HomeMy WebLinkAboutR07-Economic Development Agency
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DBVBLOPIIBlIr DBPARTIIBlIr
OF TIIB CIt'! OF SAIl _.nnIJO
RBOUBSr FOR COIMISSIOR/COlIIICIL ACTIOR
From:
ICEi'lNETH J. HEl'IDERSOR
Executive Director
Subject:
IIILAJID BBVDAGB
FACILIt'! PllRCllASB AIm
SALE A~""K-mIf.['
Date:
November 14, 1991
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SvnoDsis of Previous C~tssiODlCouncil/r_~tttee Action(s):
On October 16, 1991, the Redevelopment Committee took action recommending
to the Community Development Commission approval of the acquisition and
purchase of the Inland Beverage Facilities and that this matter be
forwarded to the Commission upon completion of the appropriate purchase
agreement.
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Recomm~ded IIotion(s):
(C-ttv Develo_t C~tssion)
MOrIOll:
That the Community Development Commission approve the attached
purchase and sale agreement for the acquisition of the
property known as Inland Beverage located at 223 and 227 South
"G" Street, San Bernardino, California, for a total sales
price of $1,075,000, plus $200,000 for environmental clean up
costs; (ii) authorize the Executive Director to execute the
attached purchase agreement, and; (iii) authorize payment in
the amount of $10,000 to Golwix Investments for real estate
consultant services.
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Administrator
~~Oll
Executive Director
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Contact Person(s):
Stafford Parker/Jim SharD
Phone:
5081
Project Area(s):
Central Citv South (CCS)
Ward(s):
One
Supporting Data Attached:
Staff ReDort: Purchase Aareement
FUNDING REQUIREMENTS:
Amount: *1.285.000
Bond Proceeds
Source:
Budget Authority:
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CommissiODlCouncil lIotes:
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KJH:JWS:lab:0279E
COIllISSIOll MBBrIKG AGBKDA
lIeeting Dste: 11/18/1991
Agenda lUll __ber:
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Dz9ZLOP14ZWT DZPART149WT
OF no: crn OF SU RDIIAII1lIRO
STAn' REPORT
Inl.n~ Beveraae rael1itv Aeaaisitian
The Development Department previously received an offer to purchase the
property known as Inland Beverage Facility located at 223-227 South "G"
Street, San Bernardino, California. The proposed acquisition is part and
parcel to the assemblage of properties required for future development
within the Central City South Redevelopment Project Area.
Staff has prepared an informal in-house appraisal establishing the value
of the property in the range of $1.1 to $1.4 million dollars. The deal
points relative to the proposed transaction are as follows:
1. Seller:
Mr. Thomas C. Mason, dba: Inland Beverage
2. ProDertv Location:
223-227 South "G" Street
San Bernardino, California 92410
3. Assessor's Parcel
lIuIIbera:
0136-101-24 and 0136-101-27
4. ProDertv
DescriDtion:
Appron.ately 2.18 acrea of iaproYed
industrial/manufacturing land with
approximately 39,139 square feet of warehouse
industrial structures.
5. Terms of Sale:
$1,075,000.00 all cash.
6. Salea Price Consiats of:
a) $1,075,000 land, structures and improvements.
b) $200,000 as and for a contribution towards the environmental
remediation of the property to be paid through escrow.
c) Seller and Inland Beverage Inc. shall at no additional cost beyond
the sellers contribution from close of escrow guarantee to proceed
and complete the entire environmental remediation of said property
in a expeditiously and timely manner.
d) Seller shall retain the option of a six (6) month period of
interim occupancy of said premises from close of escrow at no
additional cost.
e) Seller may exercise an additional six (6) months extension beyond
the first six (6) month occupancy period for the sum of
$5,000/month rental upon bUYer's approval.
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KJH:JWS:lab:0279E
COIKlSSIOW MDTIIG AGBRDA.
MeetiD& Date: 11/18/1991
Ageada It_ ll1aber: --1--
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DBVBLOPIIEft DlPU.......... StilT IBPOJIT
Inland BeYer..e Facilities Acquisition
Roveaber 14, 1991
P..e lIlaber -2-
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7. Date of C10sin.:
November, 1991.
8. Additional Details to Close of .scrow:
a) Seller retains full responsibility and guarantee of the completion
for the site remediation and closure.
b) Seller requires the Department to provide him with a letter of
condemnation at the time of Closing.
In conclusion, the proposed acquisition facilitates the accomplishment of
three (3) major goals within the Central City South Redevelopment Project
Area, as follows:
1. With the purchase consummated, the seller shall relocate to another
site within the City, which is more conducive to their wsrehouse and
distribution activities. This matter will be formalized as to the
specific location and related time periods in the negotiated purchase
agreement.
2. The seller is the last user of the Southern Pacific rail spur in the
area. Southern Pacific Rail Road has given the City a commitment to
physically remove back to Colton its trunk and spur line from the
district upon the termination of its use by the seller.
3. Conclusively, the acquisition is part and parcel to the continued
assemblage of properties required to promote and ensure the further
development of the Southern Pacific property and the Central City
South Redevelopment Project Area.
On October 16, 1991, the Red~velopment Committee considered this matter
and took action recommending to the Community Development Commission
approval of same. In addition, the Committee directed that this matter be
forwarded to the Commission upon the completion of the appropriate
purchase agreement.
Based upon the foregoing, staff recommends adoption of the form motion,
which includes compensating Golwix Investments in the amount of $10,000
for real estate consultant services rendered to the Economic Development
Agency in connection with this transaction.
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DBl'lETII J. BlSOR, Executive Director
Development Departllent
KJH:JWS:lab:0279E
COIMISSIOR IIDTIlfG AGDDA
Beeting Date: 11/18/1991
Agenda It_ II1aber: -1--
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It.m:
Exhibit "A"
Action to
be Tak.n:
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COMMVNITY DEVELOPMENT COMMISSION OF THE
CITY OF SAN BERNARDINO, CALIFORNIA
AGENDA
Noveaber"18. 1991
RESOLtrrION OF THE COMMVNITY DEVELOPMENT
COMMISSION OF THE CITY OF SAN BERNARDINO,
CALIFORNIA, APPROVING THE ACQUISITION OF CERTAIN
PROPERTY LOCATED IN THE CENTRAL CITY SOUTH
REDEVELOPMENT PROJECT AREA AND AUTHORIZING :THE
EXECUTION OF DOCUMENTS IN CONNECTION THEREWITH
Purchas. and Sale Agr....nt
Adopt R.solution.
Certified copy of Resolution to be returned to Sabe , Green.
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RESOLUTION NO.
RESOLUTION OF THE COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF SAN BERNARDINO,
CALIFORNIA, APPROVING THE ACQUISITION OF
CERTAIN PROPERTY LOCATED IN THE CENTRAL CITY
SOUTH REDEVELOPMENT PROJECT AREA AND
AUTHORIZING THE EXECUTION OF DOCUMENTS IN
CONNECTION THEREWITH
WHEREAS, the City of San Bernardino, California (the
is a municipal corporation and a charter city duly
9 created and existing pursuant to the Constitution and the laws of
10 the State of California; and
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12 WHEREAS, the Community Development Commission of the
13 City of San Bernardino (the "Commission") on behalf of the
14 Redevelopment Agency
of the City of San Bernardino (the
15 "Agency"), is a redevelopment agency, a public body, corporate
16 and politic of the State of California, organized and existing
17 pursuant to the Community Redevelopment Law (Part 1 of Division
18 24) commencing with Section 33000 of the Health and Safety Code
19 of the State of California (the "Act"); and
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21 WHEREAS, the Agency has determined that it would be
22 desirable for the Agency to acquire certain real property and
23 improvements located thereon which real property and improv_ents
24 are generally located at 223-227 South "G" Street (the
25 "Property") for the purposes of assembling such Property for
26 future development in a manner consistent with the Redevelopment
27 Plan for the Central city South Redevelopment Project Area (the
28 "Redevelopment Plan"); and
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1 WHEREAS, the Property is . located within the project
2 area subject to the Redevelopment Plan and the Redevelopment Plan
3 provides for the acquisition of land within the project area for
4 redevelopment purposes; and
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6 WHEREAS, the Aqency proposes to acquire the Property
7 from the present owners thereof, Inland Beveraqe,' a California
8 corporation, pursuant to the terms of that certain Purchase and
9 Sale Aqreement, a copy of which is attached hereto as Exhibit "AD
10 and incorporated herein by this reference; and
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12 WHEREAS, the total purchase price to the Aqency of the
13 Property as set forth in the Purchase and Sale Aqre_ent shall be
14 the sum of One Million Two Hundred Seventy-Five Thousand Dollars
15 ($1,275,000) which purchase price shall be paid from bond
16 proceeds available from the project area subject to the
17 Redevelopment Plan; and
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WHEREAS, upon the Aqency's acquisition of the Property
it is anticipated that such Property shall be held for future
development in a manner consistent with the provisions of the
Redevelopment Plan.
NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION
ACTING ON BEHALF OF THE REDEVELOPMENT AGENCY OF THE CITY OF
SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER AS
FOLLOWS:
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1 section 1. The Recitals hereinabove are true and
2 correct and are incorporated herein by this reference.
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4 Section 2. The. Commission hereby approves the
5 acquisition of the Property pursuant to the terms of that certain
6 Purchase and Sale Aqreement, attached hereto as Exhibit "A", for
7 the purposes of assemblinq such land for future development in a
8 manner consistent with the Redevelopment Plan.
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10 section 3. The Commission hereby authorizes the
11 Aqency Chairman and Secretary on behalf of the Aqency to execute
12 the Purchase and Sale Aqreement and all other necessary documents
13 in connection therewith and take such actions as may be deemed
14 necessary in order to facilitate the acquisition of the Property
15 by the Aqency.
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RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF
SAN BERNARDINO, CALIFORNIA, APPROVING THE ACQUISITION OF CERTAIN
PROPERTY LOCATED IN THE CENTRAL CITY SOUTH REDEVELOPMENT PROJECT
AREA AND ,AUTHORIZING THE EXECUTION OF DOCUMENTS IN CONNECTION
THEREWITH
Section 4.
This Resolution shall take effect upon
5 the date of its adoption.
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7 I HEREBY CERTIFY that the foreqoinq Resolution was duly
8 adopted by the Community Development Commission of the City of
9 San Bernardino at a
10 thereof, held on the
meetinq
day of
,
11 1991, by the followinq vote, to wit:
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Commission Members:
AID
BAn
ABSTAIN
ABSENT
ESTRADA
14 REILLY
HERNANDEZ
15 MAUDSLEY
MINOR
16 POPE-LUDLAM
MILLER
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Secretary
The foreqoinq resolution is hereby approved this
, 1991.
Approved as to
:~~Jt' .
q c(~se
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w. R. Holcomb, Chairman
Community Development
Commission of the
city of San Bernardino
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STATE OF CALIFORNIA )
COUNTY OF SAN BERNARDINO )
2 CITY OF SAN BERNARDINO )
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I, Secretary of the COlllllluni ty
Development COllllllission of the City of San Bernardino, DO HEREBY
4 CERTIFY that the foreqoinq and attached copy of COllllllunity
Development COllllllission of the city of San Bernardino Resolution
5 No. is a full, true and correct copy of that now on
file in this office.
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IN WITNESS WHEREOF, I have hereunto set my hand and
affixed the official seal of the COllllllunity Development COllllllission
of the City of San Bernardino this day of
, 1991.
Secretary of the
cOllllllunity Development COllllllission
of the City of San Bernardino
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EXHIBIT "A"
o PROPERTY ACQUISITION AGREEMENT
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PURCHASE AND SALE AGREEMENT
THIS PURCHASE AND SALE AGREEMENT (the "Aqreement") is
made and entered into as of the day of , 1991,
by and between the REDEVELOPMENT AGENCY OF THE CITY OF
SAN BERNARDINO, a body corporate and politic (the "Agency") and
THOMAS C. MASON, a married man as his sole and separate property
("Mason").
WITNESSETH
WHEREAS, Mason desires to sell
hereinafter defined) to the Agency and the
purchase the Property from Mason; and
WHEREAS, in order to set forth the terms and conditions
of such purchase and sale, the Agency and Mason desire to enter
into this aqreement.
the Property (as
Aqency desires to
NOW, THEREFORE, for and in consideration of the foregoing
premises and the mutual covenants contained herein, and for other
good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledqed, the parties hereby aqree as follows:
ARTICLE I
PURCHASE AND SALE
Section 1.00. Purchase and Sale. Subject to the terms
and conditions ot this Aqreement, Mason hereby aqrees to sell, and
convey to the Aqency, and the Aqency hereby aqr..s to purchase from
Mason, all of Mason's riqht, title and interest in and to the
tollowinqdescribed property (collectively, the "Property"):
(a) 1IAn4. That certain real property (the "Land")
commonly known as 223-227 South "G" street, San Bernardino,
California, and more particularly described in Exhibit "A" attached
hereto and incorporated herein by reference;
(b) YmDrovements. All improvements, buildinqs,
structures and tixtures lOCated on the Land (the "Ymprovements")
save and except tor refriqeration equipment currently existing on
the Land, which equipment may be removed by Mason as hereinafter
set forth;
(c) Easements.
Land or the Improvements;
All easements, if any, benefitinq the
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(d) Riahts and ADDurtenances. All riqhts and
appurtenances pertaininq to the foreqoinq, includinq any riqht,
title and interest of Mason in and to adjacent streets, qores,
alleys or riqhts of ways; and
(e) Water Riahts. All water, water riqhts, sewer
riqhts, water courses, wells, ditches and flUlDes located on or
appurtenant to the Land.
ARTICLE II
PURCHASE PRICE
Section 2.00. Purchase Price. The purchase price (the
"Purchase Price") for the Property shall be On. Million Seventy-
Five Thousand Dollars ($1,075,000.00), and shall be paid by the
Aqency to Mason, in immediately available funds, as follows:
(a) DeDosit. Within thr.. (3) days after .xecution of
this Aqr....nt by the parti.s her.to, and final approval of the
Aqreement by the Community Dev.lopllent Commission, the leqislative
body of the Aqency (th. "Commission"), an .x.cuted copy of the
Aqreement and the Aqency's ch.ck for Fiv. Thousand Dollars
($5,000.00) (the "Deposit") shall be d.livered to First American
Title Insurance Company, San Bernardino offic. (the "Escrow
Aqent"). The Deposit is to be inv.st.d by the Escrow Aqent in an
interest-bearinq account for the benefit of the Aq.ncy.
(b) Cash at Closina. The balance of the Purchase Price
shall b. paid to Mason at Closinq (as her.inaft.r d.fined).
ARTICLE III
PURCHASER'S ACCEPTANCE OF
PHYSICAL CONDITION OF PROPERTY
Section 3.00. Phvsical Condition. Durinq the Inspection
Period (as hereinafter defined), the Aqency shall have insp.cted
the Property to the extent that the Aqency deems necessary and
desirable. The Aqency's failure to notify Mason prior to the
expiration of the Inspection Period as provided in Article X of
this Aqreement, shall constitute the Aqency's representation to
Mason that the Aqency is satisfied in all respects as to the
location and physical condition of the Property, includinq without
limitation the physical condition and structural inteqrity of any
and all Improvements. The parties hereto acknowledqe that, as of
the date of this Aqreement, the Improvements have been dllllllqed by
fire and that Mason intends to correct that damaq. to the extent
necessary to maintain the Improvements in a habitable condition.
The Aqency aqrees that the existence of such fire damaqe shall not
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be grounds for a d.t.rmination by the Ag.ncy that it shall not
proceed with the transactions cont..plat.d in this Agr....nt, as
provid.d in S.ction 10.00 of this Agre_.nt. How.ver, Mason agrees
to return the Improv..ents to a habitable condition by the date
that Mason's t.nant, Inland Beverage ("Inland"), vacates the
Property, irrespective of wh.ther ~nland vacates the Property at
the Closing, during the Initial'Occupancy Period (as hereinafter
defined) or during the Second OCcupancy Period (as h.r.inafter
d.fined). The parties hereto further acJcnowledge that, pursuant to
S.ction 7.00 hereof,. Mason is agr..ing to r_ediate certain
.nvironmental contallination at the PrOPerty, and the parti.s h.r.to
agr.. that any environmental contaaination at the Property which
Mason is agreeing to r_.diate pursuant to Section 7.00 hereof,
shall not be grounds for a d.termination by the Agency that it
shall not proce.d with the transactions contemplated in this
Agr.ement.
