9'0g• W CI-6 55.622 m 11 11
ttl ul
Y r
669-060 019 ����g6 E �l J
M N
N Z l,l,
EL�1
T
0
r JJ of
r� C( UN r ) ) 998 Q
J - d � l^�;, � 16.764 m
JINN r, 1\10, rJi�046 Q,j"i,
6
Z
W _
� p
ZU
-W
C � U
LC
����` ANDHA`yc^A
LEGEND
LOCAL RIGHT-OF-WAY ACQUISITION AREA = 277.3 SQ. METERS (0.0277 HECTARES) 41
EXP. 31 DEC 09
P.O.B. POINT OF BEGINNING
CI CITY OF PALM SPRINGS PARCEL NO. �T9TF OF CAQFC��\� €
R/W RIGHT-OF-WAY
DISTANCES ARE IN METERS UNLESS CITY OF PALM SPRINGS PAR, NO. : CI-6
OTHERWISE NOTED. MULTIPLY DISTANCES MH
BY 1.00002594 TO OBTAIN GROUND PREPARED BY: KA/
LEVEL DISTANCES. TO CONVERT METERS PROJECT: 1-10/INDIAN AVENUE INTERCHANGE SCALE: NOT TO SCALE
TO U.S. SURVEY FOOT MULTIPLY
DISTANCES BY 3937/1200. DATE:3-27-09 I SHEET 1 OF 1 SHEET
EXHIBIT C
FORM OF GRANT OF EASEMENT DEED
RECORDING REQUESTED BY
Stewart Title
WHEN RECORDED RETURN TO:
Attn: James Thompson
City Clerk
CITY OF PALM SPRINGS
3200 E.Tahquitz Canyon Way
Palm Springs, CA 92262
12.925\080509\001 PG\COjw SPACE ABOVE THIS LINE FOR RECORDER'S USE
Exempt from recording charges under Government Code § 6103
GRANT OF EASEMENT DEED
APN: 669-060-019
This transfer is exempt from Documentary Transfer Tax pursuant to Revenue & Taxation Code
§ 11922,
THE UNDERSIGNED SELLER DECLARES:
FOR A VALUABLE CONSIDERATION, receipt of .A!hich is hereby acknowledged,
VICTORIA LAND PARTNERS, L.P., A CALIFORNIA LIMITED PARTNERSHIP,
hereby GRANTS to:
CITY OF PALM SPRINGS, a municipal corporation,
an easement for public road and drainage purposes, including public utility and public services
purposes, over, upon, across, and within the real property in the County of Riverside, State of
California, more particularly set forth on Exhibit A and depicted on Exhibit B attached hereto and
incorporated herein by this reference.
TOGETHER with:
1. All tenements, hereditaments and appurtenances, including easements and
water rights, if any, thereto belonging or appertaining, and any reversions, remainders, rents,
issues or profits thereof: and
2. All rights, title, and interests of Seller In and under all covenants, conditions,
restrictions, reservations, easements, and other matters of record, including, without limitation,
all rights as "Declarant" under any Declarations of Covenants, Conditions and Restrictions
("Declarations") of record.
SAID GRANT BEING FURTHER SUBJECT TO:
1. General and special real properly Laxes for the current fiscal year and all later
years.
2. All assessments imposed by a duly empowered governmental entity, whether or
not of record
3. Any and all declarations, covenants, conditions, restrictions, easements,
reservations (including, but not limited to, reservations and exceptions to the mineral estate),
rights, and rights of way of record.
Date. Victoria Land Partners, L.P.,
a California limited partnership
By: The Midtown Niki Group, LP,
a California limited partnership
Its: General Partner
By: The Midtown Niki Group, LLC,
a California limited liability company
Its: General Partner
By:
David Trakman
Its. Manager
ACKNOWLEDGEMENT
STATE OF CALIFORNIA )
) as.
COUNTY OF )
On before me, Notary Public, personally
appeared who proved to me on the
basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within
instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s),
or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct
WITNESS my hand and official seal.
Signature
My Commission Expires: This area for official notarial seal
ASSESSOR'S PARCEL NO, 669-060-019 Exhibit "A"
PARCEL CI-6
For public road purposes, that portion of Lot "A" of Lot Line Adjustment No. 98-
01, recorded June 22, 1998 as Document No. 254046 of Official Records, said
land also described in deed recorded July 13, 2004 as document No. 2004-
0540702 of Official records of Riverside County, in the City of Palm Springs,
County of Riverside, State of California, more particularly described as follows:
Beginning at the Northwest corner of said Lot "A", said point being on the
Southwesterly Right-of-Way line of Garnet Avenue (5.334 meters Southwesterly,
as measured at right angles from centerline); thence (1) along said
Southwesterly Right-of-Way line 5.76108'20"E., 17.016 meters to an angle point
therein; thence (2) 5.00°19'10"W., 8.308 meters to an angle point therein (13.411
meters Southwesterly, as measured at right angles from centerline); thence (3)
continuing along said Southwesterly Right-of-Way line S.76008'20"E., 40.193
meters to an angle point therein; thence (4) 5.37054'33"E., 8.689 meters to a
point on the Westerly Right-of-Way line of Indian Avenue (16.764 meters
Westerly, measured at right angles from centerline); thence (5) along said
Westerly Right-of-Way line 5.00019'24"W., 2.133 meters; thence (6) leaving said
Westerly Right-of-Way line N.37054'33"W., 9.672 meters; thence (7)
N.77014'40"W., 55.622 meters; thence (8) N.76009'08"W., 3.271 meters to a
point in the Westerly line of said Lot "A"; thence (9) along said Westerly line
NA 3°51'40"E., 10.617 meters to the TRUE POINT OF BEGINNING.
Page 1 of 2
The bearings and distances used in the above descriptions are on the
California Coordinate System of 1983, Zone 6. To convert meters to the U.S.
Survey Foot, multiply distances by 393711200,
Area = 277.264 sq. meters, 0.0277 hectares
�e A r r1 oZ- D ! �`�F�4pA,
Michael A. Havener, PLS 7354 Elate
Exp. 12-31-09 F t2v3tloq '�
No.7354 �e
9TFOF'
CA``F�cc�
Page 2 of 2
LOT ' _ / ri EXHIBIT " B "
PM 15" PER r
2/1 g-23 E - Fl, 3 2
LOT •C. P R ` �rlrri /
28$ pM
�� E R/ 16PRR BK 90) 2/8_23J
3 A .2�2W
p62m s, 19 �017 RGq RN A R/w PE8 PM
P.o.B.�—f
q � z3
N.W. CDR. / S o "1910" W Nl �
LOT "A" "'GGG���111 8.308 m � R�p
Lw E s 252566
1N57R,
3� 199 B REC. N0.
8
S 76�820" sr ss 5 O.R. AUG 3
�i Q N 76•271 n N 77j4'4p+ w 4p.193 m s`�F3 1
5'
z Dg'p8. W CI-6 55.622
m
1 �
ttI 1-1-1
J
669-050-019 ��� °' LL IT S, ED
D
ci r) /I
N �n f :
9 ryry
;irk, �I II]\I5 22, �� S 16.764mm i
11\1ST, N0, 2641.041 a J ri
z ^ Z
AND S41,
CJ
LJ
6
2 U
W J
�M rn
c���p� A. /yll L`l
LEGEND y 0
LOCAL RIGHT-OF-WAY ACQUISITION
AREA = 277.3 SQ. METERS (0.0277 HECTARES)
EXP. 31 DEC 09
P.O.B. POINT OF BEGINNING
Cl CITY OF PALM SPRINGS PARCEL NO. sTgTf �F CAG FO�a`4 g
R/W RIGHT-OF-WAY
DISTANCES ARE IN METERS UNLESS CITY OF PALM SPRINGS PAR, NC. CI-6
OTHERWISE NOTED. MULTIPLY DISTANCES
BY 1.00002594 TO OBTAIN GROUND PREPARED BY: KA/MH
LEVEL DISTANCES. TO CONVERT METERS PROJECT: 1-10/INDIAN AVENUE INTERCHANGE SCALE: NOT TO SCALE
TO U.S. SURVEY FOOT MULTIPLY
DISTANCES BY 3937/1200. DATE:3-27-09 I SHEET 1 OF 1 SHEET
EXHIBIT D
CERTIFICATE OF ACCEPTANCE
This is to certify that the interest in real property conveyed by Grant of Easement Deed from
Grantor, dated , 20 , to the City of Palm Springs, a
municipal corporation and charter city, Grantee, is hereby accepted by the City Clerk of said
City, by the order of the City Council of the City of Palm Springs on the day of
20,_, and the Grantee consents to recordation thereof by the City Clerk, its
duly authorized officer.
CITY OF PALM SPRINGS
By.
Name: James Thompson
Title. City Clerk
DATED: 20
EXHIBIT E
DO NOT RECORD. TRANSFEREE (BUYER)
DO NOT SEND MUST RETAIN FOR
TO IRS. SIX YEARS AFTER
THE TRANSACTION.
CERTIFICATION OF NON-FOREIGN
STATUS BY TRANSFEROR
1. Section 1445 of the Internal Revenue Code provides that a transferee (Buyer) of
a U. S real property interest must withhold tax if the transferor (Seller) is a foreign person.
2. In order to inform each transferee that withholding of tax is not required upon
disposition of a U. S real property interest by
(hereinafter referred to as "the Transferor"), the
undersigned hereby certifies, and declares by means of this certification, the following on behalf
of the Transferor:
A. The one item marked below is true and correct:
(1) The Transferor is not a foreign individual, foreign
corporation, foreign partnership, foreign trust, or foreign
estate (as these terms are defined in the Internal Revenue
Code and Income Tax Regulations).
(11) The Transferor is a corporation incorporated under the laws
of a foreign jurisdiction but has elected to be treated as a U.
S. corporation under Section 897(i) of the Internal Revenue
Code, AND HAS ATTACHED TO THIS CERTIFICATE A
TRUE AND GENUINE COPY OF THE
ACKNOWLEDGMENT OF SUCH ELECTION ISSUED BY
THEIRS.
B. The Transferor's social security number is
C. The Transferor's address is
3. The Transferor understands that this certificate may be disclosed to the Internal
Revenue Service by the transferee and that any false statement contained in this certification
may be punished by fine or imprisonment (or both).
4. The Transferor understands that each transferee is relying on this certificate in
determining whether withholding is required and each transferee may face liabilities if any
statement in this certificate is false.
5. The Transferor hereby indemnifies each transferee, and agrees to defend and
hold each transferee harmless, from any liability, cost, damage, or expense which such
transferee may incur as a result of:
A. the Transferor's failure to pay any U. S. Federal income tax which the
Transferor is required to pay under applicable U. S. law, or
B. any false or misleading statement contained herein.
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; I further declare that I have authority
to sign this document on behalf of the Transferor.
EXECUTED in County, State of
on
Transferor.
By:
Title:
EXHIBIT F
HAZARDOUS SUBSTANCE DEFINITION
The term "Hazardous Substance' as used in this Agreement shall mean any toxic or
hazardous substance, material or waste or any pollutant or contaminant or infectious or
radioactive material, including but not limited to those substances, materials or wastes regulated
now or in the future under any of the statutes or regulations listed below and any and all of
those substances included within the definitions of "hazardous substances", "hazardous
materials", "hazardous waste', "hazardous chemical substance or mixture", "imminently
hazardous chemical substance or mixture", "toxic substances", "hazardous air pollutant", "toxic
pollutant' or "solid waste' in the statues or regulations listed below. Hazardous Substances shall
also mean any and all other similar terms defined in other federal state and local laws, statutes,
regulations, orders or rules and materials and wastes which are, or in the future become,
regulated under applicable local, state or federal law for the protection of health or the
environment or which are classified as hazardous or toxic substances, materials or waste,
pollutants or contaminants, as defined, listed or regulated by any federal, state or local law,
regulation or order or by common law decision, including, without limitation, (1) trichloroethylene,
tetrachloroethylene, perchloroethylene and other chlorinated solvents, (ii) any petroleum
products or fractions thereof, (NI) asbestos, (iv) polychlorinated biphenyls, (v) flammable
explosives, (vi) urea formaldehyde, and (vii) radioactive materials and waste.
In addition, a Hazardous Substance shall include:
(1) A "Hazardous Substance', "Hazardous Material', "Hazardous Waste', or 'Toxic
Substance' under the Comprehensive Environmental Response, Compensation and Liability
Act of 1980, 42 U.S.C. §§ 9601, et seg., the Hazardous Materials Transportation Act, 49 U.S.C.
§§ 1801, et seq., or the Resource Conservation and Recovery Act, 42 U.S.C. §§ 6901, et seq.;
(2) "Oil' or a "Hazardous Substance' listed or identified pursuant to § 311 of the
Federal Water Pollution Control Act, 33 U S.C. § 1321, as well as any other hydrocarbonic
substance or by-product;
(3) Listed by the State of California as a chemical known by the State to cause
cancer or reproductive toxicity;
(4) A material which due to its characteristics or interaction with one or more other
substances, chemical compounds, or mixtures, damages or threatens to damage, health,
safety, or the environment, or is required by any law or public agency to be remediated,
including remediation which such law or public agency requires in order for the property to be
put to any lawful purpose;
(5) Any material the presence of which would require remediation, whether or not the
presence of such material resulted from a leaking underground fuel tank;
(6) Pesticides regulated under the Federal Insecticide, Fungicide and Rodenticide
Act, 7 U S.C. §§ 136 et sec.;
(7) Asbestos, PCBs, and other substances regulated under the Toxic Substances
Control Act, 15 U.S.C. §§ 2601 et seq.,
(8) Any radioactive material including, without limitation, any "source material',
"special nuclear material", "by-product material', "low-level wastes", "high-level radioactive
waste", "spent nuclear fuel' or "transuranic waste", and any other radioactive materials or
radioactive wastes, however produced, regulated under the Atomic Energy Act, 42 U.S.C. §§
2011 et seg., or the Nuclear Waste Policy Act, 42 U.S.C. §§ 10101 et seq.
(9) Industrial process and pollution control wastes, whether or not "hazardous" within
the meaning of the Resource Conservation and Recovery Act, 42 U.S.C. §§ 6901 et seq.;
All other laws, ordinances, codes, statutes, regulations, administrative rules, policies and
orders, promulgated pursuant to said foregoing statutes and regulations or any amendments or
replacement thereof, provided such amendments or replacements shall in no way limit the
original scope and/or definition of Hazardous Substance defined herein.
2
- CITY OF PALM SPRINGS
(Herein referred to as "City"), and
0
VICTORIA LAND PARTNERS, L.P„ A CALIFORNIA LIMITED PARTNERSHIP
3 JACK IN THE BOX INC., A DELAWARE CORPROATION
(Herein referred to as "Grantor")
4
5 PROJECT: 1-10 / Indian Ave Interchange
PARCEL: CI-22
6 APN: 669-060-019
JIB NO: 3388
7
RIGHT OF ENTRY AND TEMPORARY CONSTRUCTION EASEMENT AGREEMENT
e
1. The right is hereby granted City to enter upon and use a portion of the land of
9 Grantor located at 6555 Indian Canyon in the City of Palm Springs, County of Riverside, State
of California, described as Assessor's Parcel Number 669-060-019, depicted on the plat map
10 attached hereto, and made a part hereof ("Premises"), for all purposes necessary to facilitate
and accomplish the construction and installation of Indian Avenue and 1-10 interchange
11 ("City's Work").
12 2. The temporary construction easement, used during construction of the project
consists of approximately two thousand seven hundred fifty eight (2,758) square feet as
13 designated on the attached legal description, referenced as Exhibit "A", and depicted on the
plat map, referenced as Exhibit "B" ("Easement Area").
