HomeMy WebLinkAbout00124C - PA2B6-10 111 ONE HUNDRED ELEVEN ASSOCIATES TAHQUITZ ANDREAS LAND PURCHASE r
• une Hundred & Eleven Associates
acq of land in Tahq-Andreas
proj, PA2B6-10
ACQUISITION AGREEMENT AGREEMENT #124
Resolution 298, 12-31-84
THIS AGREEMENT is entered into this b day of December, 1984, by
and between the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS (the
"Agency") and ONE HUNDRED & ELEVEN ASSOCIATES, a California partnership (the
"Seller") .
RECITALS
A. The Agency is a public body, corporate and politic, organized and existing
under the California Community Redevelopment Law (Health and Safety Code Sections
33000, et sec . ) to carry out the Redevelopment Plan for the Tahquitz-Andreas
Redevelopment Project, adopted by the City Council of the City of Palm Springs
on August 19, 1983, by Ordinance No. 1183.
B. The Seller is the owner of a leasehold estate in certain real property
in the project area commonly referred to as PSL 259.
AGREEMENTS
1 . Agreement to Sell and Purchase.
Seller agrees to sell the Agency and Agency agrees to purchase from
Seller, upon the terms and for the consideration set forth in this Agreement,
that certain leasehold estate in real property (the "Leasehold Estate") pursuant
to that certain lease attached as Exhibit "A" and incorporated herein by reference.
The parties agree that the method by which the sale of the Leasehold Estate shall
be implemented is by Seller' s execution of the Termination Agreement described
in Section 6 below.
2. Acquisition Price.
The total- purchase price for the Leasehold Estate shall be the sum of
One Million One Hundred Thousand Dollars ($1 ,100,000.00) ("Acquisition Price")
In addition, Forty Thousand Dollars ($40,000.00) shall be delivered directly
to Seller upon signing this Agreement.
3. Payment of Acquisition Price.
On or before July 1 , 1985, Agency shall pay Seller the amount of One
Million Sixty Thousand Dollars ($1 ,060,000.00) as final payment for the Leasehold
Estate. If not paid when due, interest at twelve percent (12%) per annum shall
accrue from January 1 , 1985 and be paid by Agency to Seller.
4. Effective Date of Transfer of Leasehold Estate.
The transfer of the Leasehold Estate to the Agency shall be effective
December 31 , 1984.
5. Additional Payment By Agency.
Agency shall reimburse Seller a prorated sum equal to Seller's rental
payments and real property taxes paid for the period from August 1 , 1984 through
December 31 , 1984. This reimbursement of prorated rental payments shall be made
by Agency concurrently with the final payment described in Section 3. Said
reimbursement shall not be applied to the purchase price and shall not exceed
$29,000.00.
6. Termination of Lease.
In addition to the execution of this Acquisition Agreement, Seller will
execute, and have properly notarized, a Termination of Lease in a form similar
to Exhibit "B", attached hereto and incorporated herein by this reference.
This termination of Lease shall be delivered to Agency concurrently with the
execution of this Acquisition Agreement by Seller.
7. Condition of Title.
Except as herein provided, title to the Leasehold Estate shall be free
and clear of all recorded or unrecorded liens, encumbrances, covenants, leases
and taxes. (Except such taxes as may exist for the period commencing January
1 , 1985. )
8. Expenses of Termination.
Except as otherwise provided herein, the Agency shall pay all fees,
charges and costs connected with title insurance reports including, but not limited
to, the premium for any title insurance policy requested by Agency, recording
fees, notary fees, any state, county or city documentary stamps and any transfer
taxes.
9. Possession.
Agency shall be entitled to enter into possession of said property
immediately upon execution of this Agreement and to continue in possession thereof
so long as it is not in default of the performance of this Agreement.
10. Waiver of Inverse Condemnation.
In consideration for the terms of this Agreement, Seller waives all
rights to assert Inverse Condemnation or precondemnation damages against the
Agency, the City, and the developer and acknowledge that the sums received herein
are compensatory in full for any and all delays, damages or possible harm which
you may have otherwise chosen to assert Agency may have caused to Seller.