Section 3.01. As rs Status of Purchase. WITHOUT
LIMITING THE EFFECT OF THE PROVISIONS OF SECTION 3.00 HEREOF,
INSOFAR AS THEY RELATE TO MASON'S OBLIGATION TO RETURN THE
IMPROVEMENTS TO A HABITABLE CONDITION AS OF THE DATE THAT INLAND
VACATES THE PROPERTY, AND WITHOUT LIMITING THE EFFECT OF THE
PROVISIONS OF SECTION 7.00 HEREOF, INSOFAR AS THEY RELATE TO
MASON'S OBLIGATION TO REMEDIATE CERTAIN ENVIRONMENTAL CONTAMINATION
AT THE PROPERTY, THE AGENCY AClQfOWLEDGES THAT FOLLOWING SUCH
EXAMINATIONS AS THE AGENCY MAY ELECT TO MAKE DURING THE INSPECTION
PERIOD, THE AGENCY WILL HAVE EXAMINED AND APPROVED ALL THINGS WITH
RESPECT TO THE PROPERTY INCLUDING, WITHOUT LIMITATION, CONDITION,
TOPOGRAPHY, SOIL, COMPLIANCE WITH LAWS, SUITABILITY FOR PROPOSED
USE, COMPLIANCE WITH COVENANTS, CONDITIONS AND RESTRICTIONS,
LOCATION, COST, AVAILABILITY AND CAPACITY OF, AND ALL OTHER MATTERS
PERTAINING TO, UTILITIES AND SANITARY FACILITIES, AS THE AGENCY
SHALL HAVE ELECTED TO MAKE. BASED UPON THE FOREGOING, THE AGENCY
AClQfOWLEDGES AND AGREES THAT, EXCEPT FOR ANY REPRESENTATIONS,
WARRANTIES OR COVENANTS OF OR IN THIS AGREEMENT, IT WILL BE
PURCHASING THE PROPERTY "AS-IS. AND .WITH ALL FAULTS. AS OF THE
CLOSE OF ESCROW.
ARTICLE IV
TITLE INSURANCE
Section 4.00. Mason's Obliaation to Provide Title
Insurance. Mason shall deliver to the Agency, within ten (10) days
after the Eff.ctive Date, as hereinafter defined, a preliminary
title report for an owner's title policy issued by First American
Title Insurance Company, together with legible copies of all
restrictive covenants, easements and other items listed as title
exceptions therein (each a .Titl. Defect.). The title policy to be
issued to the Agency pursuant to this section shall enaure fee
simple title to the Agency in the amount of the Purchase Price,
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subject only to the exceptions shown therein to which the Aqency
has aqreed in writinq. The Aqency shall have ten (10) days after
its receipt of. the preliminary title report within which to
disapprove any' Title Defects shown therein, such approval or
disapproval to be within the Aqency's reasonable discretion. If
the Aqency fails to disapprove any particular Title Defect by
written notice delivered to and received by Mason within such time
period, then the Aqency shall be deemed to have approved such Title
Defect. If the Aqency diaapproves any such Title Defect by written
notice delivered to and received by Mason within such time period,
then the Aqency may terminate thia Aqre..ent unless Mason (without
any obl1qation to do so) cures the Aqency's objection to such Title
Defect. Title Defects which the Aqency approves or has been deemed
to have approved pursuant to thia Section shall be hereinafter
referred to as the .Permitted Exceptions.. If Mason is unwillinq
or unable to satisfy any title requirement or to cure any Title
Defect by the Closinq, then Mason shall have the option to either
(a) extend the Closinq by that period of time which is reasonably
required by Mason to satisfy the title requirement or to cure the
Title Defect, or (b) terminate thia Aqreement by written notice to
the Aqency in accordance with the notice provisions of this
Aqre_ent, in which case the Deposit and any other funds placed in
the escrow by the Aqency shall be returned to the Aqency. The
parties hereto acknowledqe that the Property is presently
enCWDbered by a deed of trust which secures a loan funded throuqh
the use of industrial development bonds and that Mason may elect to
extend the Closinq, on a day to day basis, as may be necessary to
effect the reconveyance of such deed of trust.
ARTICLE V
CLOSING
Section 5.00. Closina Throuah Escrow. Subject to the
provisions of this Aqre..ent, the Agency and Mason shall consummate
and close the purchase and sale of the Property contemplated by
this Aqreement when all of the conditions of closinq for the
benefit of the parties hereto have been satisfied or waived, but in
no event later than November 29, 1991, or such later date as is
necessary to enable Mason to obtain a reconveyance of the deed of
trust securinq the industrial development bonds, or on the first
business day thereafter if such date does not occur on a business
day, or at such other time as the parties hereto may aqree upon in
writinq (the "Closinq"). Subject to the provisions of this
Agreement relating to the extension of the Closinq, if the Closinq
does not occur as a result of the failure of a condition, then the
party hereto for whose benefit the condition exists may terminate
this Aqreement, in which event the parties hereto shall have no
further riqhts or obl1qations pursuant to this Aqreement and the
Escrow Aqent shall return to the Aqency the Deposit and any other
funds placed in the escrow by the Aqency. The purchase and sale
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contemplat.d by this Agr.em.nt shall be consWlllDated through an
escrow which the Agency and Mason shall caus. to be established
with the Escrow Ag.nt within three (3) days of the full execution
of this Agr.ement by the parti.s and approval of this Agreement by
the co_ission. The date on which said escrow is established shall
b. the "Effectiv. Date." Th. parties hereto agree to be bound by
the Escrow Ag.nt' s supplem.ntal instructions which are attached to
this Agr.ement as Exhibit "B" and also agree to be bound by any
oth.r escrow instructions or escrow agr.ement required by the
Escrow Agent to perform .scrow and title services customarily
p.rformed within San Bernardino county, California. Th. Agency and
M~son agree to provide the Escrow Agent with ex.cuted copies of any
such .scrow instructions or .scrow agr.ement within five (5) days
aft.r r.ceipt ther.of frOll the Escrow Agent. Any escrow
in.tructions or .scrow agr.ement ex.cut.d by the parties hereto
shall be in accordance with the teras and provisions of this
Agreement, and any conflict betw.en such .scrow instruction. or
escrow agr....nt and this Agr....nt shall be re.olved in favor of
this Agr....nt.
Section 5.01. Mason'. Obliaations at Closina. At
Closing, Mason shall deliv.r to the Escrow Ag.nt the following
documents (all duly execut.d and acknowl.dged by Mason, where
required) :
(a)~. A grant d..d in .ub.tantially the form
attached to this Agreement as Exhibit "C", executed by Mason and
conveying the Land and all Improv...nts thereon to the Agency,
.ubject to no exception. other than the "Peraitted Exception....
(b) Titl. PoliCY. An owner'. title policy in CLTA
.tandard form, naming the Agency a. the in.ured in the amount of
the Purcha.e Price, in.uring that the Agency owns f.. .imple title
to the Property, .ubj.ct only to the Permitted Exceptions. The
Agency, at its option, may .l.ct to cau.e the title company to
endorse the owner's ti tl. policy in any manner the Agency deems
appropriate, at the Ag.ncy's sol. exp.nse. Further, the Agency, at
its sol. .lection, may require that the title policy be in an ALTA
standard fora, in which case the Ag.ncy shall be respon.ibl. for
the amount by which the cost for such ALTA policy .xceeds the cost
for a CLTA policy.
(c) Foreian Person. An affidavit of Mason in the form
described by Treasury R.gulation Section 1.1445-2 certifying that
Mason is not a "for.ign person" as defined in the federal Foreign
Investment in R.al Property Tax, Act of 1980, and the 1984 Tax
Reform Act, as _ended.
Section 5.02. The Aaencv's Obliaation at Closina. At
Closing, the Agency shall deliver to the Escrow Agent the following
(all duly .xecuted and acknowledged by the Agency, where required) :
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(a) Purchase Price. The Purchase Price, in immediately
available funds, due credit beinq qiven for the Deposit, includinq
interest earned thereon.
(b) Evidence of Authoritv. A copy of the duly adopted
Resolution of the commission, authorizinq the ex.cution, d.livery
and performance by the Aqency of this Aqr....nt anc! the c!ocUlllents
required hereby, and desiqnatinq one or more persons to execute
such dOCUlllents in the Aqency' s name in conn.ction with this
Aqre_ent.