14
3. A thirty (30) day written notice shall be given to Grantor prior to using the rights
15 herein granted. The rights herein granted may be exercised for twenty four (24) months from
the thirty (30) day written notice, or until completion of said project, whichever shall be sooner.
x6
4. City covenants and agrees, as a material part of the consideration for this
17 agreement, that at all times after doing any work on or in connection with the Easement Area,
it will restore the Easement Area, and any of Grantor's adjacent property affected by the City's
18 Work, to substantially the same condition in which it was found before such work was
undertaken, including, without limitation, restoration of landscaping and sod, and restoration
19 of the Easement Area to the elevation and grade which existed prior to the activities of the
City pursuant to this agreement. At all times during the term of this agreement (and during
20 City's Work) all driveways, including, without limitation, the drive thru lane servicing the
restaurant operating on the Premises will remain accessible for ingress and egress to the
21 Premises. Additionally, City shall not interfere with the utilities servicing the restaurant
operating on the Premises. Except as expressly agreed by Grantor, at no time during the
22 term of this agreement (or during City's Work) will Grantor's signage be altered or moved from
its current location within the Easement Area, nor will its visibility be impaired.
23
5. Any notice required hereunder will be in writing and will include reference to
24 Jack in the Box 3388, and will be deemed given when received or refused, as the case may
be. Notice may be given by personal delivery, nationally recognized overnight express mail
25 or deposited in the mail, registered or certified postage and charges prepaid and addressed
1
ROW: 1.10 and Indian Interchange
1 to the party for whom intended at the address specified below, or at such other address as
such party may have substituted therefore by notice in the manner set forth above.
2
To Grantor.
3
Jack in the Box Inc.
4 9330 Balboa Ave.
San Diego, CA 92123-1516
5 Attn: RE Assets
JIB Site No. 3388
6
Midtown Niki Group
7 3655 Nobel Drive Suite 650
San Diego, CA 92122
e Phone Number. (858) 546-0033
Fax: (858) 546-0034
s
To City:
10
COUNTY OF RIVERSIDE
11 Economic Development Agency
Real Estate Division
12 3133 Mission Inn Avenue
Riverside, California 92507
13 Attention: James R. Force
Supervising Real Property Agent
14 Phone Number. (951) 955-4822
Fax: (951) 955-4837
15 E-mail address: JRForce@rivcoeda.org
16 With Copy To.
17 CITY OF PALM SPRINGS
Department of Public Works & Engineering
1e 3200 E. Tahquitz Canyon Way
Palm Springs, California 92262
19 Attention: Marcus Fuller
Assistant Director
20
6. At the termination of the period of use of the Easement Area by City, but before
21 its relinquishment to Grantor, debris generated by City's use will be removed and the surface
will be graded and restored to the condition in which property existed immediately prior to
22 City's use of the Easement Area.
23 7. To the extent permitted by law, City (or its contractor) shall indemnify, defend
and hold harmless Grantor from all losses, liabilities, costs, damages, expenses, causes of
24 action, suits, claims or judgments (including, without limitation, attorney's fees and costs),
arising directly or indirectly out of or in connection with any act or omission of City, its
25 employees, representatives, agents, suppliers or subcontractors, pursuant to this agreement
or otherwise.
2
ROW: 1-10 and Indian Interchange
1 8. Grantor hereby warrants that they are the owner and/or tenant of the property
described above and that they have the right to grant City permission to enter upon and use
2 the Easement Area.
3 9 This agreement is the result of negotiations between the parties hereto. This
agreement is intended by the parties as a final expression of their understanding with respect
4 to the matters herein and is a complete and exclusive statement of the terms and conditions
thereof.
s
10. This agreement shall not be changed, modified, or amended except upon the
G written consent of the parties hereto.
7 11. This agreement supersedes any and all other prior agreements or
understandings, oral or written, in connection therewith.
s
12. Grantor, their assigns and successors in interest, shall be bound by all the
9 terms and conditions contained in this agreement, and all the parties thereto shall be jointly
and severally liable thereunder.
to
13, City agrees to pay Grantor for the right to enter upon and use Grantor's land in
11 accordance with the terms hereof.
12 14. City shall pay to the order of "Jack in the Box Inc." the sum of Nine Thousand
Six Hundred Fifty Three Dollars ($9,653.00) for the right to enter upon and use Grantor's land
13 in accordance with the terms hereof. The parties hereto further acknowledge and agree that,
notwithstanding paragraph 7 above, the aforesaid payment to "Jack-in-the-Box, Inc."
14 represents full and final consideration to "Jack-in-the-Box, Inc." for loss of goodwill, business
interruption, or any other basis or cause of action whatsoever as pertains to an action in
is eminent domain.
16 15. City shall not permit any liens to stand against the Premises for work done or
for material furnished to City, and City's contractor agrees to indemnify, defend and hold
17 Premises owner and Grantor harmless from same.
la 16. City acknowledges that it will be its responsibility to secure all permits or
authorizations from third parties and governmental authorities, if any are necessary, for it to
19 utilize the rights granted hereby. While performing City's Work, City shall comply in all
respects with all applicable laws, ordinances and regulations. In addition, City shall be
20 responsible for ensuring that City's Work complies in all respects with the federal Americans
with Disabilities Act and any and all corresponding state and local versions of such legislation.
21
17. Grantor retains for itself and its successors and assigns the right to use and
22 enjoy the Premises except as the use thereof may be necessary for the purposes granted
herein.
23
18. This agreement shall not be recorded and may be executed in one or more
2a identical counterparts, all of which when taken together shall constitute one and the same
instrument.
25 [SIGNATURE PAGES FOLLOW]
3
ROW: 1-10 and Indian Interchange
1 Dated: d , 2009 GRANTOR.
a
2 Victoria Land Partners, L.P.,
a California limited partnership
3
By: The Midtown Niki Group, LP,
4 a California limited rt ership
Its: General Partner
5
By T e Midtown Ni G oup, LLC,
6 alifornia ed liability company
Its: Gener2l]
7 F/
By
e David Trakman
Its: Manager
9
Dated: �eP{ IL 2009 GRANTOR:
i0
Jack In the Box Inc.,
11 a pelawar or oration
�/]��
12 By:
Name: Paol rnel co
13 Its: V-'6e r L
14 By.
Name: Mich J Snider
15 Its: Assi'staKt Secretary
5 CITY OF PALM SPRINGS- unicipal corporation
David H. Ready, Cit . ger
1e - APPROVED BY CITY COUNCIL
ATTEST:
20 ames Thompson, City Clerk
2
n �
APPROVED AS TO,FdRM:
22 WOODRUFF, SPRAdIN & SMART ,
23 By:
Douglas C. Holl° d_ Esq., City Attorney
CO:Iw 2a µ
08/05/09
001 PG
12.925 25
4
ROW: I-10 and Indian Interchange
ASSESSOR'S PARCEL N0, 669-060-019 Exhibit "A"
PARCEL CI-22
A temporary easement for construction purposes in and to that portion of Lot "A"
of Lot Line Adjustment No. 98-01, recorded June 22, 1998 as Document No.
254046 of Official Records, said land also described in deed recorded July 13,
2004 as document No. 2004-0540702 of Official records of Riverside County, in
the City of Palm Springs, County of Riverside, State of California, more
particularly described as follows:
COMMENCING at the Northwest corner of said Lot "A"; thence along the
Westerly line of said Lot S.13°51'40"W., 10.617 meters to the TRUE POINT OF
BEGINNING; thence (1) leaving said Westerly line S.76°09'08"E_, 3271 meters;
thence (2) S,77014'40"E., 56.622 meters; thence (3) S.37054'33"E., 9.672 meters
to a point on the Easterly line of said Lot "A" being a point on the Westerly Right-
of-Way line of Indian Avenue (16.764 meters Westerly, as measured at right
angles from centerline); thence (4) along said Easterly line and said Right-of-Way
line S.00019'24"W., 35.842 meters to the Southeast corner of said Lot "A"; thence
(5) leaving said Right-of-Way line along the Southerly line of said Lot "A"
N.76008'20"W., 2.006 meters; thence (6) leaving said Southerly line
N.00019'24"E., 11.515 meters; thence (7) N.04013'32"W., 25.778 meters; thence
(8) N.37°54'33"W., 5.830 meters; thence (9) N.77014'40"W., 42.039 meters;
thence (10) S.13°50'52"W., 3.854 meters; thence (11) N.76°09'08"W., 15.556
meters to a point in said Westerly line of Lot "A"; thence (12) along said Westerly
line N.13051'40"E., 5.120 meters to the TRUE POINT OF BEGINNING.
Page 1 of 2
The above-described easement is temporary and shall expire on the
last clay of the 24th month following the giving of notice
or at completion of construction, whichever occurs first.
It is understood that upon said termination date the City of Palm Springs have no
further obligation or liability in connection with said easement.
Area = 256.230 sq. meters, 0.0256 hectares
� f� Gib LAND SG
Michael A. Havener, PL5 7354 Date 12r31�o
Exp. 12-31-09
No.7354
9yFDP CAS-�F��c,•
Page 2 of 2
�rt. -J 3
LOT D.
r EXHIBIT " B " 1
� �
LOT
18• R P
288 P ~
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~ RED AUC, 6 PG• 509 R C
7957 ,W p�R P 16 23
P.O.C. R. CIA M
N.W. CDR. T.P.O.B. d
LOT "A" ���
w L S 777440" ti 252566,W p fR iN
3 E 2� RRRCS7 AR 3
o t15. 55.n2.2 m f 1995 UGiJ "
N 7 556 rr r N 7774'40"
e�9'08" W W 42.039 ill
CI-22 m
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L J r "3 J-� 'A'' 5k o� � � erg e�
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`l� 669-060-019
� � E
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16.764 m
rim(0, JUN5 22 1998 �
i J
m
INS r, JNDJ 2640418 J,fr1 N 0019'24- E o
11.515 m z T
TABULATED LINE DATA o z
LINE BEARING LENGTH 2006 z ow
L1 S 76"09'08" E 3.271 m N 76�8' m � w x
L2 S 37'54'33" E 9.672 m W a o
N il]
L3 N 13'51'40" E 5.120 m
s r2
LEGEND TEMPORARY CONSTRUCTION EASEMENT AREA =�G��u AN�HA`R�D
AREA = 256.2 SQ. METERS (0.0256 HECTARES) A
P.O.C. POINT OF COMMENCEMENT
EXP. 31 DEC 09
T.P.O.B_ TRUE POINT OF BEGINNING tr
CI CITY OF PALM SPRINGS PARCEL NO. s�qT N0 735k F�\�
F OF cAL\FO
R/W RIGHT-OF-WAY
DISTANCES ARE IN METERS UNLESS CITY OF PALM SPRINGS PAR. NO. : CI-22
OTHERWISE NOTED. MULTIPLY DISTANCES
BY 1.00002594 TO OBTAIN GROUND PREPARED BY: KA/MH
LEVEL DISTANCES. TO CONVERT METERS PROJECT: I-10/INDIAN AVENUE INTERCHANGE SCALE: NOT TO SCALE
TO U.S. SURVEY FOOT MULTIPLY
DISTANCES BY 3937/1200. DATE:3-27-09 SHEET 1 OF 1 SHEET
STATEMENT OF JUST COMPENSATION
Pursuant to a Resolution of the City Council of the City of Palm Springs (Authority), the
City of Palm Springs (Buyer) is in the process of acquiring private property necessary for public
use.
We are prepared to purchase your property with title being subject only to any existing
easements or restrictions of record.
In compliance with Section 301 of the Uniform Relocation Assistance and Real Property
Acquisition Policies Act of 1970, Public Law 91-646, and/or Chapter 16 of Division 7 of Title I of
the Government Code, an estimate of just compensation in the amount of Seventy Nine
Thousand Dollars ($79,000) has been made for the interest to be acquired in your property (see
"Legal Description"). This amount is based upon an approved appraisal and is not less Yhan the
appraiser's opinion of fair market value which he determined after a personal inspection of your
property, at which time, you or your representative were given the opportunity to accompany
him.
The appraisal takes into consideration the location of your property, its highest and best
use, and current sales of properties similar to your property.
DEFINITION OF FAIR MARKET VALUE
The definition of fair market value as it applies herein is contained in Section 1263.320 of
the Code of Civil Procedure of California, which is quoted in part as follows:
"(a) The fair market value of the property taken is the highest price on the date of
valuation that would be agreed to by the seller, being willing to sell but under
no particular or urgent necessity for so doing, nor obliged to sell, and a buyer,
being ready, willing and able to buy but under no particular necessity for so
doing, each dealing with the other with full knowledge of all the uses and
purposes for which the property is reasonably adaptable and available."
3
Just Compensation includes amounts for the land, improvements, severance damage if any,
and other elements as follows.-
LAND $49,626
IMPROVEMENTS $19,704
SEVERANCE $0
TEMPORARY CONSTRUCTION EASEMENT $9,653
OTHER $0
TOTAL - ROUNDED 579,000
Any increase or decrease in the market value caused by the public improvement or
project for which the property is to be acquired, or by the likelihood that the property would be
acquired for such improvement or project, other than due to physical deterioration within the
reasonable control of the owner, has been disregarded in making the determination of just
compensation.
LEGAL DESCRIPTION: A Public Road and Utility Easement over the real property in
Riverside County, California, described as follows.
EXHIBIT "A"
(Legal Description)
LEGAL DESCRIPTION: A temporary construction easement, commencing with
thirty (30) days notice as specified in the Temporary Construction Easement Agreement and
continuing for a period of twenty four (24) months, or until the completion of the 1-10/Indian
Avenue Interchange Project, whichever shall be sooner, described as follows:
EXHIBIT "B"
(Legal Description)
4
Previously mailed to you was a copy of "Information Brochure Regarding Your Rights under the
Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970".
STATEMENT OF OWNER(S)
IANe/They have been informed of my/our/their rights
under Public Law 91-646 and State Statutes. (Initials)
I/We/They have read and understand the
Statement of Just Compensation. (Initials)
There are persons living on the property. Yes No
There are businesses being conducted
an the property by others. Yes No
The following are living or are conducting business on the property (including owner if in
occupancy): Give name and address.
Signatures on this form do not constitute agreement on value, but only serve to indicate
receipt of the form. Signature by owner(s) regarding relocation assistance information does not
in any way obligate owner(s), but only serves to provide the agency with information for
relocation planning.
Dated: B . '
David H. Ready anagerr
Received a copy of the above offer this day of
Victoria Land Partners, L.P.,
a California limited partnership
APPROM BY CITY COUNICIL
By: The Midtown Niki Group, LP,
a California limited partnership
Its. General Partner
By: Th5jd
yed
ompany
Its: Ge
By:
man Its: Manager
CO:jw
08/05/09
001 PG
12.925
5
ASSESSOR'S PARCEL NO. 669-060-019 Exhibit "A"
PARCEL CI-6
For public road purposes, that portion of Lot "A" of Lot Line Adjustment No. 98-
01, recorded June 22, 1998 as Document No. 254046 of Official Records, said
land also described in deed recorded July 13, 2004 as document No. 2004-
0540702 of Official records of Riverside County, in the City of Palm Springs,
County of Riverside, State of California, more particularly described as follows:
Beginning at the Northwest corner of said Lot "A", said point being on the
Southwesterly Right-of-Way line of Garnet Avenue (5.334 meters Southwesterly,
as measured at right angles from centerline); thence (1) along said
Southwesterly Right-of-Way line S_76°O8'20"E., 17.016 meters to an angle point
therein; thence (2) 5.00019'10"W., 8.308 meters to an angle point therein (13.411
meters Southwesterly, as measured at right angles from centerline); thence (3)
continuing along said Southwesterly Right-of-Way line S.76008'20"E., 40A93
meters to an angle point therein; thence (4) S.37054'33"E., 8.689 meters to a
point on the Westerly Right-of-Way line of Indian Avenue (16,764 meters
Westerly, measured at right angles from centerline); thence (5) along said
Westerly Right-of-Way line S.00019'24"W., 2.133 meters; thence (6) leaving said
Westerly Right-of-Way line N.37154'33"W., 9.672 meters; thence (7)
N 77°14'40"W., 55.622 meters; thence (8) N.76009'08"W., 3.271 meters to a
point in the Westerly line of said Lot "A"; thence (9) along said Westerly line
NA3°51'40"E., 10.617 meters to the 'TRUE POINT OF BEGINNING.