11 . Entire Agreement.
Both Agency and Seller agree that this Agreement constitutes the sole
and only agreement between them respecting said Leasehold Estate and correctly
sets forth their obligations to each other as of this date.
12. Notices.
Any and all notices or other communications required or permitted by
this Agreement or by law to be served on or given to either party hereto by the
other party hereto shall be in writing and shall be deemed duly served and given
• M
when personally delivered to any member of the party to whom it is directed,
or in lieu of such personal service when deposited in the United States mail ,
first-class postage prepaid, addressed to Agency and Seller as follows:
AGENCY: Community Redevelopment Agency
of the City of Palm Springs
P. 0. Box 1786
Palm Springs, California 92263
SELLER: One Hundred & Eleven Associates
c/o James M. Schlecht, Esq.
801 East Tahquitz-McCallum Way
Palm Springs, California 92262
Either party, Agency or Seller, may change their address for the purpose of this
Section by giving written notice of such change to the other party in the manner
provided in this paragraph.
13. Conflict of Interest.
No member, official or employee of the Agency shall have any personal
interest, direct or indirect, in this Agreement nor shall any member, official
or employee participate in any decision relating to this Agreement which affects
his personal interest or the interests of any corporation, partnership or
association in which he is directly or indirectly interested.
14. Attorneys Fees and Costs.
Should the Agency fail to pay the Acquisition Price described herein
when due, Seller may file an action to recover said price. The Agency shall
pay such sum as a Court may fix as an attorney's fee and all costs related to
such action.
15. Successors and Assigns.
This Agreement shall enure to the benefit of and be binding upon the
parties hereto and- the respective successors and assigns of Seller and Agency.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the day and year first above written.
ONE HUNDRED & ELEVEN ASSOCIATES
O`(
Dated: 1984 By: 2117
"SELLER"
COMMUNITY REDEVELOPMENT AGENCY
// OF THE CIT OF PALM SPPRINGS
Dated: yy� v �� , 1984 By: �,, ✓ /t J
Executive Director
"AGENCY"
ATTEST:
AF'P30V-E; EBY 7F$ii: -Oj%jrMU�41ty REDEV.
AGENCY BY RES. KO.ZZ2L, /�� c
David I Greene and Company Registered Investment Advisors
30 Wall Street • New York • N.Y. 10005
212 344-5180
Members:New Yak and American Stock Exchanges
December 28, 1984
James M. Schlecht, Esq.
Schlecht, Shelvin E Shoenberger
801 Eash Tahquitz-McCallum Way
Suite 100
Palm Springs, California 92262
Dear Jim :
The Estate of Robert Grundt, Deceased as a partner of
One Hundred Eleven Associates, a California partnership, acting
through YOM as Co-Executor of the Estate, is authorized to sign any
and all documents reasonably necessary to complete the agreement
with the Community Redevelopment Agency of the City of Palm
Springs, California for that agency to acquire the leasehold interest
of One Hundred Eleven Associates in lease PSL-259. Said
authorization includes signing the Acquisition Agreement attached
hereto along with the Termination of Lease No. PSL-259, a copy of
which is attached to said Acquisition Agreement.
Sincerely,
One Hundred El e en As 56 tes
By
Alan 1. Greene
AIG :BAM
"Eri5RN TO: M c
r
• ���Vy 'j � tide S�7 r a � a )
C7) CITY ff PALM S{'RINGS
t 60X 1786 o r� a
4) PALM SPRINGS CA. 92263
��� e ._ UNITED STATES
DEPARTMENT OF THE INTERIOR W D_ o> \
BUREAU OF INDIAN AFFAIRS
L�
SACRAMENTO AREA OFFICE
APPROVAL
The within Termination of Lease No. PSL-259 Between RICHARD MICHAEL MILANOVICH,
PS-11; VIRGINIA A. MILANOVICH SALGADO, PS-10; and JAMES STEVE SAUBEL, JR. ,
PS-23; as Lessor, and ONE HUNDRED ELEVEN ASSOCIATES, a California General Part-
nership, as Lessee, consisting of pages 1 through 5, is hereby approved. This
Approval is authorized without the Lessors' signature under Addendum No. 7 to
Lease PSL-315, attached hereto and made a part hereof, and pursuant to Article
44, Lease No. PSL-315 .