Section 5.03. Closina cost.s. Mason shall pay the
followinq closinq costs: Mason's attorn.ys f..s and costs, one
half of the fees and costs due to the Escrow Agent for s.rvices
rend.red as escrow aq.nt; all pr_iuas and charq.s relatee! to the-
issuance of the owners title policy, .xcept as provic!ed in
Section 5.01(b) a):)ov., and all abstract and title exaaination and
other costs r.latee! to the issuanc. of the title policy. The
Aqency shall pay the following closing costs: the Aqency' s
attorn.ys fees and costs, on. half of the f.es anc! costs due to the
Escrow Agent for services render.d as escrow agent, and any chang.s
relatinq to the issuance of an ALTA title policy, if any, pursuant
to Sectlon 5.01(b) a):)ove. Any ac!ditional fees and charqes shall be
divided betw..n the Agency and Mason in accorc!ance with the
customarypractic. in the County of San Bernardino, California.
Section 5.04. Proration. All real .state and personal
property taxes anc! assess.ents with r.spect to the Property (other
than with respect t.o the transfer th.reof) for the year in which
the Closinq occurs shall be prorated to the Closing.
Section 5.05. Deliverv ot Possession. Subject to the
provisions of this Aqre_.nt r.lating to the Closinq occurrinq no
later than November 29, 1991, as that date .ay be extendec! as
provided h.rein, upon the satisfaction by Mason of all of Mason's
obligations as s.t forth h.r.ina):)ove, and upon the satisfaction by
the Agency of all of its obligations as set forth hereina):)ov., and
upon the satisfaction of any and all oth.r condit.ions prec.d.nt. t.o
this Aqre_ent, if any, the Escrow Agent shall c!istribute to the
Agency and Mason the it... and dOCUlllents described in this
Article V, respectively, and the purchase and sale transaction
cont_plate!! in this Aqr._ent shall be finally consummated.
Delivery of possession of the Property to the Aqency shall be made
at Closinq, except as set forth in Article VI.
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ARTICLE VI
POSSESSION OF PROPERTY BY MASON
AND/OR INLAND AFTER CLOSING
Section 6.00. Interim Occunancv. The Parties to this
Aqreement aqree that Ma.on and Inland shall have the riqht to
retain po.....ion of the Prop.rty, includinq the use of all
existinq IlIprovement., for a period of .ix (6) month. cOlUlencinq on
the date of the Close of Escrow (the "Initial OCcupancy Period").
Said pos....ion and occupancy .hall be at no co.t to Mason or
Inland for r.nt. Ma.on aqr... that h. or Inland .hall be .olely
re.pon.ibl. for all expen... of operation and ..int.nance of the
Property during the t.ra of .aid occupancy. Ma.on aqree. that he
or Inland .hall provide the Agency with evid.nc. of" liability
in.uranc. in a fora, in amounts, and by an in.urer acc.ptable to
the Ag.ncy in it. rea.onabl. di.cr.tion. Said insuranc. .hall be
maintained by Ma.on or Inland during the t.ra of it. occupancy of
the Property at Ma.on'. or Inland'. .01. .xpen... It is the
intention of the Parti.. to this Aqream.nt that this Section shall
perait continued occupancy by Inland and/or Ma.on and the operation
of Inland'. exi.ting bu.ine.. fro. the Prop.rty without payment by
Inland or Ma.on to the Aq.ncy for .uch po.....ion, but without cost
to the Agency of any kind r.lating to Ma.on'. or Inland'. continued
use and po.....ion of the Property.
S.ction 6.01. Exten.ion of pos.e.sioll. Th. Parties
further aqr.e that Mason or Inland may r.que.t an additional six
(6) month occupancy period, to c01llll.nce upon the completion of the
Initial occupancy Period by ..rving written notice of .uch request
on the Agency in accordance with the notic. provi.ion. of this
Aqreem.nt not 1... than thirty (30) day. prior to the termination
of the Initial OCcupancy Period. Upon .uch reque.t, the Aqency, in
it. .01. di.cretion, may qrant an .xten.ion of the occupancy period
for a period not to exceed an additional .ix (6) month. (the
"Second occupancy Period"). Durinq the Second OCcupancy Period,
all teras and condition. r.latinq to the continued occupancy of the
Property by Ma.on or Inland ..t forth in S.ction 6.00 .hall apply,
except that Ma.on or Inland .hall pay a r.ntal of $5,000.00 per
month for .ach .onth or portion ther.of during which Mason and/or
Inland occupies the Property during the Second occupancy Period,
with .aid r.nt to be paid in advance on the first day of each
month.
Section 6.02. Notice of Intention to Vacate. Mason
and/or Inland .hall give the Agency not less than thirty (30) days
notice of hi. or its intention to vacate the Property.
Section 6.03. Removal of R.friaeration Eauinment. Mason
shall have the right to remove the pre..ntly existing refrigeration
equipment located on the Property at any time prior to the closing,
durinq Mason's and/or Inland's occupancy of the Property durinq the
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Initial Occupancy Period, or, if applicable, at any time durinq the
Second occupancy Period. A failure by Mason to remove said
refriqeration equipment within thirty (30) days of the date of last
occupancy of the Property by Mason and/or Inland shall be deemed a
waiver of Mason's riqht to remove such equipment.
ARTICLE VII
ENVIRONMENTAL REMEDIATION
Section 7.00. Environmental Remediation of Pronertv.
The parties hereto acknowledqe that Briqht and Associates, of
Placentia, california, have previously conducted a Phase I
Subsurface Investiqation of the Property, dated November, 1986, and
a Phase II Subsurface Investiqation of the Property, dated
September, 1987 (collectively, "Studies"). The parties hereto
aqree that Mason shall retain the responsibility of r_ediatinq any
environmental contamination which is identified in the Studies, in
a diliqent and timely manner and to the satisfaction of the
qovernment aqencies exercisinq jurisdiction over environmental
contamination at the Property, notwithstandinq the conveyance of
the Property to the Aqency as provided in this Aqreement. Subject
to the provisions of Section 7.01, the cost of all such
remediation, whether occurrinq prior to the Closinq or subsequent
thereto, shall be the sole responsibility of Mason. The parties
hereto acknowledqe that such remediation shall not be completed
before the Closinq.
Section 7.01. Aaencv Contribution to Environmental
Remediation. In consideration of the covenants contained in this
Aqreement, the Aqency aqrees to pay to Mason, as and for a
contribution towards the environmental remediation of the Property,
the sum of Two Hundred Thousand Dollars ($200,000.00) (the "Aqency
contribution"). Said sum shall be paid tbrouqh the Escrow Aqent at
the Closinq. The Aqency Contribution shall be retained by Mason
reqardless of the actual ultimate cost of remediation.
Notwithstandinq the total ultimate cost of such remediatiOn, the
Aqency shall not be required to contribute any further amounts
towards such remediation which shall remain the sole responsibility
of Mason.
ARTICLE VIII
RISK OF LOSS
Section 8.00. Casualtv. Without limitinq the effect of
the provisions of Section 3.00 and Section 7.00 hereof, Mason
assumes all risks and liability for damaqe to or injury occurrinq
to the Property by fire, stona, accident, or any other casualty or
cause until the Closinq has been consummated. Except for the fire
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damage and environmental contamination which is provided in Section
3.00 and Section 7.00 hereof, if the Property, or any substantial
portion thereof, suffers any damage prior to the Closing from fire
or other casualty, Mason shall serve written notice thereof on the
Agency within three (3) days of the occurrence of the event causing
such damage, upon which the Agency may either Ca) terminate this
Agreement by delivering written notice to Mason of such termination
within five (5) days after Mason notifies the Agency of the
casualty, or Cb) consUllllllllte the Closinq, in which later event Mason
shall deliver to the Agency, at closinq, any insurance proceeds
actually received by Mason in respect to such casualty or assiqn to
the Aqency, at Closinq, all of Mason's riqht, title and interest in
any claim to proceeds of any insurance coverinq such damage,
provided that in no event shall the Agency be entitled to receive
payment or assignment of insurance proceeds in an amount greater
than the Purchase Price. If the Aqency fails to tillely deliver to
Mason written notice of termination of this Agreement as described
in Ca) above, then the Agency shall be de_ed to have elected to
proceed in accordance with Cb) above. These provi.ions shall not
apply to the fire damage and environaental contaaination which are
referred to in Section 3.00 and Section 7.00 hereof.
Section 8.01. Determination of Substantial Portion. For
purposes of Section 6.00, a "substantial portion" of the Property
shall be deemed to include any casualty loss equal to or qreater
than twenty-five percent C25\) of the Purchase Price, and shall not
include any casualty loss of less than such amount. If any
casualty loss is less than a "substantial portion" of the Property,
then Mason .ay elect to Ca) terminate this Agreement or Cb) proceed
with Closing, in which event Mason shall deliver to the Agency at
the Closing any proceeds actually received by Mason attributable to
the Property from casualty loss, or shall assiqn to the Agency at
Clos1nq all of Mason's right, title and interest in and to any
claim to such proceeds.