Page 1 of 2
The bearings and distances used in the above descriptions are on the
California Coordinate System of 1983, Zone 6. To convert meters to the U.S.
Survey Foot, multiply distances by 393711200.
Area = 277.264 sq. meters, 0.0277 hectares
I n�i1.a r I !�I liW-ytilNl �I - Z- � yq`
C
Michael A. Havener, PLS 7354 Date
Exp. 12-31-09 —' ey, �v3v�q mp
r No 7354 `¢
9TF0 CAG�F��
Page 2 of 2
Pr �'" '
LGr - . I EXHIBIT " B $$
PM 16z/i8�3 �r
cd 78_ LOT 'C-p �r1T 1
�R p
Pt:R
2mQk m (60) R/W R
g'7 62/1g_23
S6 C7 91
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R/W P0gREC AU26PC
7r0760 gOGA fR
PM 16'Vz/7$_
Er
N.W. COR. S 00"19,10" W c
LOT 'A"� ///\\\ 8.308 m
2p µ%PR E'NCSM_
o n 9 CgS 76 8 75 AUG NO
3,
3271 `10.193
a N 76� 40' W m F 11 C7
9 08' W CI-6 55.622
(��_ r, r ` y� LLB LLI
CIO ED
669-060--019 ��1 96 M LLIT ZD
I J
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4 r,
4
98 0-1
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fr'lrc' JJJ`F� 22214 199 16.764 m
11N S r, 1\1 J, 2 541 04 8 0,fii.
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LEGEND A. Hq�`fit
yo
LOCAL RIGHT-OF-WAY ACQUISITION
AREA = 277.3 SQ. METERS (0.0277 HECTARES)
EXP. 31 DEC 09
P.O.B. POINT OF BEGINNING
CI CITY OF PALM SPRINGS PARCEL NO.
R/W RIGHT-OF-WAY
DISTANCES ARE IN METERS UNLESS CITY OF PALM SPRINGS PAR, N0. : CI-6
OTHERWISE NOTED. MULTIPLY DISTANCES
BY 1.00002594 TO OBTAIN GROUND PREPARED BY: KA/MH
LEVEL DISTANCES. TO CONVERT METERS PROJECT: I-10/INDIAN AVENUE INTERCHANGE SCALE: NOT TO SCALE
TO U.S. SURVEY FOOT MULTIPLY
DISTANCES BY 3937/1200. DATE_3-27-09 I SHEET 1 OF 1 SHEET
ASSESSOR'S PARCEL NO, 669-060-019 Exhibit "A"
PARCEL CI-22
A temporary easement for construction purposes in and to that portion of Lot "A"
of Lot Line Adjustment No. 98-01, recorded June 22, 1998 as Document No.
254046 of Official Records, said land also described in deed recorded July 13,
2004 as document No. 2004-0540702 of Official records of Riverside County, in
the City of Palm Springs, County of Riverside, State of California, more
particularly described as follows:
COMMENCING at the Northwest corner of said Lot "A"; thence along the
Westerly line of said Lot S.13°51'40"W., 10.617 meters to the TRUE POINT OF
BEGINNING; thence (1) leaving said Westerly line S.76009'08"E., 3.271 meters;
thence (2) S.77014'40"E., 55.622 meters; thence (3) S.37054'33"E., 9.672 meters
to a point on the Easterly line of said Lot "A" being a point on the Westerly Right-
of-Way line of Indian Avenue (16.764 meters Westerly, as measured at right
angles from centerline); thence (4) along said Easterly line and said Right-of-Way
line S.00019'24"W., 35.842 meters to the Southeast corner of said Lot "A"; thence
(5) leaving said Right-of-Way line along the Southerly line of said Lot `A"
N.76008'20"W_, 2.006 meters; thence (6) leaving said Southerly line
N.00019'24"E_, 11.515 meters; thence (7) N.04013'32"W_, 25.778 meters; thence
(8) N.37°54'33"W., 5.830 meters; thence (9) N_77°14'40"W., 42.039 meters;
thence (10) S.13050'52"W., 3.854 meters; thence (11) N.76009'08"W_, 15.556
meters to a point in said Westerly line of Lot "A"; thence (12) along said Westerly
line N.13051'40"E., 5.120 meters to the TRUE POINT OF BEGINNING.
Page 1 of 2
The above-described easement is temporary and shall expire on the
last day of the 24th month following the giving of notice
or at completion of construction, whichever occurs first.
It is understood that upon said termination date the City of Palm Springs have no
further obligation or liability in connection with said easement.
Area = 256.230 sq. meters, 0.0256 hectares
, 11
�)�� 4 A. Hq�F
/der Lf - oz •o9
Michael A. Havener, PLS 7354 pate U Fxp 12/�f�
Exp. 12-31-09
NO.7354
a-
9�FOF CA 1\F�3
Page 2 of 2
n EXHIBIT " B "
P A Tr'l. J
I
P PERK" -
M
o PER QK m (60) RPM 162116
REC 212g P /W
E 23
AUG 6, jgS7 0 R R/W P� PM 16 .
� A
P.O.C'- A /16'23
2
N.W. COR. T.P.O.B.
LOT -A-� � ��, E: - V NUS
44
pw lL3 S 777140` E 252566WPER INS
4i o 55.6 19 REC, N0.
A N 15 556 m N 7774. 2 m 5 O R AUG J ��
6'0908, W 4D W 12°39
.k cl-22 m Lz
�hLOT "s LOT
WLj
r g
669-060-019
� � E
r) it r
Qfi� f
w
W
16.764 m J ,IM
1-IrfC �rJ J� 1`IY 224
�14 JJ
Z
a,
�1 T
INS'T, JNJ, 2J�IrJ�.rJ ri N 0019'24" E o --
11.515 m T
cn z
TABULATED LINE DATA 1 o
LINE BEARING LENGTH 200 z W
L7 S 76'09'08" E 3.271 m N 76062OS r`�� a =o
L2 S 3T54'33- E 9.672 m m
Lo
L3 N 13'51'40- E 5.120 m
LEGEND �a LAND s�
TEMPORARY CONSTRUCTION EASEMENT AREA G4�ta�pF4 A• H.4
AREA = 256.2 SQ. METERS (0.0256 HECTARES)
P.O.C. POINT OF COMMENCEMENT
EXP. 31 DEC 09
T.P.O.B. TRUE POINT OF BEGINNING ix
CI CITY OF PALM SPRINGS PARCEL NO. 9TF OF CAL`Fa��\
R/W RIGHT-OF-WAY
DISTANCES ARE IN METERS UNLESS CITY OF PALM SPRINGS PREPARED BY: KA PAR. NO. : CI-22
MW
OTHERWISE NOTED, MULTIPLY DISTANCES
BY 1.00002594 TO OBTAIN GROUND /
LEVEL DISTANCES_ TO CONVERT METERS PROJECT- I-10/INDIAN AVENUE INTERCHANGE SCALE: NOT TO SCALE
TO U.S. SURVEY FOOT MULTIPLY
DISTANCES BY 3937/1200. DATE:3-27-09 I SHEET 1 OF 1 SHEET
Buyer's Estimated Closing Statement 10114/09 2:50 PM
File 259054
Stewart Title of California, Inc.(949) 476-0777
Buyer's Estimated Closing Statement
Buyer(s) City of Palm Springs,a municipal corporation
Seller(s) Victoria Land Partners,L P.,a California limited partnership,3655 Nobel Drive „ (,',]:�;`' ✓'�_ ;�.�P
Suite 550,San Diego,CA 92122
Lender
Property Parton of APN 669-060-19,Palm Springs,CA
Closing date None Proration date None
Bank ORGUBC-Union Bank of California 1$-100578
Escrow Unit 2857-SC-Grace Kim
Escrow Officer Grace Kim
r
,.,, r... a bit Credit
-
Contract Sales Price......................................... .............................. '.. .. ....... .............. 198,847.00
Other Adjustments:
Temporary COnstruction Easement....................................................................................................... 9,653.00
Title Charges:
Settlement or closing fee to Stewart Title of California,Inc............. .. . ..... .... ............. 1.500.00
Title insurance to Stewart Title of California,Inc $800 00.....................................................................
Owner's coverage to Stewart Title of California,Inc.
Liability amount$198,347.00......... ..... ... ....... ......... .......................................................... 800.00
Wire processing fee$17 each to Stewart Title of California,Inc ........................................... 34,00
Courier/Delivery processing fee to Stewart Title of California, Inc .................................................... 40.00
Recording FeesfTransfer Charges:
Recording fees;to Stewart Title of California,Inc.
Release$50.00 ..................................... ........ ... ........... ....... .......... 50.00
Additional Charges:
Partial Release to Estimated Upfront Due..................................................................... .......... .............. 500,00
RefundablePad to HOLD..... ................................................................................................................. 500.00
Subtotal: 211,424.00
Balance due from Buyer. 211,424.00
Totals: 211,424.00 211,424.00
The parties herein have been advised that the foregoing amounts are estimates only We therefore,authorize the above captioned Escrow Holder
to change estimated amounts to final amounts owing,to satisfy the items authorized,and to close escrow.
Page 1
Buyer's Estimated closing statement 1 0/14109 2 50 PM
File 259064
City of P Im Springs,a municipal corporation
APPROVED BY CITY COUNCIL
�i.y lA�1O1 JJ\!
0
A.
r:
Page 2
Stewart Title of California, Inc
stewart aM .` 2010 Main Strcet, Suite 220
title of california, irlc. "" Irvine, CA 92614
(949) 476-0777 Phone
(714)242-9886 Fax
To Stewart Title of California,Inc.
bate 10/14/2009
Escrow Officer Grace Kim
Escrow Number 259064
Property Address Portion of APN 669-060-19
Palm Springs, California
CONTRACT AGREEMENT ESCROW INSTRUCTIONS
STEWART TITLE OF CALIFORNIA,INC.
15 LICENSED BY TnE STATE OF CALIFORNIA UNDEIVOI;OBPAWI'MEN I OP INSURANCE LICENSE NO.383
The undersigned has caused to be handed you a duly executed copy of that certain Right of Way
Agreement for Acquisition of Real property and Escrow Instructions dated October 7, 2009 by and
between, Victoria Land Partners, L.P., a California limited partnership, as Seller and City of Palm
Springs, a municipal corporation, as Buyer and Right of Entry and Temporary Construction
Easement Agreement by and between Victoria Land Partners, L.P., a California limited partnership
and Jack in the Box Inc., a Delaware Corporation as Grantors and City of Palm Springs, a municipal
corporation, as Grantee. Both Right of Way Agreement for Acquisition of Real Property and Escrow
Instructions and Right of Entry and Temporary Construction Easement Agreement are hereinafter
referred to as the"Agreement".
Each party will hand you any instructions, documents and/or funds necessary on his or her behalf to
enable you to comply with said"Agreement".
Said "Agreement" shall constitute escrow instructions which Stewart Title Company of California,
Inc., as Escrow Holder, is instructed to use, along with any additional mutual instructions required to
close this transaction. Escrow Holder is only to be concerned with the conditions and/or payments
and/or documents commonly under the control of or made or delivered through an Escrow Holder.
The following are for clarification purpose only, and the parties hereto agree to be bound by same as
far as Ole escrow is concerned. The intent of the following instructions is not to modify the
agreement, only clarify Escrow IIolder's duties:
Total Consideration.for Acquisition: $198,347.00
'Dotal Consideration for Right of Entry and
Temporary Construction Easement $ 9,653,00
Escrow Holder is authorized and instructed to obtain beneficiary statements and/or demands, full or
partial release, on any matter of record required to place title in the condition called for pursuant to
these instructions.
F -NnihlsY 2$m64-( nln[I AL mt&;nnv Ins
Page 1 of 9
Escrow Holder is authorized and instructed to charge Buyer/Grantee, at the close of escrow, with the
respective costs as provided for in the"Agreements" and as per the estimated closing statement to be
approved prior to the close of escrow.
Each party signing these instructions has read, understands, and accepts the General Provisions
attached hereto as Exhibit"1".
For Right of Way Agreement for Acquisition of Real Property:
Seller(s):
Victoria Land Partners,L.P.,a California
limited partnership
l
13y: The Midtown Niki Group, LP, a
California limited partnership
Its: General Partner
By _ e AS TO FOHI'L
Nance: David Trakman
Its: Manager
Buyer(s): v:,r Afiarn2+
City of Palm Springs, a municipal
:rtP
corporatiop
By: ATTEST:
'at Name: David 1-1.heady
Its: City Manager
mes Thompson APpRV Q B'?EITY/-GGUNGIL
For Right of Entry and Temporary Construction Easement:
Grantor(s):
Victoria Land Partners,L.P.,a California limited partnership
By: The Midtown Niki Group, LP,a
California limited partnership
Its: General Partner
By:
Name: David Trakman
Its: Manager
D wNumber xlenr.i.nnmm Agmeme.tescmw 10L Page 2 of 9
Jack in the Box Inc.,a Delaware corporation
By:
Name: Paul Melancon
Its: Vice President
By:
Name: Michael J. Snider
Its: Assistant Secretary
Grantee:
City of Palm prings a municipal corporation
APPROVED 6Y CITY COUNCIL
By:
W-Naine: David H.Ready ��1�`✓ `d -��•�
Its: City Manager
�w . Fl corneY
ATTEST:
^ yyr"u
Il J .y.M F
�es Thompson, City Clerk
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EXHIBIT I
GENERAL PROVISIONS
1. DEPOSIT OF FUNDS,OPPORTUNITY TO EARN INTEREST AND PRORATION$
All funds received in this escrow shall be deposited with other escrow funds into one or more non-interest
bearing escrow accounts at a financial institution selected by Escrow Agent. Escrow Agent shall not be
responsible and shall have no liability for any delay in closing this escrow if the funds deposited are not
available for immediate withdrawal as a matter of right pursuant to California Insurance Code Section
12413.1 et. seq. Funds deposited in the financial institution are insured only to the limit provided by the
Federal Deposit Insurance Corporation. Escrow Holder shall not be held responsible for loss of any amount
over the FDIC insured limit due to bank failure or for lost interest due to wire delays caused by any bank or
the Federal Reserve System, and recommends that all parties make themselves aware of banking regulations
with regards to placement of wires.
You have the opportunity to earn interest on the funds you deposit with us by instructing us to deposit your
funds in an interest bearing account. (You do not have an opportunity to earn interest on any funds deposited
by a lender) If you elect to earn interest, there is an additional fee in the amount of$50.00 for establishing
and maintaining such an account. It is important that you consider this cost as it may exceed the actual
interest you earn.
Should you not elect to earn interest on your deposit, your funds will be deposited in our General Escrow
Account at a financial institution insured by the FDIC. This is a non-interest bearing account; however,
Stewart Title of California, Tne. may receive certain financial benefits from that financial institution because
of the General Escrow Account and its on-going banking relationship. These benefits may include, without
limitation, credits allowed by such financial institution on loans to Stewart Title of California, Inc. and
earnings on investments made with the proceeds of such loans, accounting, reporting and other services and
products of such financial institution. We do not have an obligation to account to you in any manner for the
value of, or to compensate any party for, any benefit received by Stewart Title of California, Inc.. Any such
benefits shall be deemed additional compensation of Stewart Title of California, Inc. for its services in
connection with the escrow,
All proration and/or adjustments called for in this escrow shall be made on the basis of a 30 day month or 360 day year,
unless otherwise instructed in writing, Proration of real property taxes including supplemental real property taxes,will be
made on the basis of the latest available Fgures provided to Escrow Holder.
The phrase close of escrow(COE)as used herein means the date on which instruments/documents are recorded.
Disbursements from this escrow will be made by check of Escrow Holder. Unless otherwise instructed in writing,checks
will be issued jointly to the parties designated as payees. Signatures (including initials) of principals or their duly
authorized agents on any documents/instrument and/or instruction pertaining to this escrow indicate approval of same.