Dated: _,.p�;:-..,,v--.-._,r:,�w._-1�•. .,„x"
Area Director, Maurice W.�`Babby
Sacramento Area Office
Pursuant to the Authority delegated
by 209 DM 8 and 10 BIAM 3.1.
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_ I .T_ ... „� I J'p' i
p�tiu� N To:
��TY OF PALM SPRIIJUS Addendum No . 7 to Lease No. PSL-3-1
BOX 1796
ppLM rRtiic�le 9520 ,3 Miscellaneous
7i 1 . Lessors understand that portions of the leased pre-
mises are now encumbered by existing leases and that
00 said existing leases must be terminated prior to
Lessee ' s exercise of its option pursuant to Article 50
of this lease . Lessee covenants to make its best effort
to terminate said existing leases and Lessee further
covenants and warrants that it will pay to the Lessors
under said existing leases their percentage share of any
termination payments made by Lessee with respect to the
termination of said existing leases as may be called for
under the terms of said lease. In consideration of the
foregoing , the Lessors under all existing leases agree,
at the sole option of their respective Lessees , to
extend all performance requirements pursuant to said
existing leases , except for the obligation to pay rent,
for a period of time equal to the date that the Lessee
under said existing lease enters into a written
agreement of termination and until December 31 , 1984 .
Lessors of all said existing leases hereby grant appro-
val of any condemnation action which may be brought to
terminate Lessee ' s rights under said existing leases .
2 . Within thirty ( 30 ) days of approval of this lease
by the Secretary and irrespective of whether Lessee
exercises its option pursuant to Addendum No.. 6 to this
lease, Lessee shall pay all attorneys ' fees incurred by
Lessors with respect to this lease , including without
limitation fees incurred with respect to the nego-
tiation , preparation and execution of this lease.
3 . This document may be executed in counterparts .
LOW Val
Initials : I�'� 9" ��
Lessee Lessor 5`16Q.11
Page I of I page ( s ) g
AFTER RECORDING RETURN TO:
SCHLECHT, SHEVLIN & SHOENBERGER
A Law Corporation (BGG)
P. 0. Box 1906
Palm Springs , California 92263
4 UNITED STATES
DEPARTMENT OF THE INTERIOR
5 BUREAU OF INDIAN AFFAIRS
PALM SPRINGS OFFICE
6 441 Calle Encilia, Suite 8
Palm Springs, California 92262
LEASE NO. PSL-259
CONT. NO. J53C1420-3579
9 ALLOT.NO. PS-10 ; PS-11 & PS-23
10
11 TERMINATION OF LEASE NO. PSL-259
12
13 This Termination of Lease No. PSL-259 , in six duplicate
14 signed copies , is made and entered into this ?-S' day of
15 &r-6,4,je2 198 f, by and between RICHARD MICHAEL MILANOVICH,
16 whose address is 224 Crestview Drive , Palm Springs , California;