Section 8.02. DisDOsition of Denosit. If the Agency
elects to terminate this Agreement pursuant to Section 8.00Ca)
above, then contnporaneously with such termination the Escrow
Aqent shall immediately return the Deposit, toqether with all
interest accrued thereon, to the Aqency, and upon the Agency's
receipt thereof, except as may be expre.sly otherwise provided
herein, neither party hereto shall have any further rights against
or obligations to the other under this Aqreement.
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ARTICLE IX
DEFAULT AND REMEDIES
Section 9.00. Default and Remedies.
Ca) Aaencv Default. If the Agency r.fuses or fails
to consummat. th. purchas. of the Prop.rty Pursuant to this
Agreement for any reason other than t8rlllination hereof pursuant to
a right qrant.d her.under to do so, or br.ach by Mason of his
aqreements her.und.r, then Mason as his sol. and exclusive remedy
shall have th. right to t.rminat. this Aqr....nt by giving the
Agency written notice thereof, in which .vent neither party hereto
shall have any further rights, duti.s or obligations hereunder
except as lIUly be otherwise provided h.rein, and Mason shall retain,
as liquidated dUlllges, th. Deposit together with all int.rest
.arned th.r.on.
THE AGENCY AND MASON AGREE THAT IF THE AGENCY BREACHES IT
DUTIES UNDER THIS AGREEMENT:
CA) MASON'S DAMAGES WOULD BE DIFFICULT TO DETERMINE; AND
CB) THE AMOUNT OF THE DEPOSIT REPRESENTS THEIR BEST AND
MOST REASONABLE ESTIMATE OF MASON'S DAMAGES AT THE TIME OF THE
EXECUTION OF THIS AGREEMENT. A
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Agency's Initials Mason's Initials
Cb) Mason Default. If Mason fails to perform any of his
obligations her.und.r, .ither prior to or at Closing, the Agency
may t.rminat. this Aqr....nt by notifying Mason thereof, at which
time the Deposit, together with all interest earned thereon, shall
be r.turned to the Agency. The Ag.ncy shall have such other
r..edi.s as may be available to it under law or equity, including
specific p.rformanc. of this Aqr...ent. In the event that Mason
br.ach.s his obligations under this Aqr._ent subsequent to
Closing, Mason shall be r.sponsibl. to the Ag.ncy for any actual
monetary dUlllges suff.r.d by th. Agency as a result of said breach,
and the Agency shall have such additional r..edies as may be
available to the Agency in law or at equity.
Section 9.01. Fee. and EXtlenses. If either party hereto
brings suit to enforce this Agreement, then the prevailing party
shall be entitled to recover from the other party reasonable
attorneys fees and costs incurred by the prevailing party and to
receive an award therefor from a court of competent jurisdiction.
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ARTICLE X
INSPECTION
Section 10.00. InsDection. The Aqenc:y shall have until
5:00 p.m. Pacific Standard Tim. on the tenth day aft.r .xecution of
this Aqre_ent by both parti.s (th. "Inspection P.riod") to inspect
the Property for structural soundn.ss or such other purpose as the
Aq.nc:y aay d._ n.c.ssary and proper and to deterlllin., in the
Aqenc:y's r.asonabl. discr.tion, wh.th.r or not to proc..d with the
transactions contemplat.d in this Aqr._.nt. In the .v.nt that the
Aq.ncy, in its reasonable discr.tion, is not eatisfi.d with any
asp.ct of the Property, and if the Aqenc:y and Mason have not
r.ached a writt.n aqr....nt in settl_ent ther.of on or before the
last day of the Inspection P.riod, then the Aqenc:y shall deliv.r to
Mason a teraination notic., to be r.ceived by Mason on or before
the last day of the Inspection p.riod, inforlllinq Mason of the
Aqency's d.sir. to t.rlllinat. this Aqr....nt. If such notice is
properly deliver.d, th.n the Escrow Aqent shall imm.diat.ly r.turn
the Deposit toq.ther with all interest accrued th.reon, to the
Aqenc:y without requirinq any consent or notic. frOlll Mason and, upon
the Aq.nc:y's r.c.ipt th.reof, n.ith.r party her.to shall have any
further riqhts aqainst or obliqations to the other under this
Aqreeaent, .xc.pt as aay be as aay be oth.rwise .xpr.ssly provided
herein. If the Aqenc:y do.s not properly d.liver a termination
notic. to Mason within the time p.riod provided in this section,
then the Inspection of the Aqenc:y shall be d._ed satisfactory to
the Aq.nc:y and the Aqency shall be d.emed to have accept.d the
Property in its .xistinq COndition. Th.s. provisions shall not
apply to the fire damaqe and environmental contamination which are
ref.rr.d to in Section 3.00 and S.ction 7.00 h.reof.
S.ction 10.01. Acc.ss to PrODertv. Durinq the Inspection
Period, Mason and Inland shall provide the Aqenc:y and the Aq.ncy's
aqents with acc.ss to the Property upon reasonable notic. and
durinq noraal busin.ss hours. Th. Aqenc:y's inspection of the
Property shall not unreasonably disrupt the busin.ss operations of
Mason or Inland. Th. Aqency shall be liable for any damaqe or
injury to any p.rson or property oc:c:asioned by the acts of the
Aqenc:y, its _ploy..s, aqents or repr.sentatives durinq any such
inspection, and the Aqency shall, and dO.s her.by, indemnify and
hold harlll.ss Mason and Inland and its officers, directors, aqents
and employ..s from any and all liens, claims, demands or liability
resultinq therefrom.
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ARTICLE XI
MISCELLANEOUS PROVISIONS
Section 11.00. Broker's Commission. The Agency and
Mason each represent and warrant to the other that neither has
employed, retained or consulted any broker, agent or other finder
with respect to the Property except as provided for below, and
Mason and the Agency shall each indemnify and hold the other
harmless fro. and against any and all claims, d...nds, causes of
action, debts, liabilities, judgaments and damages, including,
without limitation, costs and reasonable attorneys fees incurred in
connection with the foregoing, which ..y be asserted or recovered
against the other on account of any brokerage fee, c~ission or
other compensation arising in breach of this representation and
warranty. Mason acknowledges that he has retained Larry Taylor of
Lee and Associates and Al Steward of Schneider Com.ercial
Brokerage, each a licensed real estate broker in California and
that he shall cause any commission owing thereto to be paid to said
brokers by the Escrow Agent from the Purchase Price. Such
commission is compensation to the afore.entioned real estate
brokers as Mason's agent only. The Agency shall have no obligation
to pay said brokers a commission or any other compensation for
their services. Mason shall have no obligation to pay any
commission or fee to any agent or broker, other than the brokers
identified hereinabove.
Section 11.01. Notices. All notices, d~ or requests
required or permitted to be given pursuant to this Agreament shall
be in writing. If not otherwise provided hereunder, all notices,
damands or requests to be sent to any party hereto shall be deemed
to have been properly given or served by delivering the same
personally to each party, by sending the same through a nationally
recognized overnight courier service, or by depositing the same in
the united States ..il, addressed to such party, postage prepaid,
and registered or certified with return receipt requested, at the
following addresses:
As to the Agency:
Redevelopment Agency
of the City of San Bernardino
201 North wEw Street, Third Floor
San Bernardino, California 92401-1507
Attn: Executive Director
With copy to:
Sabe , Green
6320 Canoga Avenue, Suite 400
Woodland Hills, California 91367
Attn: Charles R. Green
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As to Mason:
Thomas C. Mason
223-227 South RGR Street
San Bernardino, California 92410
Attn: Thomas C. Mason
with a copy to:
Gresham, Varner, Savage,
Nolan & Tilden
600 North Arrowhead Avenue
Suite 300
San Bernardino, California 92401
Attn: Mark A. Ostoich
As to Escrow Agent:
First American Title Company
P.O. Box 6327
San Bernardino, California 92412-6327
Attn: Lee Ann Adams
All notices, demands and requests shall be effective when
Personally delivered to the addressee or received by overnight
courier, or by the United States mail in accordance with the
foregoing.
Section 11.02. Bindina Effect. Thi. Agreement shall
bind and inure to the benefit of the parties hereto and their
respective heirs, executors, administrators, legal representatives,
successors and assigns.