I SPECIAL RECORDINGS
If a"SPECIAL RECORDING"is arranged and completed,meaning recording the documents called for in this escrow,at
any time other than the standard recording time for title companies, then all parties hereto represent and warrant that
during the period of time between the standard recording time and the time the documents are actually recorded pursuant
to the "SPECIAL RECORDING", no additional liens, encumbrances, or exceptions to the title whether involuntary or
voluntary, of any kind or nature will attach to or be recorded against the subject property,nor will the subject property be
otherwise transferred or conveyed. All parties hereby expressly agree to indemnify and hold Escrow Holder harmless
From all claims, losses or damages and attorney's fees resulting from any such additional liens, encumbrances, exceptions
to title,transfers or conveyances.
3. AUTHORIZATION TO DELIVER
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 to Escrow Holder under these escrow instructions with any duly
authorized sub-escrow agent, including, but not limited to, any bank, trust company, title insurance company, title
0.w NU.W1 2190(4.C...n Alln.Im uu Page 4 of 9
company, savings and loan association, or licensed escrow agent, 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.
4. AUTHORIZATION TO FURNISH COPIES
Furnishing copies of any/all escrow instructions, amendments, supplements, preliminary reports, notices of cancellation
and closing statements in this escrow to the real estate broker(s), lenders and/or attorney's representing principals to this
escrow is authorized. Escrow holder shall not incur any liability to the parties for delivery of said copies.
5. TIME AND WRITTEN NOTIFICATION
Time is of the essence. In the event the conditions of this escrow have not been complied with at the expiration of the
time provided for herein you are permitted, though not required, to complete the same at the earliest possible date
thereafter. No notice, demand or change of instructions shall be of any effect to alter, amend, supplement, or vary the
terms of these instructions unless given in writing and signed by all parties affected thereby.
6. CANCELLATION PROVISIONS
Any principal instructing Escrow Holder to cancel escrow shall file notice of cancellation in Escrow I•Iolder's office in
writing and so stale the reason for cancellation. Upon receipt of sane, Escrow Holder shall prepare cancellation
instructions for signatures of the principals and shall forward same to the principals. Upon receipt of mutually agreeable
cancellation instructions signed by all principals and after payment of Escrow Holder's cancellation charges, Escrow
Holder is authorized to comply with such instntctions and cancel the escrow.
7, ACTION IN 1NTERPLEADER OR OTHER COURT OR LEGAL PROCEEDINGS
The principals hereto expressly agree that Escrow Holder has the absolute right, at its election, to file an action in
imerpleader requiring the principals to answer and litigate their several claims and rights among themselves;and Escrow
Holder is authorized to deposit with the clerk of the court, all documents, instruments and funds held in escrow. In the
event such action is filed, the principals jointly and severally agree to pay Escrow Holder's cancellation charges and
costs, expenses and reasonable attorney's fees it is required to expend or incur in such interpleader action, the amount
thereof to be fixed and judgment therefore to be rendered by the court. Upon filing of such action, Escrow I•Iolder is
thereupon fully released and discharged from all obligations to father perform any duties or obligations otherwise
imposed by the terms of this escrow.
S. PERSONAL PROPERTY TAX
Escrow Holder is not responsible for any personal property tax which may be assessed to any former owner of the
property that is the subject of this escrow, nor for the corporation or license tax or any corporation as a former owner.
No examination or insurance as to the amount of payment of personal taxes is required unless specifically requested.
9. LIMITATION ON DUTY TO INFORM
It is agreed by the parties hereto, that so far as Escrow Iolder's rights and liabilities are involved, the transaction is an
escrow and not any other legal relation and Stewart Title of California, Inc- is an Escrow Holder only on the within
expressed terms, and Escrow Holder shall have no responsibility for notifying any of the parties of this escrow of any
sale, resale, loan, exchange or other transaction involving any property herein described or of the profit realized by any
person, firm or corporation (broker, agent and parties to this and/or other escrow included), in connection therewith,
regardless of the fact that such transaction(s)may be handled concurrently by Escrow Holder in this escrow or in another
escrow.
10. LEGAL ADVICE
The parties acknowledge and understand that Escrow Holder is not authorized to practice law, nor give financial advice.
The parties are hereby advised to seek legal and financial counsel and advice concerning the effect of these escrow
instructions. The parties acknowledge that no representations are made by Escrow Holder about the legal sufficiency,
legal consequences, financial effect or tax consequences of the within escrow instructions.
U. DISCLOSURE OF CONDITIONS PRECEDENT
The parties to this escrow, by execution thereof, acknowledge their duty to Escrow Holder of full disclosure of those
matters, which shall effect the transfer of subject property and conditions of title(inclusive of real personal and intangible
property,which matters may result in a lien against subject property). Disclosure shall include,but not limited to: water,
stock, owners association or maintenance dues, contractual obligations not automatically terminated upon sale, notes,
deeds of trust and vendors liens.
12. STATE/FEDERAL CODE.NOTIFICATION
e.�•N�mx�2590r1- Page 5 of
According to Federal law, the Seller(s), when applicable, will be required to complete a 1099-S Worksbeet that will be
utilized to generate a 1099 reporting statement to the Internal Revenue Service.
You are released from and shall have no liability, obligations or responsibility with respect to (a) withholding of funds
pursuant to Section 1445 of the Internal Revenue Code of 1984, "Foreign Investors in Real Property Act"(FIRPTA), as
amended (b) advising of requirements, (c) determining whether the seller is a foreign person, under such Section, or(d)
obtaining a non-foreign affidavit or other exemption from withholding under such Section nor otherwise making any
inquiry concerning compliance with such Section by any party to this transaction,
IN ACCORDANCE WITH SECTION 18662 AND 18668 OF THE REVENUE AND TAXATION CODE, A BUYER
MAY BE REQUIRED TO WITHHOLD ANY AMOUNT EQUAL TO 3-1/3 PERCENT OF THE SALES PRICE IN
THE CASE OF A DISPOSITION OF CALIFORNIA REAL PROPERTY INTEREST,BY EITHER:
1) A SELLER WHO IS AN INDIVIDUAL OR DISBURSEMENT INSTRUCTIONS AUTHORIZED THE
PROCEEDS TO BE SENT TO A FINANCIAL INTERMEDIARY OF THE SELLER,OR
2) A CORPORATE SELLER THAT HAS NO PERMANENT PLACE OF BUSINESS IN CALIFORNIA.
FOR FAILURE TO WITHHOLD, THE BUYER MAY BECOME SUBJECT TO PENALTY EQUAL TO TIdE
GREATER OF 10 PERCENT OF THE AMOUNT REQUIRED TO BE WITHI-IELD OR FIVE HUNDRED DOLLARS
($500.00).
HOWEVER, NOTWITHSTANDING ANY OTHER PROVISION INCLUDED IN THE CALIFORNIA STATUTES
REFERENCED ABOVE, NO BUYER WILL BE REQUIRED TO WITHHOLD ANY AMOUNT OR BE SUBJECT
TO PENALTY FOR FAILURE TO WITHHOLD IF:
1) THE SALES PRICE OF THE CALIFORNIA REAL PROPERTY CONVEYED DOES NOT EXCEED ONE
HUNDRED THOUSAND DOLLARS ($100,000.00), OR
2) THE SELLER EXECUTES A WRITTEN CERTIFICATE, UNDER THE PENALTY OF PERJURY,
CERTIFYING THAT THE SELLER IS A CORPORATION WITH A PERMANENT PLACE OF BUSINESS IN
CALIFORNIA, OR
3) THE SELLER, WHO IS AN INDIVIDUAL, EXECUTES A WRITTEN CERTIFICATE UNDER THE PENALTY
OF PERJURY,OF ANY OF THE FOLLOWING:
A) THAT THE CALIFORNIA REAL PROPERTY BEING CONVEYED IS THE SELLER'S PRINCIPAL
RESIDENCE(WITFIIN THE MEANING OF SECTION 121 OF THE INTERNAL REVENUE CODE).
B) THAT THE CALIFORNIA REAL PROPERTY BEING CONVEYED IS OR WILL BE EXCHANGED FOR
PROPERTY OF LIKE KIND (WITHIN THE MEANING OF SECTION 1031 OF THE INTERNAL
REVENUE CODE), BUT ONLY TO THE EXTENT OF THE AMOUNT OF GAIN NOT REQUIRED TO BE
RECOGNIZED FOR CALIFORNIA INCOME TAX PURPOSES.
C)- THAT THE CALIFORNIA REAL PROPERTY HAS BEEN COMPULSORILY OR INVOLUNTARILY
CONVERTED (WITHIN THE MEANING OF SECTION 1033 OF THE INTERNAL REVENUE CODE)
AND THAT TIE SELLER INTENDS TO ACQUIRE PROPERTY SIMILAR OR RELATED IN SERVICE
OR USE SO AS TO BE ELIGIBLE FOR NONRECOGNITION OF GAIN FOR CALIFORNIA INCOME
TAX PURPOSES.
D) TIIAT TIC CALIFORNIA REAL PROPERTY TRANSACTION WILL RESULT IN A LOSS FOR
CALIFORNIA INCOME TAX PURPOSES.
THE. SELLER IS SUBJECT TO PENALTY FOR KNOWINGLY FILING A FRAUDULENT CERTIFICATE FOR
THE PURPOSE OF AVOIDING TI•IE WITI-1I-IOLDING REQUIREMENT.
13. NO ACTIVITY
I£there is no written activity by a principal to this escrow within any six-month period after the time limit date as set
forth, in the escrow instructions or written extension thereof, Escrow Holder's obligation shall terminate at Escrow
Holder's option. All documents,monies or other items deposited with Escrow Holder shall be returned to the respective
parties entitled thereto,less fees and charges herein provided.
14. CAPTIONS AND COUNTERPARTS
Captions in these escrow instructions are inserted for convenience of reference only and do not define, describe or limit
the scope of the intent of these instructions or any of the terns hereof. These instructions may be executed in
counterparts, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an
original,and said counterparts together shall constitute one and the same instrument.
ucnwN weer.2590s -Cffi w Agmemwte wI= Page 6 of 9
15. BINDING
All terms of these escrow instructions shall be binding upon, inure to the benefit and be enforceable by the parties hereto
and there respective legal representatives, successors and assigns. In the event any term, covenant, condition, provision
or agreement herein contained is held to be invalid or void by any court of competent jurisdiction, the invalidity of any
such term, covenant, condition, provision or agreement shall in no way affect any other term, covenant, condition,
provision or agreement herein contained.
16. USURY
Escrow Holder is not to be concerned with any question of usury in any loan or encumbrance involved in the processing
of this escrow and is hereby released of any liability or responsibility therefore.
17. CONFLICTING DEMAND$/INTERPLFADFR
No notice, demand or change of instructions shall be of any effect in this escrow unless given in writing by all parties
affected thereby. If conflicting demands are made in connection with this escrow,Escrow Holder shall have the absolute
right to either withhold and stop all proceedinbs, or file suit in the interpleader and obtain an order from the court
requiring the parties to interplead their several claims and rights amongst themselves.
IS. FACSIMILE AND ELECTRONIC MAIL
All parties acknowledge that documents and instructions may be transmitted via facsimile(FAX)and/or
electronic mail (e-mail). In the event the principals of this transaction, their agents, or assigns, utilize
"facsimile (FAX)" transmitted instructions,Escrow Holder may rely and act upon such instructions in the
same manner as if original signed instructions were in the possession of Escrow Holder.
19. DISCRETIONARY TERMINATION
At the sole discretion of Escrow Holder,Escrow IIolder may elect to terminate its escrow relationship witli the principals
to the escrow. Funds and documents will be returned upon mutual instructions of the appropriate parties.
20. PURCHASE AGREEMENT
If any form of Purchase agreement or amendment or supplement(collectively"Purchase Agreement")is deposited to this
escrow, it is understood that such document shall be effective only as between the parties signing the Purchase
Agreement. Escrow Folder's only duty is to comply with the instructions set forth in the escrow instructions and shall
not be responsible for interpreting or acting on any provision of any Purchase Agreement on which these escrow
instructions may be based. Escrow IIolder shall not rely on any knowledge or understanding Escrow Holder may have of
any such Purchase Agreement in ascertaining or performing the duties of Escrow Holder. In connection with any loan
transaction, Escrow Folder is authorized to deliver a copy of any purchase agreement and a copy of all escrow
instructions,supplements or amendments to the Lender.
21. ENVIRONMENTAL DISCLOSURE
Notwithstanding any actual or other knowledge on the part of Escrow IIolder,the parties agree to release Escrow Holder
from any and all liability of any kind or nature and to indemnify Escrow Holder of any loss, damages, claims,judgments
or costs of any kind or nature resulting from or related to the release or discharge of hazardous or toxic wastes on the
subject property whether it occurred in the past or present or may occur in the future which release or discharge is in
violation of law, in excess of any state and federal standards,permit requirements and/or disclosure requirements existing
at this time or which may exist at a future time. The parties represent that they made their own assessment of the
condition of the subject property and have not relied on any of your representations in making the assessment. The
parties are advised to seek independent legal and technical environmental expert advice in assessing the risks associated
with potential hazardous or toxic wastes.
22. ADDITIONAL DOCUMENTS ILANDED TO ESCROW HOLDER
Parties agree to hand Escrow Holder applicable documentation to establish their authority to act. Those documents may
include,but shall not be limited to the following:
1) If an individual: Statement of Information
2) If a corporation: A Corporate resolution signed by the Secretary of the Corporation, authorizing the acquisition,
encumbrancing(if applicable),or sale of the subject property, and designating the authorized signatories on behalf of
the corporation,together with a copy of the Articles of Incorporation&By-Laws.
3) If a Trust: copy of the Trust Agreement,any amendments thereto and/or a Certificate of Trust.
E.1m N..h..259ON.C....M.rcemen[E5[mw1. Page 7 of
4) If a General Partnership: An original Statement of Partnership, in recordable form (if not already recorded) to be
recorded in the County in which the subject property is located. A copy of the partnership agreement is also
requested.
5) If a Limited Partnership: The LP-1 form,certified by the Secretary of Stare to record(if not already recorded)in the
county in which the subject property is located. A copy of the partnership agreement is also requested.
6) If a Joint Venture: The requirements specified 1,2,and 3 herein will be applicable as it relates to the entities which
comprise the John Venture.
7) If a Limited Liability Company (LLC): The LLCI certified by the Secretary of State to record (if not already
recorded) in the county in which the subject property is located. The LLCI must reflect an expiration date. One
person must be named on the LLCI as managing the LLC, or all members must sign. A copy of the operating
agreement is required.
The parties firrther acknowledge that in the event the partners of a partnership are individuals, it may be required that
each such partner submit a completed and executed Statement of Information.
If the Principals have any questions regarding the disposition of Unclaimed Funds, in excess of S50.00, the Principals
should contact the Controller or successor agency for the State of California.
23. DESTRUCTION OF RECORDS
Escrow Holder is authorized to destroy or otherwise dispose of any and all documems, papers, instructions,
correspondence and other materials pertaining to this escrow at the expiration of seven(7)years from the close of escrow
or cancellation thereof
24. GOOD FUNDS
California Insurance Code Section 12413.1 regulates the disbursement of escrow and sub-escrow funds by
title companies. The law requires that funds be deposited in the title company escrow account and available
for withdrawal prior to disbursement. Funds received via wire transfer may be disbursed upon receipt.
Funds received via cashier's checks or teller checks drawn on a California Bank may be disbursed on the
next business day after the day of deposit. If funds are received by any other means,recording and/or
disbursement may be delayed. Stewart Title of California,Inc. shall not be responsible for accruals of
interest or other charges resulting from compliance with the disbursement restrictions imposed by state law.
If any check submitted is dishonored upon presentment for payment,you are authorized to notify all
principals and/or their respective agents of such nonpayment.
25. CHANGE IN OWNERSHIP REPORT
All parties are aware that a"Preliminary Change in Ownership Form"is to be filed with the office of the County Assessor
upon recordation of all transfer documents involving real property. As an accommodation only, Escrow Holder shall
provide necessary forms to the purchaser herein and in the event the completed form is deposited into escrow prior to
close, Escrow Holder shall deliver same to County Assessor concurrently with recordation of the documents being
recorded in this transaction.