17 VIRGINIA A. MILANOVICH SALGADO, c/o Laverne Nelson, 461 Desert
18 Willow Circle, Palm Springs, California; and JAMES STEVE SAUBEL,
19 JR. , whose address is 464 North Monterey, Palm Springs , California,
20 hereinafter collectively called the "Lessor, " and ONE HUNDRED
21 ELEVEN ASSOCIATES, a California General Partnership, hereinafter
22 called the "Lessee , " whose address is c/o James M. Schlecht,
23 Suite 100 , 801 East Tahquitz-McCallum Way, Palm Springs,
24 California 92262.
25
26 W I T N E S S E T H:
27 WHEREAS , on the 23rd day of October, 1978 , the parties
28 hereto entered into Lease No. PSL-259 , Contract No. J53C1420-3579 ;
29 WHEREAS , said Lease was approved by the Area Director,
30 Sacramento Area office , Bureau of Indian Affairs , Department
31 of the Interior, on the 6th day of November, 1978 ; and
1
32 WHEREAS , said Lease was amended by Supplemental Agreement
I
1 No. 1 dated December 27, 1978 , and approved by the Area Director
2 on February 6 , 1979 ; and
3 WHEREAS, said Lease was again amended by Supplemental
4 Agreement No. 2 dated December 14 , 1981, and approved by the
5 Area Director of the Palm Springs Field Office on December 31 ,
6 1981; and
7 WHEREAS , said Lease was again amended by Supplemental
8 Agreement No. 3 dated January 6 , 1983, and approved by the
9 Director of the Palm Springs Office, Bureau of Indian Affairs, on
10 February 8 , 1983 ; and
11 WHEREAS, said Lease was assigned to the named Lessee herein
12 on January 6 , 1983, and approved by the Director of the Palm
13 Springs Office , Bureau of Indian Affairs, on May 4 , 1983; and
14 WHEREAS, said Lease was again amended by Supplemental
15 Agreement No. 4 dated April 15, 1984, and approved by the Acting
16 Director of the Palm Springs Office, Bureau of Indian Affairs,
17 on June 25 , 1984 ; and
18 WHEREAS , the parties desire to terminate said Lease and
19 release and discharge each other from further performance under
20 said Lease .
21 NOW, THEREFORE, in consideration of the premises, the parties
22 agree as follows :
23 1 . Effective Date . The effective date of this agreement
24 shall be December 31, 1984 .
25 2 . Termination of Lease . On the effective date of this
26 agreement, the Lease shall be fully and finally surrendered and
27 terminated.
28 3. Release of Liability. Conditioned on the performance
29 by the parties of the provisions of this agreement, on the
30 effective date of this agreement the parties hereto shall be
31 fully and unconditionally released and discharged from their
32 respective obligations arising from or connected with the
2
1 provisions of the Lease . This agreement shall fully and finally
2 settle all demands, charges , claims , accounts , or causes of
3 action of any nature , including, without limitation, both known
4 and unknown claims and causes of action that arose out of or in
5 connection with the Lease , and it constitutes a mutual release
6 with respect to the Lease .
7 4 . Condition of Premises . On the effective date of this
8 agreement, Lessee shall surrender possession of the premises to
9 Lessor pursuant to the provisions of Article 37 of the Lease .
10 5 . Successors . This agreement shall be binding on and
11 inure to the benefit of the parties and their successors, assignee ,
12 transferees , personal representatives , heirs , or other persons or
13 entities succeeding lawfully to the rights or obligations of
14 either party.
15 6. This Termination Agreement may be executed in any
16 number of counterparts and when so executed, all such counter-
17 parts shall constitute a single instrument binding upon all
18 parties hereto notwithstanding the fact that all parties are
19 not signatory to the original or to the same counterpart. The
20 parties hereto agree that the signature pages from one or more
21 counterparts may be removed from such counterparts and such
22 signature pages all attached to a single instrument so that the
23 signatures of all parties may be physically attached to a single
24 document.
25 IN WITNESS WHEREOF, the parties hereto have set their hands
26
the day and year first above written.
27
i
28 RICHARD MICHAEL MILANOVICH
29
30 VIRGINIA A. MILANOVICH SALGADO
31 JAMES STEVE SAUBEL, JR.
32 "LESSOR"
3
1 ONE HUNDRED ELE N ASSOCIATES
A Cali_ rnia ,;Ge r al Partnership
2 �^ t
By:
3 ALAN I . GREENE
4 By : ESTATE OF ROBERT GRUNDT, DECEASED
5 By:_ t( np/
6 LL YD MAR OV
7 By:
JAMES M. SCHLECHT
8
Co-Executors
9
"LESSEE"
10
11
12 STATE OF CALIFORNIA )
ss.