Section 11.03. Countertlarts. This . Agreement may be
executed in .everal counterparts, each of which shall be deemed an
original, and all of such counterparts together shall constitute
one agreement, binding on all parties hereto.
Section 11.04. Meraer of Aareement. Unless otherwise
specified in this Agreement, all the terms and conditions of this
Agreement shall not survive the Closing and shall be merged into
the Grant Deed from Mason to the Agency.
Section 11.05. Severabilitv. If all or any portion of
any of the provisions of this Agreement shall be declared invalid,
illegal or unenforceable by laws applicable thereto, then the
performance of said offending provision or provisions shall be
excused by the parties hereto, and such invalidity, illegality or
unenforceability shall not affect any other provision of this
Agreement.
Section 11.06. CaDtions. The titles or captions of the
provisions of this Agreement are merely for convenience of
reference and are not representations of matters included or
excluded from such provisions.
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section 11. 07. Tillie: Entire Aar.elllent. Tillie is of the
essence of this Agreement. The parties hereto expressly
acknowledge and agree that, with regard to the subject matter of
this Agreement and the transactions contemplated herein, <a) there
are no oral agreements between the parties hereto, and (b) this
Agreement, including the defined terms and all exhibits and
addenda, if any, attached hereto, .mbodies the final and complete
agreement between the parties and supersedes all prior and
contemporaneous negotiations, offers, proposals, agreements,
commitments, promises, acts, conduct, course of dealing,
representations, statements, assurances and understandings, whether
oral or written and may not be varied or contradicted by evidence
of any such prior or contemporaneous matter or by evidence of any
subsequent oral agreement of the parties hereto.
Section 11.08. No Modifications ExceDt in Writina. No
modification or amendment of this Agreement shall be binding unless
set forth in writing and signed by the party or parties to be bound
by such modification or amendment.
Section 11.09. Aareement Conditioned QDon ADDroval.
Mason acknowledge. and agrees that, notwithstanding any provision
to the contrary contained in this Agreement, this Agreement and the
Agency's obligations hereunder are expressly subject to and
conditioned upon the acceptance and approval of this Agreement by
the Commission. In the event that the Commission has not approved
this Agreement within fifteen (15) days of the execution hereof by
Mason, then this Agreement shall be null and void and the Deposit,
if previously made, shall be returned to the Agency, together with
all interest accrued thereon, and neither the Agency nor Mason
shall have any rights or liabilities hereunder.
Section 11.10. Further Assurances. In addition to the
acts and deeds recited herein and contemplated to be performed,
executed and/or delivered by either Mason or the Agency, Mason and
the Agency shall perform, execute and/or deliver or cause to be
performed, executed and/or delivered at the Closing, or if
necessary, after the Closing, any and all further acts, deeds and
assurances as may, from time to time, be reasonably required to
consummate the transactions contemplated in this Agreement.
Section 11.11. No Existina Leases. Mason hereby warrants
that, except for his Lease with Inland, upon Closing there will be
no oral or written leases affecting the Property and hereby
covenants to and shall deliver to the Agency at Closing, but
subject to the provisions of Article VI hereof, exclusive
possession of the Property, free and clear of all tenants and/or
other occupants and rights of any such parties. Mason agrees to
provide to the Agency, as a condition for close of escrow, a
written abandonment by Inland of all of its interest in the
Property. Said written abandonment shall not prevent Mason and/or
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Inland from continuing in possession of the Property under the
provisions of Sections 6.00 or 6.01.
Section 11.12. Calendar Davs. All reference. to days in
this Agreement shall be deemed to be references to calendar days.
IN WITNESS WHEREOF, the parties hereto have executed this
Purchase and Sale Aqre_ent to become effective a. of the Effective
Date.
Approved as to form:
SABO , GREEN
~2G.--
Special Agency Counsel
APPROVED AS TO FORM
{,rm LEG-'lL CONTENTA
REDEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO,
A Body Corporate and Politic
Chairman
Secretary
Approved as to form:
GRESHAM, VARNER, SAVAGE, NOLAN , TILDEN
rJ,;",()t l_~ . ~ L j
Attorneys for Mason
SBEOIOOOIIDOCIJ26
11112191100
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EXHIBIT "A"
LEGAL DESCRIPTION
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PARceL NO.1.
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THE NORTH 200 FEET OF THB WEST 280 FEET or LOT 15, BLOCK 11,
RANCHO SAN BBRNARDINO, IN THE CITY or SAN BERNARDINO, COUNTY OF
SAN BERNARDINO, STATE OF CALIFORNIA, AS PBR HAP RECORDED IN BOOK
7, PAGB 2 OF MAPS, IN THB OFFICE OF THE COUNTY RECORDER OF SAID
COUNTY .
SAID LAND IS INCLUDBD WITHIN THE LAND SHOWN ON A HAP RECORDED IN
BOOK 21, PAGB 91 or RECORDS or SURVEY.
EXCEPT ALL OF THE MINERALS AND MINERAL ORES OF EVERY KIND AND
CHARACTER NOW KNOWN TO EXIST OR HEREAFTER DISCOVERED UPON, WITHIN
OR UNDERLYING SAID LAND OR THAT MAY BB PRODUCBD THEREFROM,
INCLUDING WITHOU'l' LIMITING THE GENERALITY or THB FOREGOING, ALL
PETROLEUM, OIL, NATURAL GAS AND OTHER HYDROCARBON SUBSTANCES AND
PRODUCTS DERIVED THEREFROM, TOGETHER WITH THB EXCLUSIVE AND
PERPETUAL RIGHT OF SAID GRANTOR, ITS SUCCBSSORS AND ASSIGNS, OF
INGRBSS AND EGRBSS BENEATH THB SURFACE or SAID LAND TO EXPLORE
FOR, EXTRACT, MINE AND REMOVE THB SAME, AND TO MAXI SUCH USE OF
THB SAID LAND BBNEATH THE SURFACE AS IS NECBSSARY OR USEFUL IN
CONNECTION THEREWITH, WHICH USB MAY INCLUDB LATERAL OR SLANT
DRILLING, BORING, DIGGING OR SINKING or WBLLS, SHAFTS OR TUNNELS,
PROVIDED, HOWEVER, THAT SAID GRANTOR, ITS SUCCBSSORS AND ASSIGNS,
SHALL NOT USB THE SURFACB or SAID LAND IN THE BXBRCISI or ANY or
SAID RIGHTS, AND SHALL NOT DISTURB THE SURFACB or SAID LAND OR.
ANY IMPROVEMENTS THEREON, AS RESERVED IN THE DEED rROM SOU'l'HERN
PACIrIC LAND COMPANY, rILED FOR RECORD MARCH 19, 1964, IN BOOK
6111, PAGE 309, OFrICIAL RECORDS.
PARCRL NO.2.
THE SOUTH 140 FBET or THE NORTH 340 FBBT or THE WEST 280 FEET or
LOT 15, BLOCK 11, RANCHO SAN BBRNARDINO, IN THE CITY or SAN
BERNARDINO, COUNTY or SAN BBRNARDINO, STATE or CALIrORNIA, AS PER
MAP RECORDED IN BOOK 7, PAGB 2 or HAPS, IN THR OFFICB or THE
COUNTY RECORDER OF SAID COUNTY.
EXCEPTING THEREFROM THAT PORTION or SAID PROPERTY LYING BELOW A
DEPTH or 500 FEET MEASURED VERTICALLY rROM THR CONTOUR OF THE
SURFACB THEREor.
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EXHIBIT "B"
SUPPLEMENTAL ESCROW INSTRUCTIONS
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GENERAL PlOVISIONS
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1. DEPOSIT OF FUNDS , DISIUlSEKENTS
You Ihall c1epolit all tUlUIa recelveel In thia ..crow In any bank inlured
by an asaney of the Unlt.d Stataa Governoene, lncludlns your affllla..d bank,
Firlt: NHrlcan trust Company, In OM or _ra of YOUI' ,aneral a.crow deund
accounts. Th... fu.nela aay b. tr&1Ulf.rrad to any other s.neral e.crow deund
account or account., In the above ftaMd bank or banks, Includi"l tho.e
..In.aln.d ln your afflllat.d bank. luy.r and S.ll.r acknowl.dg. thee ..crow
holder vill be depoaltlnl all tunda in ..crow in a non-int.r..t b.arinsf1duc1ary
account at The Bank of Ca11forn1.. All dbbur...nea .hall b. ..de by your
ch.ck. You. ar. authorized not to clo.. ..crow or dl.bu.r.a \IIltl1 load funda have
b.en confl~d In ..crow.