26. APPLICATION OF PAYOFF FUNDS
Should a check or wire be deemed unacceptable by lenders, creditors, lien holders or beneficiaries of Deeds of Trust,
Escrow Holder is authorized to act on our behalf in requesting the funds, as well as any balance in an impound account,
be applied towards the balance due.
27. INDEMNITY FOR ATTORNEY'S FEES AND COSTS
In the event suit is brought by any party or parties to this escrow, including Stewart Title of California, Inc., as against
each other or others, including, Stewart Title of California, Inc. which results in a dismissal of or judgment in favor of
ucrm NumMr.rnorA-a,,Ee�a AU= t6�� I-L Page 8 of 9
Stewart Title of California, hic., the parties hereto agree to hold harmless, reimburse and indemnify Stewart Title of
California, Inc., its officers and employees, from any loss, expenses, costs and auorney's fees incurred.
THIS AGREEMENT IN ALL PARTS APPLIES TO, INURES TO THE BENEFIT OF, AND BINDS ALL PARTIES
HERETO, THEIR HEIRS, LEGATEES, DEVISEES, ADMINISTRATORS, EXECUTORS, SUCCESSORS AND
ASSIGNS, AND WHENEVER THE CONTEXT SO REQUIRES THE MASCULINE GENDER INCLUDES THE
FEMININE AND NEUTER, AND THE SINGULAR NUMBER INCLUDES TIC PLURAL- THESE
INSTRUCTIONS AND ANY OTHER AMENDMENTS MAY BE EXECUTED IN ANY NUMBER OF
COUNTERPARTS, EACH OF WHICH SFLALL BE CONSIDERED AS AN ORIGINAL AND BE EFFECTIVE
SUCH-
MY/OUR INITIAL (S) HERETO CONSTITUTES INSTRUCTION TO ESCROW HOLDER OF ALL TERMS,6IVD'
CONDITIONS CONTAINED IN THIS AND ALL PRECEDING PAGES AND FURTHER SIGNIFIES THAT I :.
HAVE READ AND UNDERSTAND TFIESE GENERAL PROVISIONS.
y
INITIAL:
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STG Privacy Notice 1 (Rev 01/26/09) Stewart Title Companies
WHAT DO THE STEWART TITLE COMPANTCS DO WITH YOUR PERSONAL INFORMATION?
1
Federal and applicable stale law and regulations give consumers the right to lhuit some but not all sharing.Federal and applicable state law
regulations also require us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to
understand how we use your personal information.This privacy notice is distributed on behalf of the Stewart Title Guaranty Company and
its affiliates(the Stewart Title Companies),pursuant to Title V of the Gramm-beach-Bliley Act(GI.BA).
The types of personal information we collect and share depend on the product or service that you have sought through us. This
information can include social security numbers and driver's license number. ?
All financial companies, such as the Stewart Title Companies, need to share customers'personal information to run their everyday
business—to process transactions and maintain customer accounts. In the section below, we list the reasons that we can share
customers'personal information;the reasons that we choose to share;and whether you can limit this sharing. p
Reasons we 101 information Do we share?,, Can you limit this sharing?_
For our everyday business purposes—to process your transactions and maintain
your account.This may include running the business and managing customer Yes No
accounts,such as processing transactions,mailing,and auditing services,and
responding to court orders and legal investigations.
For our marketing purposes—to offer our products and services to you. Yes No
For joint marketing with other financial companies No We don't share
For our affiliates' everyday business purposes—information about your
transactions and experiences.Affiliates are companies related by common
ownership or control. They can be financial and nonfinancial companies. our Yes No
affiliates may include companies with a Stewart name;financial companies,such as
Stewart Title Company
For our affiliates' everyday business purposes—information about your
creditworthiness. No We don't share
For our affiliates to market to you Yes No
For nonaffiliates to market to you.Nonaf6liates are companies not related by No We don't share
common ownership or control. They can be financial and nonfinancial companies.
We may disclose your personal information to our affiliates or to nonaffiliates as permitted by law.If you request a transaction with a
❑onaffiliate,such as a third party insurance company,we will disclose your personal information to that nonaffiliate. [We do not
control their subsequent use of information,and suggest you refer to their privacy notices.]
,p 8�r•-¢,$i� 1,71 �IW �ddwl4��k nilpN!''J�116�'wpw�,'��p'o�i,��6i��Rl,niF"�J&�' � !t,i dp4,",�a d' '�i 4�.JCnm;udtl�pddPtl�
How often do the Stewart Title Companies We must notify you about our sharing practices when you request a transaction.
notify me about their practices?
P How do the Stewart Title Companies To protect your personal information from unauthorized access and use,we use security
protect my personal information? measures that comply with federal and state law. 'These measures include computer,
file,and building safeguards.
I3ow do the Stewart Title Companies We collect your personal information, for example,when you
collect my personal information? . request insurance-related services
provide such information to us
We also collect your personal information from others,such as the real estate agent or
lender involved in your transaction, credit reporting agencies, affiliates or other
companies.
What sharing can I limit? Although federal and state law give you the right to limit sharing (e.g., opt out) in
certain instances,we do not share your personal information in those instances.
If you have an questions about this privacy notice, lease contact us at: Stewart Title Guaranty
i1gOA tBCk k 9 ', Y Y q P Y P
-onpanyh 198t)Post Oak Blv-d,Pr iv�Officer Houston,Texas 7705G
File No.:259064
" Stewart Title of California,Inc
Stewart = M 2010 Main Sheet, Suite 220
Irvine, CA 92614
title of california, inc. (949)476-0777 Phone
(714)242-9886 Fax
Date October 14, 2009 COMPLETE
Escrow Officer Grace Kim
Escrow Number 259064 SIGN AND RETURN
Title Order No. 140-842881-66
Property Address Portion ofAPN 669-060-19, Palm Springs, CA
PRELIMINARY REPORT APPROVAL
The undersigned Buyer hereby aclmowledges receipt of a copy of the Preliminary Report issued by
Orange Coast Title. under Order No. 140-842881-66 dated 7/24/2009 and approve the legal description
of subject property shown on Schedule A of the report. /
Buyer Approval: Buyer herein hereby approves items,-' J���, "/ �� of
Schedule B of the report to be included in the Policy of Title Insurance as exceptions when written.
I have received a copy of these instructions as evidenced by my signature below.
Buyer(s):
City of Palm S rings a municipal corporation
By, I APrKV'EDBYC,71 COUNCIL
Name:
Date:
ATTEST:
City Altorney
;jJi�es Thompson, City Clerk
rsc,owrvmme0=0n r,mm eM,1n,,ne 5=nn Page 1 of 1
I
Order Nv. 140.842881-66
H ORANGE COAST TITLE COMPANY
BUILDER SERVICESICOMMERCIAL DIVISION
y; 3536 CONCOURS DRIVE 9120
ONTARIO, CA 91764
UPDATED PRELXMTNA.RYRE,POItxar�'�i�l,;,r/
COUNTY OF RIVERSIDE
3133 MISSION INN AVENUE
UE
RIVERSIDE,CA 92507
YOUR NO.' BRIANMALIC
ATTENTION: SUE ANNA SCPLATZ ORDERNO: 140-842681.66
PRONE NUMBER: (951)955-0817
PROPERTY ADDRESS: 6555 INDIAN CANYON WAY
➢ATED: AUGUST3,2009
IN RESPONSE TO TNT ABOVE REFERENCED APPLICATION FOR A POLICY OP TITLE INSURANCE, ORANGE COAST TITLE
BUILDER SERVICES 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
HEREINAr"TER SET FORTH,INSURING AGAINST LOSS WHICH MAY BE SUSTAINED BY REASON OF ANY pBFBC7,LIEN OR
ENCUMBRANCE NOT SHOWN OR REFERRED TO AS AN EXCEPTIOON BELOW OR NOT EXCLUDED FROM COVERAGE
PURSUANT TO THE PRINTED SCHEDULES,CONDITIONS AND STIPULATIONS OF SAID POLICY FORMS.
THE PRLNTZD EXCEPTIONS AND EXCLUSIONS FROM THE COVERAGE OF SAID POLICY OR POLICIES ARE SET FORTH IN
EXHIBIT A ATTACHED. COPIES OF THE POLICY FORMS SHOULD BF,READ, THEY ARE AVAILABLE FROM THE OFFICE,
WIEC14ISSUED 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, TII6 EXCEPTIONS AND EXCLUSIONS ARE Mx ANT TO PROVIDE
YOU WITH NOTICE OF MATTERS, WRICII ARE NOT COVERED UNDER TIM TERMS OF THE TITLE INSURANCE
POLICY AND SHOULD BE CAREFULLY CONSIDERED.
IT IS IMPORTANT TO NOTE THAT THIS PRELMUNARY REPORT IS NOT A WRITTEN REPRESENTATION AS TO THE
CONDITION OF TITLE AND MAY NOT FIST ALL LIENS,DEFECTS, AND ENCUImBRANCES AFFECTING TITLE'CO THE
LAND.
THIS REPORT (AND ANY SUPPLEMENTS OR AMENDMENTS HERETO) IS ISSUED SOLELY FOR THE PURPOSE OF
FACILITATING THE ISSUANCE OF A POLICY OF TITLE INSURANCE AND NO LLABILITY IS ASSUMED HEREBY, IF IT IS
DESIRED THAT LIABILITY BE ASSUMED PRIOR TO THE ISSUANCE OE A POLICY OF TITLE INSURANCF, A BINDER OR
COMMITMENT SHOULD BE REQUESTED.
THE POLICY OR POLICIES OF TITLE INSURANCE CONTEMPLATED BY THIS REPORT WILL BE ISSUED BY FIRST AMERICAN
TITLE INSURANCE COMPANY,
DATED AS OF 7ULY 24,2009 AT 7:30 AM.
HELENJOHNSON
TITLE OFFICER
HrLBNJ9OCTITLE.C:01J
PHONE(909)987-5433
FAX(909)297-2547
THE FORM OF FOLICY OF TITLE INSIRANCE CONTENIPL,4TED BY THIS REPORT IS:
PRELIM ONLY
-1-
Order No. 14 0-842881.66
scKEDLTLD"A"
THE ESTATE OR INTEREST IN THE LAND IU;REINAFTER DESCRIBED OR REFERRED TO COVERER BY THIS REPORT
IS:
FEE
TITLE TO SAID ESTATE OR INTEREST AT TRO DATE HEREOF IS VESTRI)IN:
VICTORIA LAND PARTNERS,L P.,A CALIFORNIA LIMITED PARTNERSHIP
THE LAND REFERRED TO IN THIS REPORT IS SITUATED IN THE COUNTY OF RIVERSIDDY, STATE OF CALIFORNIA,
AND IS DESCRT]SED AS FOLLOWS:
PARCEL 1;
THAT PORTION OF U71E NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION22,TOWNSET 3 SOUTFI,
RANGE 4 EAST,SAN BERNARDINO BASE AND MERIDIAN,MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF SAID SECTION 22,SAID POINT A7.S0 BEING ON T18E CENTERLINE OF
INDIAN AVENUE AS SIIOWN BY PARCEL MAP NO.21921 ON FILE IN BOOK 162 PAGE(S) 18 THROUGH 23,INCLUSIVE,OF
PARCEL M,aPS,RECORDS OF RIVERSIDE COUNTY,CALIFORNIA;THENCE SOUTH 00'09'02"WESTALONO SAID
CENTERLINE OF INDIAN AVENUE,A DISTANCE OF 221.94)MZ7,MORE OR LESS,TO A POINT OF INTERSECTION WITH THE
NEW CENTERLINE OF GARNET AVENUE AS SHOWN ON SAID PARCEL.MAP NO.21921;THENCE NORTH 76'18,28"WEST
ALONG SAID NEW CENTERLINP OF GARNET AVENUE,A DISTANCE OF 258.15 FEET;THENCE PERPENDIC_LAR TO SAID
NEW CENTERLINE SOUTH 13%1'32"WEST,A DISTANCE OF 17 50 FEET TO A POINT ON THE SOUTHERLY RIGHT OP WAY
LINE OF GARNET AVENUE AS RELINQUISHED TO THE COUNTY OF RIVERSIDE IN DOCUMENT RECORDED IN BOOIC 2129
PAGES 509 AND 510 OF MAPS,RECORDS OF RIVERSIDE COUNTY,CALIFORNIA,AND THE TRUE POINT OF BEGINNING;
THENCE CONTINUING SOUTH 13041'32"WEST,A DISTANCE OF 165,27 FEET;THENCE SOUTH 76-18'28"EAST AND
PARALLEL WITH SAID NEW CENTERLINE OF GARNET AVENUE,A DISTANCE OF 30.00 FEET;THENCE NORTH 13°41'32"
EAST,A DISTANCE OF 21.00 FEET;THENCE SOUTH 760I8'28"EAST,A DISTANCE OF 103.00 FEET;THENCE SOUTH 13041'32"
WEST,A DISTANCE OF 2100 FEET;THENCE SOUTH 76018'28"EAST AND PARA,LLLL WITH SAID NEW CENTkT2LINB OF
GARNET AVENUE,A DISTANCE OF 112,60 FEET TO A POINT ON THE WESTERLY RTGFTI OF WAY LINE OF INDIAN AVENUC
AS DESCRIBED IN DOCUMENT RECORDED DECEMBER 1,1965 AS INSTRUMENT NO,135291 OF OFFICIAL RECORDS OF
RIVERSIDE COUNTY,CAALIFORIZA; THENCE NORTH 00'0P'02"&AST ALONG SAID WESTERLY RIGHT OF WAY LINE,A
DISTANCE OF 124.62 FEET TO THE MOST SOUTTiERLY,SOUTHEAST CORNER OF THE PROPERTY CONVEYE➢TO THE
COUNTY OF RIVERSIDE IN INSTRUMENT RECORDED AUGUST 3,1995 AS INSTRUMENTNO.052566 OF OFFICIAL RECORDS
OF RIVERSIDE COUNTY,CALIFORNIA; THENCE ALONG THE SOUTHERLY AND WESTERLY LINES OF THE PROPERTY
CONVEYED IN SAID INSTRUMENT THROUGH THE FOLLOWING THREE(3)COURSES:
NORTH 38'04'41"WEST,A DISTANCE OF 28.47 FEET;THENCE NORTH 76'18'29"WEST,A DISTANCE OF 131.87 FEET;THENCE
NORTH 00009'02"EAST,A DISTANCE OF 27.26 FEET TO THE NORTHWEST CORNER OF THAT CERTAIN PARCEL CONVEYED
TO STANDARD OIL COMPANY OF CALIFORNIA,ADELAWARE CORPORATION,BY DEED RECORDED OCTOBER 6, 1965 AS
INSTRUMENT NO.114285 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY,CALIFORN'TA,AND A POINT ON
AFOREMENTIONED SOUTHERLY RIGPIT OF WAY OF GARNET AVENUE;THENCE NORTH 76018'28"WEST ALONG SAID
SOUTHERLY RIGHT OF WAY LINE,A DISTANCE OF 55,90 FEET TO THE TRUE POINT OF BEGINNING.
PARCEL2)
A NON-EXCLUSIVE EASEMENT FOR VEHICULAR AND PEDESTRIAN INGRESS AND EGRESS,PARKING AND REAEONABLE
ENJOYMENT AS SET FORTH MORE PARTICULARLY IN THAT CERTAIN GRANT OF EASEMENTS DATED MAY 14,1999 AND
RECORDED TUNE 22,1998 AS INSTRUMENT NO.254053,OF OFFICIAL RECORDS OF RIVERSIDE COUNTY,CALIFORNIA.
PARCEL 3:
AN EXCLUSIVE EASEMENT FOR V&FACUL AR PARKING AND REASONAELE ENJOYMENT THEREOF AS SET PORTII MORE
PARTICULARLY IN THAT CERTAIN GRANT OF EASEMENTS DATED MAY 14, 1995 AND RECORDED.RUNE 22,1999 AS
INSTRUMENT NO.254053 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY,CALIFORNIA.