13 COUNTY OF RIVERSIDE )
14 On , 198 before me , the undersigned, a Notary
Public in and for said State, personally appeared RICHARD MICHAEL
15 MILANOVICH, personally known to me (or proved to me on the basis
of satisfactory evidence) to be the person whose name is sub-
16 scribed to the within instrument and acknowledged that he
executed the same .
17
WITNESS my hand and official seal .
18
19
NOTARY PUBLIC
20
21
22 STATE OF CALIFORNIA )
23 COUNTY OF RIVERSIDE )
24 On 198 , before me , the undersigned, a Notary
Public in and for said State , personally appeared VIRGINIA A.
25 MILANOVICH SALGADO, personally known to me (or proved to me on
the basis of satisfactory evidence) to be the person whose name
26 is subscribed to the within instrument and acknowledged that
she executed the same .
27
WITNESS my hand and official seal.
28
29
NOTARY PUBLIC
30
31
32
4
1 STATE OF CALIFORNIA )
ss .
2 COUNTY OF RIVERSIDE )
3 On , 198 , before me , the undersigned, a
Notary Public in and for said State , personally appeared JAMES S .
4 SAUBEL, JR. , personally known to me (or proved to me on the basis
of satisfactory evidence) to be the person whose name is sub-
s scribed to the within instrument and acknowledged that he
executed the same .
6
7 WITNESS my hand and official seal.
S
NOTARY PUBLIC
9
10
11 STATE OF CALIFORNIA )
) ss .
12
COUNTY OF RIVERSIDE )
13 On ��( ,z,���LJ 3/ 198L , before me , the undersigned, a
14 Notary Public in and for said State, personally appeared ALAN I .
GREENE, personally known to me (or proved to me on the basis of
15 satisfactory evidence) to be the person that executed this
instrument on behalf of the partnership, and acknowledged to me
16 that such partnership executed the same .
17 WITNESS my hand and official seal .
18 6a' C� �' / eAff�dEfh t� M® BIDE
L4'La/ f �?� ��( Notary puhlio, Spate 0 140W yorh• - -
No.43-481887E
NOTARY PUBLIC (qualified in RiohmondCountyy� -
19 COMMIS$IOM Expires Maroh 3o,19a, -
20 --
21 STATE OF CALIFORNIA )
) ss .22
COUNTY OF RIVERSIDE )
23 On _� �cr v2�� 198�1 , before me, the undersigned, a
Notary Public inand for said State , personally appeared LLOYD
24 MARYANOV and JAMES M. SCHLECHT, Co-Executors of the ESTATE OF
ROBERT GRUNDT, DECEASED, personally known to me (or proved to me
25
on the basis of satisfactory evidence) to be the persons that
executed this instrument on behalf of the partnership, and
26
acknowledged to me that such partnership executed the same .
27 WITNESS my hand and official seal .
28
29
�. -
NOTARY PUBLIC v \.
30 - --
31
32
5
A
1 UNITED STATES
2 DEPARTMENT OF THE INTERIOR
3 BUREAU OF INDIAN AFFAIRS
4 SACRAMENTO IDEA OFFICE
5
6
7 APPROVAL
8 The within Termination of Lease No. PSL-259 between
9 RICHARD MICHAEL MILANOVICH, PS-11, VIRGINIA A. MILANOVICH SALGADO,
10 PS-10 ; and JAMES STEVE SAUBEL, JR. , PS-23 , as Lessor, and ONE
11 HUNDRED ELEVEN ASSOCIATES , a California General Partnership,
12 as Lessee , consisting of pages 1 through 5 , is hereby approved.
13
14
AREA Director
15 Sacramento Area Office
Bureau of Indian Affairs
16
17 DATED:
18
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6