2. PlORATION AIlD ADJUSTIlENTS
The .xpr...lon .clo.. of Escrow. us.d in thl. e.crow ..ans the elate of
which lnaeru.ent. raferrad to her.ln ar. recorded &ad r.late. only to proration.
aMlor adJ.....n.. \1111... oth.rwl.. .pec1n.d.
All proraUona aMlor adJ.....n.. .ra eo be ... on the b..b of a
30-dey IIOnth \1111... oth.rwb. lnaeruee.d 11, vrlUns.
3. UCORDAnON OF I1ISTI1lKIIITS
You .r. .utherbad eo r..ord any __.. deUv...d thr""'" ehb
a.crow, the r.cordl.... of which 1. Dleaaaery or proper in the isauance of the
r.qua".d PoU., of Tlele Inalltanc..
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4. AIITHORIZATIOIl TO IDCUTI A55IClIIIRT OF IIISUlAllCI POLICIES
You. ar. authorl..d to ...cute on baha1f of the part 1.. bar.to fom
...lsn-enta of lDt.re.t In any lnauraDC. po1icl.. (other than tltl. insurance)
call.d for In Chl. ..crow: forvard ...Isn-ent. and po11ci.. upon clo.. of .scrov
to the al.nt vich the r.quest, flr.t, that In.ur.r coaa.nc to .uch transf.r
aMlor ..each. lo...p.yabl. 01_ _lor _ .uch other addltlona or
.on..tlona .. .., have be... _1fl..lly raqulr.d berdn, .nd a"ond, 'hae .h.
a..nt th.r..f..r forw.rd .uch poll.l.. eo the p.rtl.. .ntltl.d eo th...
In .11 act, In thl. .ac~ow ~.latlDl to 1~anc., lncludlna adjustments.
1f .ny, you .ball be fully proeac'ad In .....lns thet .ach poU.y b ln forc.
- tbat' the ne.....ry p...l.. ther.for haa be.n p.ld.
5. AUTHORIZATIOIl TO t'URIltSH COPIES
You ar. to fumi.h . copy of th... lnatruetlona. ...ndaanc. thereto.
clo.i. .tat...nU ancl/o~ any other cIoc___nts depo.lt.d 1n chi. ..crow to the
l.nder o~ l.nder., the 1'..1 a.tate broker or broker. and/or the attorney or
actornaya involved in chi. trAMaction upon r.quest of ch. lender., broken or
.ttornay. .
6. PEIlSOIIAL PlOPlRn TAXIS
No ....inatlon or luuranc. .. to the ..-unt or pa,.nt of personal
property ..... 1. r.quirad ual... ....lf1..lly r.qua.t.d.
7. RIGHT OF CAIIcILI.\nOll
Any parry 1natructlns you eo .anc.l thu ...row .hall fU. noUc. of
canc.ll.tlon In your off1.., In vrlUns. You .ball vlthln . rlllonabla e1M
ther..fe.r ..U. b, ..Rln.. ..U, one copy of the notl.. eo .ach of the other
partl.. at the &ekk..... .eaced 1n chi. eacrov. Unl.s. wrltt.n obj.ction to
c.nc.ll.Uon 11 fU.d 1n your ofUc. by . perry wlthln t.n (10) dey. .fter det.
of ..111na, you. ara authoriz.d at you option to c0llp1y wlth the notlc. and
dell&Dd payaant of your caneallatlOD char... .. provided ln this .Ir....nt. If
wrltt.n obj.ctlon i. fll.d. you are au~rlz.d at your option to hold .11 money
and lut~nt. in thi. ..crow and taka no furth.1:' action uncl1 otherwis.
dir.ct.d. aith.r by the partl..' IlUC1.Ia1 wrlttan iut:rvctloftl. or final order of
. court of co.,.t.nt juri.diction.
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a. ACTIOII 1M INTEaPLlADIR
111. parti.. h.r.co .xpre..ly a,re. that you, .. ..crow holder, have the
.b.olute ript at your .lectlon to fila an acclon ln lnt.rpleader r.quiring the
partl.. to .....r and l1t1&&.. tha1r .a..ral .1.t.. and r1&bt. "'111 th.msalv..
and you are authorlz.d to dapo.lt with the clerk of tha court .11 docuaents and
f~ held 1n thi. ..crov. In the event .uch act10n i. fll.d, the parties
Jointly and ..verally a.r.. to pay your canc.llation chari.' and COICS, .xpenses
and r...onabl. attorney'. f... which you ar. requir.d to .xp.nd or incur In the
lne.rpl..der acelon, eh. .......t ch.r.of to b. flx.d .nd J~ne eh.r.for eo b.
render.d by the court. Upon the flllnl of the .ction. you .h.ll thereupon be
fully r.l....d and dl.charS.d froa all ab1iaacions to fureh.r perform any durt..
or obllS.cions otherwise i.po..eI by the t.~ of thi. e.crov.
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9. TERIlIIlATIOII OF AGEIICY OIUGATIOIlS
If thare 1. no action tAken on tbi. ..crow vithin .1x (6) IIOneb. after
ch. "el_ iillie dat.- .. leC foro 1ft the ..crow lucrueClona or written
extlalon thareof. your Iseney obllS.tlon .hall tanluce at your option and aU
docwanca. ..nla. or other 1 c... held by you .hall b. recul'Dllcl to the pareh.
dopo.l.ln, .....
In the event of cancellation of this ..erow, whether it b. ae the
reque.t of any of che partl.. or otherwi.., the f... and charsa. due First
...1.... Ti.l. IneurOftC. C_...y. inelll4inl .xponditur.. incurr.eI .nel/or
authorlae. .hall be borne equally by die partla. herato hllll... oth&l'Vba alr..d
.0 lpocific.lly).
10. COIIFUCTIJIC INSTIIICTIOIlS
Should you. before OJ: aftel' clo.. of ..ern recelve 01'. beCOM avar. of any
.onflic.in, .......... or cl.1lu with r..poc. to thia ..crow or tho ri..... of any
of tho p.r.ia. hor..o .r ..., _y or property dopoo1.ocI hor.ill or aff.c..eI
hor.by, you oholl hovo tho rip. to eliaconti_ ..., or 011 furthor occo on your
part: UDtll the coaf11cc 1. 1'..01...4 to 10\&1' .atbfacClon. and you lhall hAv. the
furthor ri.... to c_ne. or dof.nd 0117 oction or proc.ocIinp for tho
do....1no.ion of tho conflic. .. providoel in '.raF. 7 and . of tho.. C.n..al
frov1010n0 .
11. FUllDS UTAtIlED IN ISCIOI/
If for Afr1 re.._ fuaU &1'. reealned In e.crow. you ..y c1eclu.c:e char.fro.
$15.00 .. 0 _thly chorl. .. cua.oeli... th.r.of.
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12. USURY
Y... or. .... to be cone.noel with 0117 ......Uon of uoury in ...y 10... or
.ne.....rOftC.. iJmllvoel tn tho proc...in, of th10 ..crow and y... ar. h.reby
r.h...eI of 0117 r.._ibl1ity or liability thor.for.
13. IIQ)_IFY rill ATTOIIIIYS filS AIID COSTS
In tho OVIn. .u1. i. br....... by 0117 porty to th10 ..crow, inelll4inl .h.
eiel_ c-.aay or any other ,arty. .. _lMe .ach ocher. or ocher.. lncludln&
tho .i.l. c_OII7, clo1a1n& ..., ri.... th.y ..y hovo .. apine. .och o<h.. or
apinee the eicl. c......,. chen In chae _vene, the ,arcle. here Co a.na to
inclo..ufy and holel honl..o tho .i.l. c_1Il)' opine. 0117 ...onoy'. f... Ind
cOlel lneured by It.
14. _.8 to ISCIOI/ IIIST111CTIOIlS
Any AM___au or Suppl_nu to the.. e.crow lutl'\lCtiou ....t ba ln
writlnl. the.. .'CI'OW lutl'\lCtlona couticut8 eM .nc1re ..crow becve.n the
..crow bolder and the parcl.. bar.co.
1'. SUPPUIIIIlTAL TAllIS
S.U... and IIuyor oc........loclp tho. tho .....j_. prope..ty ..y be .ubj.c. .0
._l_nul ...... _ .. a r....l. of thoftIo of _robip tokin, ploc. throu'"
thl. a.crow.. IIzl1 nac....~ adJ\IIClleac dull eiCher fU"C1 OIl rac.i,e of e
.uppl_nul .... b111 wiU be _ by tho por.100 ouUido of th10 ..crow Inel
..crow holele.. 10 r.l....eI .f 0117 liabl1ity in c_Uon with .....