-2-
I
Order No.140-842381-66
SCBlJDU ,E°°B„
AT TBE DATE 7ZERTOF EXCEPTION TO COVERAGE IN ADDITION TO TILE PRINTED EXCEPTIONS AND EXCLUSION
CONTAINED IN SAID POLICY FORM WOULD BE AS FOLLOWS:
f�GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 2009.2010, INCLUDING ANY ASSESSMENTS
COLL$CTEDWITHTAXES. ALIEN NOT YET PAYABLE.
THE FOLLOWING TAXES HAVE ALL BEEN PAID AND ARE REPORTED FOR PRORATION PURPOSES ONLY.
GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 2008-2009.
TOTALAMOUINT 119,170.00
1STINSTALLMENT $9,085.00
2ND INSTALLMENT $9,085,00
CODE AREA 011-092
PARCEL NO. 669.060-019-1
MPTION SNO14B
C T73B LIEN OF SUPPLEMENTAL TAXES,IF ANY,ASSESSED PURSUANT TO THE PROVISIONS OF SECTION 75,
ET SEQ,OF THE REVENUE AND TAXATION CODE OF THE STATE OF CALIFORNIA-
ASSESSMENTS, IF ANY, FOR COMMUNITY PACILITIES DISTRICTS AFFECTING SAID LAND, WHICH MAY
EXIST BY VIRTUE OF ASSESS_ .8NT MAPS OR NOTICES FILED BY SAID DISTRICTS.
ANY UNPAID AND/OR DELINQUENT BOND OR ASSESSMENT AMOUNTS WHICH MAY HAVE BEEN
REMOVED FROM THE ROLLS OF THE COUNTY TAX ASSESSOR AND WINCH MAY I-IAVE BEEN REMOVED
FROM THE TAX BILLS AND TAX DEFAULT REDEMPTION AMOUNTS.
1) A RIGHT OF WAY FORDITCHES OR CANALS CONSTRUCTED BY THE AUTHORITY OF TILE UNITED STATES,
AS RESERVED IN THE UNITED STATES PATENT RECORDED NOVEMBER 23, 1921 IN BOOR,8 PAGE 204 OF
PATENTS RECORDS OF RIVERSIDE COUNTY,CAL 0RNIA.
2) AN EASEMENT IN FAVOR OF THE UNITED STATES TO ENTER UPON,OCCUPY AND USE,ANY PART OR.,'—TT
OF THAT PORTION OF SAID LAND LYING WITHIN FIFTY FEET OF THE CENTER LINE OF THE
TRANSMISSION LINE RIGHT OF WAY OF THE COAC14ELLA VALLEY INC., AND ELECTRIC COMPANY FOR
THE PURPOSES PROVIDED IN THE ACT OF TUNE 10, 1920 (41 STAT. 1063) AS EVMFNCED BY PATENT
RECORDED NOVEMBER 23, 1921, IN BOOK 8 PAGE 204 OF PATENTS, RECORDS OF RIVERSIDE COUNTY,
CALIFORNIA
3) THE EFFECT OF ORDINANCES RECORDED AUGUST 14, 1961 AS INSTRUMENT NOS.69354 AND 69355 BOTH
OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFOMUA, WHICH RECITE AMONG OTHER THINGS
THAT THE BOUNDARIES OF THE NORTH PALM SFPSNGS COUNTY WATER DISTRICT HAVE SEEN
ATTENDED TO INCLUDED TITS PROPERTY DESCRIBED THEREO-4)
4) AN EASEMENT FORPURPOSES HEREIN STATED,AND RIGHTS INCIDENTAL THERETO AS PROVIDED IN AN
INSTRUMENT
RECORDED: DECEM13ER 1, 1965,AS INSTRUMENTNO. 135291,OFFICIAL RECORDS
FOR: RIGI�T OF WAY POP,STREETS AND INCIDENTAL PURPOSES
IN FAVOR OF. THE COUNTY OF RIVERSIDE
AFFECTS: SAID LAND.
THE LOCATION OF SAID EASEMENTS SET FORTH THEREIN
5) THE EFFECT OF A RESOLUTION RECORDED AUGUST 22, 1980 AS INSTRUMENT NO- 152834 OF OFFICIAL
RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, WHICH RECITES AMONG OTHER THINGS THAT SAID
LAND LIES WITHIN IMPROVEMENT DISTRICT NO. 2 OF THE DESERT HOT SPRINGS COUNTY WATER
DISTRICT.
6) THE EFFECT OF LOT LINE ADJUSTMENT NO.98-01 APPROVED BY THE CITY OF PALM SPRING RIVERSIDE
COUNTY PLANNING DEPARTMENT.
NOTICE OF SAID LINE ADJUSTMENT RECORDED RTl%M 22, 1998 AS INSTRUMENT NO. 154046 OF OFFICIAL
RECORDS OF RIVERSIDE COUNTY,CALIFORNIA-
EXCEPTIONS CONTINUM)
-3-
Ordcr No. 140-843881-66
7) GRANT OF EASEMENT EXECUTED MAY 14, 1998BY POODMAICER,INC.,A DELAWARE CORPORATION, OR
ITS DESIGNEE OR ASSIGNEE ("FOODMAKER") AND ROBERT MINER, RECORDED TUNE- 22, 1998 AS
INSTRUMENT NO.254052 OF CFFICIAX RECORDS OF RIVERSIDE COUNTY,CALIFORNIA,
REFERENCE IS KERREY MADE TO THE ABOVE DOCUMENT FOR FULL PARTICULARS.
8) CONDITIONS CONTAINED N THAT CERTAIN GRANT OF EASEMENTS EXECUTED MAY 14, 1999 BY
FOODMAYFR, INC., A DELAWARE CORPORATION AND ROBERT MINER, RECORDED TUNE 22, 1999 AS
INSTRUMENT NO,254053 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY,CALIFORNIA.
REFERENCE IS HEREBY MADE TO THE Ai30VE DOCUMENT FOR FULL PARTICULARS,
9) THE TERMS AND PROVISIONS CONTAINED IN THE DOCUMENT ENTITLED "DECLARATION OF
COVENANTS, CONDITIONS AND RESTRICTIONS TO PARTICIPATE N DISTRICT FOR UTILITY
UNDERGROUNDING UPON NOTICE" RECORDED rMY 6, 1999 AS INSTRUMENT NO. 275939 Or' OFFICIAL
RECORDS.
10) COVENANTS, CONDITIONS AND RESTRICTIONS AS CONTAINED IN THAT MEMORANDUM OF LEASE
E)CBCUTED BY BRIAN C.MALIC TRUST FEBRUARY 3,1981,AS TO AN UN➢NIDTD 25%INTEREST;SEAZONA
PROPERTIES, LTD., A CALIFORNIA LIMITED PARTNERSHIP, AS TO AN UNDIVIDED 25% NTFREST AND
PETER A ZARCADES, TRUSTEE UNDER TRUST INDENTURE OF PETR A. ZARCADES AND SANDRA
ZARCADES DATED JULY 19, 1972 AS TO AN UNDMI)ED 50% INTEREST,LESSOR,AND FOODMAKER,INC.,
A DELAWARE CORPORATION,LESSEE,FOR A TERM OF 18 YEARS,BROWNING SEPTEMBER 22, 1998 AND
TERMINATING SEPTEMBER 21, 2016 UPON AND SUBJECT TO ALL OF TITS. PROVISIONS =,,BIN
CONTAINED,AS DISCLOSED BY THAT MEMORANDUM OF LEASE,DATED SEPTEMBER 22,1999 RECORDED
SEPTEMBER 22, 1998 AS INSTRUMENT NO. 402S58 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY,
CALIFORNIA.
11) ADHEDOFTRUSTTO SECURE ANINDEBTEDNESSOF
AMOUNT: 51,113,000.00
TRUSTOR; VICTORIA LAND PARTNERS,L.P.,A CALIFORNIA LIMITED PARTNERSHIP
1� TRUSTEE: LAWYERS TITLE INSURANCE CORPORATION,A VIRGINIA CORPORATION
! (,i BENEFICIARY. GE CAPITAL FRANCHISE FINANCE CORPORATION, A DELAWARE
CORPORATION
DATED: IUL.Y 9,2004
RECORDED: IULY 13,2004 AS NSTRL^dENTNO.2004-0540703,OFFICIAL RECORDS.
AN UNRECORDED LEASE, UPON THE TERMS, COVENANTS AND CONDITIONS THER£N PROVIDED,
DISCLOSED BY SUBORDINATION,NON-DISTURBANCE AND ATTORNMHNT AGREEMENT
DATED: JULY 9,2004
LESSOR, VICTORIA LAND PARTNERS,L.P.,A CALIFORNIA LIMITED PARTNFRSIIT?
LESSEE: JACK N THE BOX INC.,A DELAWARE CORPORATION
RECORDED: V lY 13,2004 AS INSTRUMENT NO,2004-0540W4,OFFICIAL RECORDS
SAID LEASE- BIAS BEEN SUBORDINATED TO THE SUBJECT MATTER REFERRED TO IN THIS PARAGRAPH,
BY THE PROVISIONS OF AN INSTRUMENT;
DATED: 7ULY 9,2004
EXECUTED BY: VICTORIA LAND PARTNERS, LP., A CALIFORNIA LIMITED PARTNERSHIP AND
IACKIN THE BOX INC.,A,DHLAWARE CORPORATION
RECORDED: MLY 13,2004 AS INSTRUMENT NO,2004-0540704,OFFICIAL RECORDS
SUBORDINATED TO: ITEM 411
12) RIGHTS OF PARTIES IN POSSESSION OF SAID LAND BY REASON OF UNRECORDED LEASES, IF ANY.
PLEASE FORWARD SAM LEASES FOR OUR EXAMINATION.
13) ANY FACTS,RIGHTS,INTEREST OR CLAIMS WHICH MAY BE SHOWN BY AN INSPECTION OF THE LAND OR
WHICH MAY BE DISCLOSED BY INQUIRY OF PERSONS IN POSSESSION OF SAID RAND.
14) ANY FACTS, RIGHTS, INTEREST OR CLAIMS WHICH ARE NOT SI40WN BY TkE.PUBLIC RECORDS BUT
WHICH COULD BE ASCERTAINED BY MAILING INQUIRY OF THE LESSOR(S) IN THE LEASE OR LEASES
DESCRIBED OR REFERRED TO HEREIN.
15) THE EFFECT OF biNY FAILURE TO COMPLY W,TTH THE TERMS,COVENANTS AND PROVISIONS OF THE
LEASE OR LEASES DESCRIBED OR REFERRED TO FREREW.
ZL=P7'IONS CONTINUED
-4
OrdcT No. 140-8 428 8 1-66
16) TITE REQUIREMENT THAT THERE BE FILED IN THE OFFICE OF TFIE SECRETARY OF STATE A CERTIFICATE
OF LIMITED PARTNERSHIP FOR VICTORIA LAND PARTNERS, L.P., A CALIFORNIA LEVIIFED PARTNERSHIP
12J COMPLIANCE WITH SECTION 15712(A) CORPORATIONS CODE AND A COPY TPE?REOF CFRTTzr) By
THE SECRETARY OF STATE BE RECORDED IN TIC OFFICE OF THE COUNTY RECORDER OF SAID COUNTY;
OR IN THE ALTERNATIVE THL•REQUIREMENT THAT]•IRE COMI-AN BBE FURNISI•IED IN WRITING:
A) A NOTICE EXECUTED BY THE GENERAL PARTNER(S) THAT THE LIMITED PARTNERSHIP HAS NOT
ELECTED TO BE GOVERNED BY THE CALIFORNIA REVISED L7, ITED PARTNERSHIP ACT,AND
B) CONFIRMATION THAT THE CERTIFICATE OF LIMITED PARTNERSHIP RECORDED UNDER PROVISIONS
OF THE UNIFORM LIMITED PARTNERSHIP ACT BY WHICH THE LIMITED PARTNERSHIP WAS FORMED
CONTINUES TO BE ACCURATE AND UP TO DATE.
END OF SCHEDULED
HI/BZ
POLICY RATE: 100%/FA
ENCLOSURES= PLATS
Order No.740-842891-66
"NOTES AND IZEOUIRFMENTS SECTION"
NOTE NO.I
"CALIFORNIA STATE SENATE EILI.NUMBER 2619, EFFECTIVE JANUARY 1, 1991, REQUIRES THAT THE BUYER IN ALL
SALES OF CALIFORNIA REAL ESTATE,WHEREIN THE SELLER SHOWS AN OUT OF STATE ADDRESS,WITHHOLD 3 113 V,OF
THE TOTAL SALES PRICE AS CALIFORNIA STAfE INCOME TAX,SUBJECT TO THE VARIOUS PROVISIONS OF THE LAW AS
THEREIN CONTAINED."
NOTE NO.2
PAYOFF INFORMATION:
NOTE: THIS COMPANY DOES REQUIRE CURRENT BENEFICIARY DEMANDS PRIOR TO CLOSING,
IF THE DEMAND IS EXPIRED AND A CORRECT DEMAND CANNOT BE OBTAINED, OUR REQUIREMENTS WILL BE AS
FOLLOWS:
A. IF THIS COMPANY ACCEPTS A VERBAL UPDATE ON THE DEMAND, WE MAY HOLD AN AMOUNT EQUAL TO ONE
MONTHLY MORTGAGE PAYMENT. THE AMOUNT OF THIS HOLD WILL RE OVER AND ABOVE THE VERBAL HOLD
THE LENDER MAY HAVE STIPULATED.
B IF THIS COMPANY CANNOT OBTAIN A VERBAL UPDATE ON THE DEMAND,WILL EITHER PAY OFF THE EXPIRED
DEMAND OR WAIT FOR THE AMENDED DEMAND,AT THE DISCP PTION OF THE ESCROW.
C. IN THE EVENT TI•IAT A PAYOFF IS BEING MADE TO A SERVICING AGENT FOR THE BENEFICLARY,THIS COMPANY
WILL REQUIRE A COMPLETE COPY OF THE SERVICDNG AGREEMENT PRIOR TO CLOSE.
NOTE NO.5
IF THIS COMPANY 15 REQUESTED TO DISBURSE FUNDS IN CONNECTION WITH THIS TRANSACTION, CHAPTER 598,
STATUTES OF 1999 MANDATES HOLD PERIODS FOR CHECKS DEPOSITED TO ESCROW OR SUB-BSCROW ACCOUNTS. THE
MANDATORY HOLD IS ONE.BUSINESS t)AY AFTER TN.E DAY DEPOSITED. 07117 t CHECKS REQUIRE A I'.OLD PERIOD FROM
THREE TO SEVEN BUSINESS DAYS AFTER TIM DAY DEPOSITED.
IF FUNDS ARE TO BE DEPOSITED WITH ORANGE COAST TITLE BULL➢E.R SERVICES BY WIRE TRANSFER,THEY SHOULD
BE WIRED TO THE FOLLOWING RANK/ACCOUNT:
II aNK OF AM ERICA
100 WR$T 3V SrREET
NEW YORIc,NY 10001
ABA 026009593
ACCOUNT NO.1235563445
CREDIT TO THE ACCOUNT OF ORANGE COAST TITLE BUILDER SERVICES
PLEASE REFERENCE ORDER NO. 140.942851-66 AND HELEN JOHNSON,TITLE OFFICER
-6.
Order ND, 130-8442881-66
ORANGE COAST TITLE COMPANY
BUILDER SEZtVICDS/COMNIERCL4I,DICTSSIDN
3536 CONCOURS M-M 9120
3. ys ONTARTO CA 91764
ATTENTION:
BORROWER:
)LENDERS SUPPLEMENTAL REPORT
TII'. ABOVE NUMBERED REPORT (INCLUDING ANY St'PPLEMENTS OR AMENDMENTS THERETO) IS HEREBY MODIFIED
AND/OR SUPPLEMENTED IN ORDER TO REFLECT THE FOLLOWING ADDITIONAL ITEMS RELATING TO THE ISSUANCE DF
AN AMGRSCAN LAND TITLE ASSOCIATION LOAN POLICY FORM AS FOLLOWS:
A. THIS REPORT IS PREPARATORY TD THIS ISSUANCE OP AN AMERICAN LAND TITLE ASSOCIATION LOAN POLICY OF
TITLE INSURANCE TUTS REPORT DISCLOSES NOTHING, W1410E WOULD PRECLUDE THE ISSUANCE.OF SAL)AMFRICAN
LAND TITLE ASSOCIATION LOAN POLICY OF TITLE INSURANCE WITH ENDORSEMENT NO. 100 ATTACHED THERETO.