16. fRWIIIllAl.Y CIlAIlCE or OWIIElSHIf fOlK
'rior .0 clo.. of .ocrow Buy.r will b. .on. . ...lia1nory Challl. of
Owner.hi, leport, which i. require. b, ch. County Recorder'. offlc. to acco.paay
c!ocUMncI call.cl for hareln at the cl. of record1na. 1n accordance with Sectlon
480.3 of the leWftU8 aDd Taxation Code. luyer 1, avare h. auat rerum tha Carll
coaptetad and allfted ,rlor to clo.a of a.crov. If "crow Holder do.. not
racalv. chis raport pr101' to clo.. of ..crow. luy.r auChor1za. E.crov Holder to
chorp hia .CCOWl. with $20.00 whlch 10 tho f.o tho C-ty locordor ch.rSII for
r.corelln, tho do.eI with.... tho c_l.coel fo... IIuyor 10 hor.by put on notlce
tho. tho M....or 10 r.""i...d to ..11 ...t tho fo.. fo.. c_lotion la... on if L<
he. not been fll.ct at clo.. of '.crow.
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17. COOD nllIDS lAll
The parct.. underlC&nd thae all fund8 to cia.. ..crow ~t b. deposlce4
· sufficient nuablr of day. prlor co che eIa.. of ..crow in order to co.ply v1ch
Section 12413.1 of thl C.lifomia lnaurancl Code. Generally .p..ldn,. v1r.
eransflrred funda ..y be daPOlltl4 inca 0\11' ..crow account anytt.. prior Co the
cIa.. of ..crow. C.,hlar', chaeta and certified check8 (drawn on & local bank)
~t be depo.icld Into our ,Icrow account no tacar than 12:00 noon che b~ln...
day baforl che clo.. of ."crow.
For infol'llaCloll cone.mine holcb on other typa. of check.. ple...
contact your ..crow offiCII'.
11. UPORTIIIG TO TIll IIITIIIIAL IIVDIUI SDVICE
The Tu lefo.. Ace of 1916 prOYldo. cllae Fine _dc... Title lrull.nneo
eo.pAny 8U8C rlpol'c co eM IntaI'Ml Revenue Slnlcl clrealn Infol'Uclon
rOludllll 011 n.l o.coco er....ocelo.... th10 Infomeelon laclude. _nl othu
chI..... cIIa .ollu'. _101 .ocurlcy _r and/or COa ldoacltlcoelon _u ond
!onaRl. addl'l" and the an" ,&1.. pricI of eM tl'auactlon. nil 11 noe a
rO'l"lr_e ....u.eod by FIne _rlcan Tlelo I...vonc. C__, ....e rathu 0
u.... of c_lyl111 vlch cIIa IIOV COa 1.... thl. Infomeelon _e be ProvIded to
FIne _rle... Tlelo 1__. '-Oft)' upon cIIa oponl111 of lacrow, .nd ucrow
CUIDOC clo.., DOC caa the cIe.. "'1' oebel' ~u be nc.~ UDell chi
Infomeelon 1. provIded and cIIa ..llu cueltlo. cIIa occuracy of cho Inforut1on
la nlelna. ., ...cueln of the.. ..crow luel'UCclou, the ..rct.. acknov1edal
rocolpe of chI. noeleo.
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19. TAX UPORTIIIG AIID IlITIGlDUlIIIG DILIGATIllIIS OF TIll PAXTIIS
STATE lAll
C.llfornl. ""DOe and Tazaelon Code SoccI.... 111DS. 11115 and 26131
p1oco opeel.1 nqulr_co for COa nporel111 and vlchholdl111 on buy.n wh.n (ll
cIIa .0Ul111 prleo 10 Ift.eu ch&n flDO,OOO (ono hIIaldrod __ doll.n), .nd
(11) cIIa .0Uu .... ...e r.c.l..... . CalIfornlo __r. pr_rcy Tu ExOlllltlon
dudlll cIIa you of cIIa ..10, and (111) cIIa fundo co cIIa er_elon uo to bo
d1obvlod Co dchar (.) . .ollu vlch . lue ......... _... OIICOldo of
C.Ufornl., or (b) . f1uM101 l..CO_l.cy of cIIa ..Uu. The vlehhold1nl roto
10 chno and ono-chl" ponOlle of cIIa ..Ul111 prlc. u dotl_ In cIIa Itatuto.
tho lollu .y r_oe . v.lver by concocUIII:
Fronchl.. Tu Board
Ilichllold .e S.....co Unle
P. O. loa 651
S.er.....co. GA 9S112-D6S1
(916) 369-4900
FlDDAL lAll
Ine.mol ........ Code Soceion 1445 ploco. opee101 nqulrounco for to
uporel111 and vlchlloldllll on cho porelo. co . rool OICOCO er_ocelon whon tho
..11.1' 1. . ftOa-r..ldenc a111a, a noa......clc corporaclon oe parcner.hip. a
.....el. .oopor.elO11 or porcnor.hlp .onero110d by noa-ro.ldoDCO or non-ro.ldont
corporaclona 01' partaerablp..
1l1ch u.poce ch boch cIIa Scoco Lev and Fodon1 Lev rofund to oboyo.
the parti.. co chi. cr....acclon ar. ...kina All acUmey'., ac:councuc'. or other
tax .p.cia11ac'a opinion cone.mlft1 chi .ff.ce of Ch..o 1a.. OD ehia tr~&ct10n
or ar. re1rlnl Oft chilI' own knov10d.. of cho.. la... The parcte. co thi.
cranaac:clon ar. MOt actlq Oft or rolyl"1 on &111 aeae...ne. .... or ..itted by
ch. ..crow offlc.r. tltll offiCII'. or oth.r c1011nl offlc.r vteh r..p.ce to t~x
r.porelnl or vlchholdlnz rO'l"lr...ne..
SELLEl'S INITIALS
aun:a's IIIITIALS
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EXHIBIT "e"
GRANT DEED
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RECORDDG REQUESTED BY:
Redevelopment Agency ot the
City ot San BernareSino
201 lIorth wzw Street, Third J'loor
San Bernardino, Calitornia 92401
WHEII RECORDED HAIL '1'0:
Redevelopment Agency ot the
City ot San Bernardino
201 lIorth wzw Street, Third Floor
San Bernardino, Calitornia 92401
Attn. Ju.. Sharp, Project Manager
Thi. Space tor Recorder's Use
GRANT DEED
TIll!: llJIDBRSIGNED GlWl'l'OR(.) DZCLll.RE(.)
DOCllMBNTARY TRAIISJ'BR TAX 18 NOT APPLTt"....LI!/GOVRRNMnI'I' I!NTITY
[] _ unincorporataci area [] City ot
Parcel 110.
[] coaputaci on tull value ot property conveyaci, or
[] computed on tull value le.. value ot liens or enCWllbrances
remaining at ti.. ot .ale, and
FOR A VALUABLE COIISIDI!Rll.TION, receipt ot which 18 hereby acknowledged,
THOJIAS C. MASOII, a :urriaci IIlUI a. hi. .ole and .eparate property
(wGrantorW)
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hareby GRANTS, ABSIGNS, TRAIISJ'BRS AND CONVEYS to
The Racievelopunt Agency ot the City ot San Bernardino, a boc1y corporate
and politic,
allot the right, title and intere.t ot the Grantor, .ubject to all matter.
ot record, in that carta in real property locataci in the City ot San
Bernardino, County ot San Bernardino, State ot CAlitornia, a. more tully
de.cribed in the legal d..cription attached hereto a. Exhibit wAw, which is
incorporated herein by thi. reterence.
IN WITHESS WBBREOJ', the Grantor has cau.ed the.e pre.ent. to be executed
th18 _ day ot , 1991.
THOMAS C. MASON
STATE OJ' CALIFORNIA
COUNTY OJ'
)
) ...
on th18 day ot
in the year 1991, betore .., the
under.igned, e Notary Public in and
tor ..id COunty and State, per.onally
appearaci Thoma. C. Ha.on, per.onally
known to .e (or proved to
me on the ba.i. ot .ati.tactory evidence)
to be the per.on who executed the within
in.trument, and acknowleciged to me that
he executed the .ame.
(S1gnature)
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(Nue, typed or pr1nted)
(Space above tor Otticial Seal)
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