B. THE IMPROVEMENTS ON SAID LAND ARE DESIGNED AS:
COMMERCIAL PROPERTY
6555 INDIAN CANYON WAY,IN TILE CITY OF PALM SPRINGS,COUNTY OF RIVERSIDE,STATE OF CALTFORNIA.
C. THE ONLY FEE CONVEYANCES AFFECTING SAID LAND RE-ECORDED WITHIN 24 MONTHS OF THE DATE OF TMS
REP DRT ARE AS FOLLOWS.
NONE.
i
Order No 140-942881-66
FIXIMIT"A"
PARCEL 1:
THAT PORTION OF TI-IF NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 22,TOWNSHIP 3 SOUTH,
RAN GE 4 EAST,SA.N BERNAXI)MO?SASE AND MBRIDIAN,MORE PARTICULARLY DESCRIBED AS FOLLOWS,
COMMENCING AT THE NORTHEAST CORNER OF SAID SECTION 22,SAD)POINT ALSO BRING ON TsI£CENTERLINE OF
INDLAN AVENUE AS SHO WN BY PARCEL MAP NO,21921 ON FILE IN BOOT{162 PAGE(S) 18 THROUGH 23,INCLUSIVE,OF
PARCEL MAP S,RECORDS OF RIVERSIDE COUNTY,CALIFORNIA;THENCE SOUTH 00009'02"WEST ALONG SAID
CENTERLINE OF INDIAN AVENUE,A DISTANCE OF 221.94 FEET,MORE OR LESS,TO A POINT OP INTERSECTION WITH THE
NEW CENTERLINE OP GARNET AVENUE AS SHOWN ON SAID PARCEL MAP NO.21921,THENCE NORTH 7601 P28"WEST
ALONG SAID NEW CENTERLINE OF GARNET AVENUE,A DISTANCE OF 258.15 FEET;THENCE PER?ENDICULAR TO SAID
NEW CENTERLINE SOUT J 13041132"WEST,A DISTANCE OF 17.50 FEET TO APOINT ON THE SOUTHERLY RIGHT OF WAY
LINE OF GARNET AVENUE AS RELINQUISHED TO THE COUNTY OF RIVERSIDE IN DOCUMENT RECORDED rN BOOK 2129
PAGES 509 AND 510 OF MAPS,RECORDS OF RIVERSIDE COUNTY,CALIFORNIA,AND THE TRUE POINT OF BEGINNING;
THENCE CONTINUING SOUTH 13041'32"WEST,A DISTANCE OF 165,27 FEET;THENCE SOUTH 76018'28"EAST AND
PARALLEL WITH SARI NEW CENTERLINE.OF GARNET AVENUE,A DISTANCE,OF 30,00 FEET;THENCE NORTH Ia041'32"
EAST,A DISTANCE OF 21.00 FEET;THENCE SOUTH 76"I8'28"EAST,A DISTANCE OF 103.00 FEET;THENCE SOUTH 13041'32"
WEST,ADISTANCE OF 21.00 FEET;THENCE SOUTH 76018'28"EAST AND PARALLEL WITH SAID NEW CENTERLINE OF
GARNET AVENUE,A DISTANCE OF 112.60 FEET TO A POINT ON THE WESTERLY RIGHT OF WAY LINE OF INDIAN AVENUE
AS DESCRIBED IN DOCUMENT RECORDED DECEMBER I,1965 AS INSTRU.LSNTNO. 135291 OF OFFICIAL RECORDS OF
RIVERSIDE COUNTY,CALIFORNIA; THENCE NORTH 00909'02"EAST ALONG SAID WESTERLY RIGHT OF WAY LINE,A
DISTANCE OF 124.62 F=TO THE MOST SOUTHERLY,SOUTHEAST CORNER OF THE PROPERTY CONV$YED TO THE
COUNTY OF RIVERSIDE IN INSTRUMENT RECORDED AUGUST 3,1995 AS INSTRUMENT NO.252566 OF OFFICIAL RECORDS
OP RIVERSIDE COUNTY,CALIFOMQA4 77-M,CE ALONG TaF SOUTHERLY AND WESTERLY LINES OF THE PROPERTY
CONVEYED IN SAID INSTRUMENT THROUGH THEFOLLOWING THREE(3)COURSES:
NORTH 38004'41"WEST,A DISTANCE OF 28.47 FEET;THENCE NORTH 76°7 8'28"WEST,A DISTANCE OF 131,57 FEET;THENCE
NORTH 00009'02"EAST,A DISTANCE OF 27.26 FEET TO THE NORTI3 WEST CORNER OF THAT CERTAIN PARCEL CONVEYED
TO STANDARD OIL.COMPANY OP CALIFORMA,A DELAWARE CORPORATION,BY DEED RECORDED OCTOBER 6, 1965 AS
INSTRUMENT NO 114285 OF OFFICIAL.RECORDS OF RIVERSIDE COUNTY,CALIFORNIA,AND A POINT ON
AFOREMENTIONED SOUTHERLY RIGHT OF WAY OF GARNET AVENUE;THENCE NORTH 76°19,28"WEST ALONG SAID
SOUTHERLY RIGHT OF WAY LINE,A DISTANCE OF 55.80 FEET TO THE TRUE POINT OF BEGINNING.
PARCEL 2:
ANON-EXCLUSIVE EASEMENT FOR VEHICULAR AND PEDESTRIAN INGRESS AND EGRESS,PARKING AND REASONABLE
ENIOI'MENT AS SET FORTH MORE PARTICULARLY IN THAT CERTAIN GRANT OF EASEMENTS DATED MAY 14,1998 AND
RECORDED.TUNE 22,1998 AS INSTRUMENT NO-254053,OF OFFICIAL RECORDS OF RTVER5IDE COUNTY,CALIFORNIA.
PARCEL 3:
AN EXCLUSIVE.EASEMENT FOR VEHICULAR PARKING AND REASONABLE ENJOYMENT THEREOF OF AS SET FORTH MORE
PARTICULARLY IN THAT CERTAIN GRANT OF EASEMENTS DATED MAY 14, 1998 AND RECORDED TUNE 22,1598 AS
INSTRUMENT NO.254053 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY,CALIFORNIA.
r
Order No. 140-842881-66
NOTICE REGARDING YOUR DEPOSIT OF FUNDS
CALIFORNIA INSURANCE CODE SECTIONS 12413 ET SEQ.REGULATES THE DISBURSEMENT OF ESCROW AND
SUB-ESCROW FUNDS BY TITLE COMPANIES.THE LAW REQUIRES THAT FUNDS BE DEPOSITED 1N THE TITLE
COMPANY ESCROW AND SUB-ESCROW ACCOUNTS AND BF AVAILABLE FOR WITHDRAWAL PRIOR TO
DISBURSEMENT.FUNDS DEPOSITED WITH THE COMPANY BY WIRE TRANSFER MAYBE DISBURSE7D UPON
RL=T.FUNDS DEPOSITED WITH TITS COMPANY VIA CASHIER'S CHECKS DRAWN ON A CALIFORNIA BASED
BANK MAYBE DISSURS D THE NEXT BUSINT?SS DAY ASTER THE DAY OF DEPOSIT-IF FUNDS ARE DEPOSITED
WITTI BY OTEER METHODS,RECORDING OR DISBURSEMENT MAYBE DELAYED.ALL ESCROW AND SUB-
ESCROW FUNDS RECEIVED BY THE COMPANY WILL BE DEPOSITED WITH OTIMR FUNDS IN ONE OR MORE
NON-NTEREST BEARING ESCROW ACCOUNTS OF THE COMPANY IN A FTNANCLA.L INSTITUTION SELECTED
BY THE COMPANY.THE COMPANY AND/OR ITS PARENT COMPANY MAY RECEIVE CERTAIN DIRyCT OR
INDIRECT BENEFITS FROM THS FWANCIAL INSTITUTION BY REASON OF THE DEPOSIT OF SUCH PT-DWS OR
'T FF MAINTENANCE OF SUCH ACCOUNTS WITH THE FINANCIAL INSTITUTION,AND TIM COMPANY SHALL
HAVE NO OBLIGATION TO ACCOUNT TO THE➢EPOSITINO PARTY IN ANY MANNER FOR TM VALUE OF,OR
TO PAY SUCH PARTY,ANY BENEFIT RECEIVED BY THE COMPANY AND/OR ITS PARENT COMPANY,THOSE
BENIEFITS MAY INCLUDE,WITHOUT LIMITATION,CREDITS ALLOWED BY SUCIT FINANCIAL INSTITUTION ON
LOANS TO TIIS COMPANY AND/OR ITS PARENT COMPANY AND EARNINGS ON INVESTMENTS MADE ON TILE
PROCEEDS OF SUCH LOANS,ACCOUNTING,REPORT'IN(*AND OTHER SERVICES AND PRODUCTS OF SUCH
FINANCIAL II\TSTITUTION.SUCH BENEFITS SHALL BE DEEMED ADDITIONAL,COMPENSATION OF THE
COMPANY FOR ITS SERVICES IN CONNECTION WITH THE ESCROW OR SUS-ESCROW.
4
Oder No, 140-842881.5E
ORANGE COAST TITLE BUILDER SERVICES
PRIVACY POLICY
WE ARE COMMITTED TO SAFEGUARDING CUSTOMER INFORT1IATION
IN ORDER TO BETTER SERVE YOUR NEEDS NOW AND IN THE FUTURE,WE MAY AS?,YOU TO PROVIDE US WITH CERTAIN INFORMATION.
WE UNDERSTAND T14AT YOU'MAY BE CONCERNED ABOUT WHAT WE WILL DO WITH SUCH INFORMATION-PARTICULARLY ANY
PERSONAL OR FNANCLAL INFORMATION WE AGREE THAT YOU HAVE A RIGHT TO KNOW HOW WE WILL UTIL12E TFT=.PERSONAL
INFORMATION THAT YOU PROVIDE TO US. THEREFORE. WE HAVE ADOPTED THIS PRIVACY POLICY TO GOVERN THE USE AND
HANDLING OF YOUR PERSONAL INFORMATION.
APPLICABILITY
THIS PRIVACY POLICY GOVERNS OUR USE OF THE INFORMATION YOU PROVIDF TO US.IT DOLE NOT GOVERN THE MANNER IN WHICH
WE MAY USB INFORMATION WE 1'IAYE OBTAINED FROM ANY OTHER SOURCE,SUCH AS INrO-RMATTON OBTAINED FROM A PUBLIC
RECORD OR FROM ANOTHER PERSON OR ENTITY.
TYPES OF INFORKA-TION
DEFENDNO UPON WHICH OF OUR.SERVICES YOU ARE UTILIZING,TIIE TYPES OF NONPULIC PERSONAL INFORMATION THAT WE MAY
COLLECTINCLUDE:
• INFORMATION WE RECEIVE- FROM YOU ON APPLICATIONS, FORMS AND IN OTHER COMMUNICATIONS TO US, WI'7ZTIlEK N
WRITING,N PERSON,BY TELEPHONE OR ANY OTHER MEANS.
INFORMATION ABOUT YOUR ER.ANSACTIONS WFIHUS,OURAFFILIATED COMPANIES,OROTHERS;AND
WFOR_N(ATION WE RECEIVE FROM A CONSUMER-REPORTING AGENCY
USE OF INFORMATION
WE REQUEST IINFORMATION FROM YOU FOR OUR OWN LEGITIMATE- EUS24FSS PURPOSES AND NOT FOR BENEFIT OF ANY
NONAFFILIATED PARTY, TI•IEREPOM WE WILL NOT RFLEASE YOUR LNI'ORMAT(ON TO NONAFFILtATD PARTI?S EXCEPT: (1) AS
NECESSARY FOR US TO PROVIDE THE PRODUCT OR SERVICE YOU HAVE REQUESTZD OF US;OR(2)AS PERMITTED 8Y LAW,WE MAY,
HOWEVER, STORE SUCH INFORMATION INDEFINITELY, INCLUDING THE PERIOD AFTER WHICH ANY CUSTOMER RELATIONSHIP HAS
CEASED. SUCH INFORMATION MAY BE USED POP.ANY INTERNAL PURPOSE, SUCH AS QUALIFY CONTROL EFFORTS OR CUSTOMER
ANALYSIS-
FORME R CUSTOMERS
EVEN IF YOU ARE NO LONGER OUR CUSTOMEF,OURPRNACY POLICY WILL CONTINUE TO APPLY TO YOU
CONFIDENTIALITY AND SECURITY
WE WILL USE OUR EEST EFFORTS TO ENSURE THAT NO UNAUTHOMZED PARTIES HAVB ACCESS TO ANY Or YOUR INFORMATION WE
RESTRICT ACCESS TO NONPUBLIC PERSONAL PNPORMATION ABOUT YOU TO THOSE INDIVIDUALS AND ENTITIES THAT NEED TO KNOW
THAT INFORMATION TO PROVIDE PRODUCTS OR SERVICES TO YOU,WE WILL USE OUR BEST EFFORTS TO TRAIN AND OVERSEE OUR
EMPLOYEES AND P.GFNTS TO ENSURE THAT YOUR INFORMATION WILL BE HANDLED RESPONSIBLY AND IN ACCORDANCE WITH THIS
PRIVACY POLICY.WE CURRENTLY MANTAIN PHYSICAL,ELECTRONIC,AND PROCEDURAL SAFEGUARDS THAT COMPLY WITH FEDERAL
REGULATIONS TO GUARD YOURNONPUBLIC PERSONAL INFORMATION
Ordcr No. 14C-842881-66
E.ZFS, BIT`A' CALIFOPMA LAND TITLE ASSOCIATION
STANDARD COVERAGE POLICY—1990
EXCLUSIONS FROM COVERAGE
The following matter arc expressly excluded flare the coverage of this policy aired the Company will not pay loss or ds mayre,casts,mmmeys'fats or expeagc,
which arise by reason of:
1. (a) Any law,ordinance or govenuaeural regulation(mc6idm,but not hmitedw build'uip or zoning laws,ardinancas,Orregulations)esmeting,rchruladnE,
probrblting or relating(,)the occupancy,use,or enjoyment of the land;(ii)the ehancter,dimensions or location of any impmvemen[now or li r far erected
on the land (i i) a Separation in Own tfShip or a change m the dimensions or area of the land or my parcel of which the land LS or wasa parq or(iv)
ervironmcrtal mrutaction,or the effect of any violation of These laws, ordinances or govemrrlental regulations, except to the e,,,cat dMT a notice of the
onforcemmm thereof or a nonce of a defect,limn,or encumbrance resulting front a violation or alleged violation affecting use Had bas been recorded in the
public records at Date of Policy.
(b) Any govcmmental police power not axcladcd by(4)above, except to the ex[ent that ri notice of the exercise thereof or notice of a defect,lien or
mcuunbmace mstiltmg from a violation or alcged violation mpeeticg die laird has been recorded in the public records at Data of Policy.
2 Rights of eminent domain unless uouce of the excmisc Thereof has been recorded in u,e public records at Dare of Policy,but nor excluding Gorr eoverzge any
Talong which has occurred prior to Data of Policy which would ba binding on the rights of a purchasur for value widreur Imowledge.
3. Defccts,licns,eacnmbranees,adverse claims or other matters:
(a) whether or not recorded in tht public records at Date of Pokey,but created,suffered,assumed or agreed m by the insured claimant;
(b) not,mown ro the Company,not recorded in the public records m Date of policy,but known to the insured claimant and not disclosed in writinTto the
Company by die insured clamant prior to the date the insured claimant became an insured under this policy;
(c) resulting in no loss or damage to die insured clauwut;
A alraeh'ing or created subsequenT to Duce ofpolicy,or
(e) resulting in loss or damage which would not have been sustained if the imured claimant had paid value for The insured mortgage or for the estate or
interest insured by this policy.
4. Unenforumbihty of the hen of the iµsutod mortgage because of the mabihty or failure of the insured at Date of Policy, or the inzb4iry or failure of any
subsequmrt owner of the indebtedness,to comply vmlr the opplicabin doing business laws of rho state in which theland is situated.
5. Invalidity or unenfoscmSility of the lien of the insured mortgage,or claim thereof,winch arises out of the trnnsaation evidenced by the.insured mortgage and
is based upon usury or any consumer credit)iro2euoti or troth in lending law.
6. Any claim,which arises out of the transaction vesting in tie insured the eststs Of interest insured by Tbis policy or the transaction erecting the interest of the
insured lender,by reason oftle operation of federal bamlauprcy,State insolvency or sirrtilar creditors'rights laws.
EXCEPTIONS FROM COVERAGE.-SCHEDULE II,PART T
This policy does not insure against lots or damage(and the Company will not pay cos*,a(tonteys'fees or expenses)which arise by reason of,
1. Taxes or aascesmems winch are not shown as exisrytg licus by din records of any taxmS autlfority that levies taxes or assessments on real property Or by the
public records. Pmucadmgz by a public agency which may result in 4Ixts or assessrents,or notices of such proceedings, whether or not shown by uao
records of such agcucy or by the public records.
2. Any facts,rights,mterctris,or claims which are not shown by the public records but which could be ascctiamed by an iuspection o€the land which may be
asserted by persons in possession thereof.
3. Eascmcn[s,liens or eneumbmnces,or claims thereof,which ere nor shown by The onbhc meords.
4 Discrepancies,ootrthals an hauadary lines,shortage in area,encroachments,Of any other facts which a correct survey would disclose,and Which are not
sbown by the public record.¢.
5. (a) Unp3ue,ted D,r,.g clam,,, (b)eserva[ions or exceptions in patents or in Acts authtoiiaing the issnamc thereof, (c)wafer rights,clam,.rot tlrle to water,
wbcthcr or rapt ire martens excepted under(a),(b)or(c)arc shown by the public mcords.
CETA ROMEOWNEIt'SPOLICY OF TITLE INSURANCE(6)2/9S) 3e
ALTA I GNfr,0 VNMTS POLICY OF TITLE INSURANCE(I0/I7198)EXCLUSIONS FROM COVERAGE
In uddihon m the Excepuen,in Schedule➢,You are not insured against loss,cos[.,,ttofneys'fees,and expenses resulting&ram:
1 Oovemmeni¢I police pewee,and the e%ie[enea or violatio¢of any hew or govenunenL regulavon This include,nrdlnl[Ie es,laws and regulations conaeCung:
(a) buiding; (b)zoning; (c)Land use,(d)]mpravemmts on land;(e) Jand division,(f)envuonmental pmucdon This Ek61n,lon does not apply to
vivladvus or The anfommneni o£these ina¢cm if nonce efihe violation or enforcement appeal.inn bra Public Records et dre policy Date.
Thus Exclusion dots µet 7iiitit the coverage described in Covered Risk 14,15,16,17,or24.
2. The failure of Your rxi,tiµg sln,ctures,or any pact of them,m be consmmted in a=cordance wit],zpplicable building codes. This Exclusion doe:not apply m
violations of building codes n`nndcc of fur vjolatieu appears in the public Records at the Posey Dale.
n. The riglri to Tale:Lbe land by condemning tit,wales.(a)notice of exemisrng the right appeals in the public Reoordr at the Policy Date; (b) the tatting
happened bcfaxe the Policy Date and>e hindmg ore You ref You bought the Land without ltnowing OCthe Taking.
4. Risla; (¢) that aic c:eatcd,allowed,or agreed to by you,whether or not lh�y appear in die Public Rerq:dsi(b)that are known to you at die Policy Date,but
mat to Us,unless they appear of tine Public Records at d:e Policy Dzte,(e)that rosult in no loss to Yon;or(d)that Atst occur naer the Pokey Dam-this does
mat limit rho wv value
r Your Ti H Covered Risk 7,8.d,22,23,24 or 25.
5. �ailurem pay value for Your Title
6. €ask of a nght;(s)to airy Land outside the area spmrimily descibcd and referred to in paragraph 3 of Schadule Ai and(b)in stints,alleys,or waramaye
Lb touch the Land.
This Exclusion dons not limit the coverage described in Covered Risk 11 or IS.
AhMRICAN LAND TITLE ASSOCIATION MIDENTLt t.TITLE INSURANCE POLICY(6-I-S7)
EXCLUSIONS FROM COVERAGE
In addition to the Exceptions in Schedule➢,you are not insured against loss,costs,artoroeys'fins,and ctpcnscs resulting from:
1 Govemineutal police oowey,and ilia existence or violation of any law or gavcmvlent regulation This includes building and xunwg e[diu:mees and also laws
and re0ulptiotu containing land use,unpr""'or'on the land,land division or environmental prntectioa.
Ttns exclusion does no[apply[o vielabans or the enforcement of these mortars wl4ch appear in the public records at Policy Da[e.
is
eaclusmn does not limit Lao xvTunP,coverage described in lmms 12 end 13 of Covered Title Risks.
2. Tlie tight ro take the]and by condemning it,unlq,s:anotice ofexeccismg the right appears in the publicrecords,oil the Policy Daie,ilia taking happuned prior
m the Policy Dat'o and is binding on you ifyou bough[the land wiu"it knowing of the taking
3. To'
that pre created,allowed,err ngrerd to by you,mat¢re laiow0 xo you,but not W us,on flit Policy bate.-vµless dray app&tied in the public
xaeocds;that insult in vie loss[o you, Thal 5est affect your title after the pokey llate--this does not limit Ylta labor and material lien coverage is Item 8 of
Covued'pitle Rislrs
4. Failure To pay value for your title
5. Lack of a right:to any land outside tyre area specifically described and referred to in Item 3 of Schedule P.; OF,in streets,alleys,or waterways that Touch
your land.
Tlu.t exclusroa dots not]dill the access coverage in Item 5 of Coveted Tine Risks-
Order No. 140-842881-66
AMM, CAN LAND TITLE ASSOCIATION LOAN POLICY(10.17-92)
WITH ALTA ENDORSEIvIENT.FORM 1 COVERAGE&
AI1SRYCAN LAND TITLE ASSOCIATION LEASITROLD LOAN POLICY(YO.17.92)
WITH ALTA EN'DORSrMT—'NT FORM 1 MTILiGE
F.XCL13SIONS T'ROM COVERAGE
The following matters are=pt'ee5ly excluded from the coverage of this policy and the Company will not pay loss or dxmaSe costs,attorneys'fees or expenses
wh.ch arise by reason of.
1. (a) Any law, ordimanca or F,ovemmen[al regulation (hncluding but not limited to building and mmHg laws, ordinances, or regulation;) resmctjng,
regulating,prohibiting or relating to(i)[be occupancy,use,or enjoyment or the land;(ij the otimc[er,dunensions or location of any improvement now or
hereafer erected on the land;(ii)a sepamdon in owpaslvp or a change m the oimcrosions crams
arm of the land or any,
of wiiclt the land is or was a par,
or(iv)ctvieon a" 'proieellon,or Ate effect of any violation of dense laws,nR]ltaflnee5 or gOVemmental rnsn}ati(+ns except to the extent that a notice of Are
enforcement tUercof are a notice of a defect lien or encumbrance resulting from¢violation or alleged violation aSaNug to
land has been recorded in cic
pubic rcwrds at➢ate of Policy.
(b) Amy Governmental police power not ex
clµdW 6y(a)about,except to the extent at-is"
[a notice of the exercise th"Of or a notice of a defect,lien or
encumbrance rcultingfrom a nol¢ti0n or all-gad vaolat�on affecting 1Ue land has been neotded in the public records at pate CfPoLcy.
.• F.hChls of nnilabnt domain vnlest notice of
exercise nc�reafhas bee¢recordedm the public records at Datb of policy,Uutnoi excluding fromcovemge any
Inking which has tenoned prior bate ofPalicy'I ch would be resulting
on thetights ore purebasor£or value wjlbeu[lmawledge.
3. AeCe Is.liens,cnevmbrµnces,adversecUtims orether mercers:
(a) crca[cd,auffe"ed ass"I'd
or agreed re byttie insured data n n
Ito not]mown to the Company,not recorded m the pmblie renorrL al Date of
Paley,but known to flit insured claimant and Hal disclosed in writing to the
Cmmpsay by the insured claimant pion to the data
the insured cla(main b�amr an
wear-d undo due policy;
(c) rcealtmginno loss nr dnmaEe to Wcinsvred daimvnf
(d) ndaehing or emitted s65equent to dare of policy(except to The exieat that this policy natures the priority of the lice of the insured mortgag-over any
statutory lien for service:,labor or material or to the extent insurance is afforded berew as to asbo sinmrs fur street improvements under consnueton m
completed at date of Polley),or
(e) resulting in loss or damage which would not have been sustomed if the insured claimant had paid value for Aaa itioae[l mortgage.
4. iJneyforcenbility of the lien Of the insured mortgage because of[be inability Or failure of the insured at Data of Policy,or the inability or failure of any
suUs�nqqueetowner ofAue indebtedness to wmply with applion In doingbwiness laws of[he smbm wbiei the)and�s 6ituatnd.
5. Inv¢lidrry or unenibronbihty of the Len of the m5eied mortgage,or clavn tUercof,wluiCh an out o£the mansamlen evidenced by the insured mpngsge sad
Ire based upon usury orany —or.
mer credit protcctiou or mnAi in lending law.
6 Any statutory lien far se[tdces,]abnf or malmals(or die e]aim of priority of any SminiOiy lien for aervicea,tabor oY mntenals over 1lTe ljep ai Ale inSL'rW
mongage)wising from an improvement or work re]aiW to the land which is wnhacrnd for
and commenced snhscquent to Dale of Policy and
is rot frnavtecd
in whole or in part by proceeds of the mdebtedvess sccvyed by the insured morgage which at Pale of
Policy the insured Use advanced or is ahlig¢ted to
advance
7. Any claim,wlvch anses out of the rransaetlon creating[Ire interest of The mortgagee iia tired by this policy,by reason of the operecon of fedcal hankmptcy,
stale insolvency,Or lar creditors'rights laws,Wa[is based on:
(i)die ti'nsact+ea cieathap,the interest of the insured mortgagee bcb.g dean W a iaadulent convcyanec or frsudulcnl transfer or
(ii)[he suibordami of the intnte5t of the insured mortgagee as a result of the epplication of the doctrine or equimblc subordimalien;or
(rill)[bo iransaeejon tna[ing tee mtetes[of the insured martppeee bung d<nned a preferential tmnsfcr excepC where the pre£ercntial transfer tesul[s
from tic failure.(a)to
timely record the instriunent of tians£er;are of such recaldavam to impart notlec re a purchasct•forralue or ajudgemeat or Lea creditor.
.AIvfERICAN T.AND TITLE ASSOCL TION OWNER'S POLICY(1A-T7-92)S
AMERICA L• TITLE ASSOCIATIUN LEASEFIOLD OWNZ+R'5 YOLTCY CI0.17,9y)
EXCC,D5ION5 1,ft0M COVERAGE
The fallaw.y matters are expressly excluded from Ilre coverage of this policy and Tic Company will not pay lass al'damage,costs,attorneys'fees or expenses
which wise by reason of
1. (a) Any law, a:dinence or governmental.regulation (including but not Ibarred to building and inning laws, ordinances, or regulations) restricting,
regulating,prolubi[ing or ielalinp to(i)She occupancy,use,or enjoyment of the lamd� (ii)[be character,dimeiigitn5 or IOCalina of any improvement now or
hereafter erected an tiro land; (air)a sa amboa in owiietship Ora
change in the dimensions tierce of the land or any parcel of which the land is or was a pet;
oe(rv)coviionmertnsl pmteedon,or tUe effect of any yiohation of Aaasc laws,ordinances or govcmnannm!r=glila(ieos except to the axmpt fret a tonne of the
enforcement thereof or a notice of a defect,lien or encumbranec resulmrg from a vwladOn or alleged nolanon affecting the land liar been mcorded in the
public records at bate of policy.
(b) Piny govemmenfal pohae power not excluded by(a)above,exca t to the extent rile[a nonce oC the exercise thereof or a notice of a defect,lien or
encumbrance resulting from u violation or ullcgcd violation!
affecting Ale lend has bee
recorded in tie pebbc records at ion
o£Policy
2. Rigbt5 of emlltant domem unless notice of the exorcist thereof has bean recorded in the public records at cute of Policy,but not excluding from coverage any
taking wlaid has occnrtul prior to D'ete of Policy which would be binding on die[igla[s of a purchaser farvaluc without knowledge.
3. Dcftai bens, 11 beences,advcnt claims or other matters.
(a) cn.eted,suffered,assumed or agmed m by the insured clahnant;
(b) not known to the Company,not recorded in the public records at Datc of Policy,but known to the insured elamaut and not disclosed m writing to the
Company by the insured claimecor prior to the date the insured clairant became en insured under this policy,
(c) resulting in no los5 or damage to the insured claim mt
Panaclaing or=red subsequent inDate of Policy;or
rrsultinp,ire loss or damage which would not have been sustained If the msmcd claemaut had paid value for the estate or interest insured by this policy.
4. Any clean, which arises out of the team, cion vesting in the insured the estate or itimicst insured by this polity,by reason of We operation of federal
6anlauptny,state insolvency,or smm7ar creditor's'ligb[s laws,that is based on:
(1) the trnsanion meeting the estate or interact insured by ibis policy being deemed a fraudulent conveyance or fraudulea.ceneftror
(do) the transaction creating hie estate or inter�.t insured by ibis policy bdmg deemed a preferential tren£er except where the preferential transfer results
from lire failure,(s)to timely record the instrument of transfer,or(b)of such reeo[dation to impart notice to a purchaser for value in a jadgemen[or lien
creditor.
The above policy forim may be issued to afford other Standard Covcmge or Fattendcd CCvemge. In addition to the above F,xcluslons from Coverage,the
Exccptiops fium Coverage m a Standard Covemgc Policy will also malude the following General lnstructons,
SCHC TD LH 8-EXCFPTCONS FR014 COVERA.OG
This policy does not msum against loss or damage(and the Company will not ay casts,attorneys'fees or expenses)which arise by nnson of;
1 Taxes or assessments which are not sluowm us existing liens by the records a any taxms aubonty that levies=cs oC,S5eS5Tucmis on real Droporzy or by The
public records
Proeerdmgs by a public agrney which nay result in lazes or sssessanents,or actions of such proeeednags,whether or not shown by the records Of such agency
or by the public records.
2. Any dents,rigiirs,interests or claims wldert are not shown by the public retards but wlueli could be ascartatincd by an inspection of the land or by malting
inqutry of penans in possession thcinof,
3. Easements,lions of eneuinbranees,or claims Ihereo£,which are not shown by the public records.
4. Disercpaueies,eonf iets in boundary lines,sbarnge in area, e¢eroacUmcum,or nary other facts which a correct survey would disclose,end which are not
shown by the public records
5. (a)Unpatemted mining claims(b)reservations or excepdous iiii patents or in Acts authotizuag the issuance tbemof; (e)watts rights,claims or Otte to want',
whether or not The mattes excepted under(a),(a)or(c)arc shown by flit public records.
om
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o n
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RIVERS10E COUNTY CALIF
—T,
` i,?_:. .-. „1dO1iC2 Th15 IS nQIF1Bf 3 p�3i1TO7 cR5f1N0Y,�11..
is furnished merely as a convenlenC6 to aid
you in IM312ing the land indicated hereon wish
eference to swat and other land. % liability
nce hereon"
is assumed by reason of any relia