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AGREEMENT FOR THE
PURCHASE AND SALE OF CERTAIN REAL PROPERTY
AND FOR RESTRICTIVE COVENANTS
This Agreement for the Purchase and Sale of Certain Real Property and for Restrictive
Covenants (the "Agreement") is entered into as of l 3 , 2018, by and between the City of
Arcadia, a California charter city and municipal corporation ("City") and SAICP LLC, a
California limited liability company ("Purchaser"). City and Purchaser shall individually be
referred to herein as a"party" and together as the "parties."
RECITALS
A. City is the record owner of a parcel of land commonly known as 100 W.
Huntington Drive, Arcadia, California, which is a vacant lot containing approximately 6,273
square feet (the "Property"), which is identified by the Los Angeles County Assessor's Office as
Assessor's Parcel Number 5775-024-919. The Property is more particularly described in the
attached Exhibit "A", which is incorporated by this reference.
B. Purchaser desires to acquire the Property from City for a cash price of$1,000.00.
City is willing to sell the Property to Purchaser on the terms and conditions set forth in this
Agreement.
NOW, THEREFORE, in consideration of the above and the mutual covenants contained
herein, the parties hereto agree as follows:
1. Incorporation of Recitals. The recitals set forth above, and all defined terms set
forth in the recitals and in the introductory paragraph preceding the recitals, are hereby
incorporated into this Agreement as if set forth in full.
2. Purchase and Sale of Property_
a. Acquisition of Property. Purchaser agrees to acquire the Property from City.
b. Purchase Price. The purchase price ("Purchase Price") for the Property shall be
ONE THOUSAND DOLLARS ($1,000.00). The Purchase Price shall be paid by
Purchaser to City as part of the Closing (as defined below) by a cashier's check
payable to "City of Arcadia".
c. Transfer of Ownership Declaration of Restrictions. City shall transfer ownership
of the Property to Purchaser, provided all conditions in this Agreement have been
satisfied, pursuant to a Grant Deed in a form to be agreed to by the parties. Upon
the transfer of ownership of the Property at the Closing (as defined below),
Purchaser shall be in possession of, and be responsible for maintenance of, the
Property. Immediately following the recording of the Grant Deed, the Purchaser
shall execute and record a Grant and Declaration of Public Art Space Conditions,
Covenants and Restrictions in the form of the attached Exhibit"B".
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3. Closing: Pre-Closing Acts. The Closing shall occur when City delivers to
Purchaser a Grant Deed as described above, and Purchaser pays to City the Purchase Price.
There shall be no escrow between the parties, but prior to the Closing and as conditions of the
Closing, the parties shall do the following:
a. City shall in cooperation with Purchaser open a title order with Title 365, 5000
Birch St., #300, Newport Beach, CA 92660 and request a preliminary title report
(the "PTR") which shall then be delivered to Purchaser for review.
b. Purchaser shall then have 10 business days to review the PTR and notify City of
any objections it has to the PTR. If no objections are made within that time,
Purchaser shall be deemed to have waived any objections to the state of title of
the Property. If objections are made, City shall have 10 business days in which to
advise Purchaser either that the objection will be removed from title, or to advise
that City will not proceed with the sale, in which event this Agreement shall
terminate.
c. As part of the Closing, the parties shall request that Title 365 arrange for the
recording of the Grant Deed conveying title to Purchaser, and then issue a CLTA
Owners Policy of Title Insurance for the benefit of Purchaser, showing that the
Property is free and clear of all liens except for real property taxes and
assessments not yet due and payable, and such other exceptions which appeared
on the PTR and to which Purchaser did not object.
d. All of the expenses for the reports, recording and title policy shall be paid by
Purchaser.
4. Maintenance of Property. Display of Public Art Work andPaymentfor Public_Art
Work. Purchaser understands and agrees that the following shall be covenants, conditions and
restrictions on the Property which are intended to run with the land and which will be a part of
the Grant Deed:
a. The parties acknowledge that the Property is located in a prominent location in
the City of Arcadia which is seen by thousands of people on a regular basis. They
also acknowledge that the proposed development project for the land adjacent to
the Property will benefit by the Property being maintained in a condition as to
make it attractive to all who pass by the Property and the adjacent parcels of land.
b. To maximize the long-term benefits to City and to Purchaser, and the successors
of Purchaser, the Parties agree that it is best that the Property be kept free of
buildings, and that it be appropriately landscaped/hardscaped in a manner
approved by City and that it have on it a work of art in the form of a work of
public art which will be attractive to those who view the Property (the "Public
Art").
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c. Purchaser agrees that City will have a design competition with a theme of
"Hometown Heroes" to select the Public Art, and that the competition shall
involve the Art Department at Arcadia High School. The Public Art shall be of a
size which is significant enough to be viewed clearly from the public rights-of-
way yet not overwhelm the corner landscaping, and shall be no larger in
dimension than twelve (12) feet high and ten (10) feet wide, including any
pedestal or other mounting method.
d. Upon City selecting the winner of that competition, in its sole and absolute
discretion, Purchaser will coordinate with City for Purchaser to pay for the cost of
the Public Art (up to a maximum of $75,000.00), and for the installation and
ongoing annual maintenance of the Public Art. The Public Art will be installed
in coordination with City as soon as the Property has been landscaped. The
Public Art shall be illuminated appropriately. The Public Art shall be a
permanent installation. Once installed, the Public Art may never be removed
without the express written permission of City.
5. Real Property Taxes. City shall not be responsible for any real estate taxes and
assessments for the Property for the period prior to the Closing.
6. City's Promise Not to Further Encumber and to Maintain Property. City agrees to
deliver the Property at the Closing in substantially the same order and condition as on the
Effective Date of this Agreement, except as may be otherwise provided in this Agreement.
During the term of this Agreement, City shall not do any of the following without the prior
written consent of Purchaser, which shall not be unreasonably withheld:
a. Make or extend any leases, contracts, options, or agreements whatsoever
affecting the Property that fail to incorporate the terms of this Agreement by
reference or that would authorize any action that would be a violation of this
Agreement that City cannot remove by Close of Escrow; or
b. Cause or permit any lien, encumbrance, mortgage, deed of trust, right, restriction,
or easement to be placed upon the Property.
7. City's Representations.
a. Authority. By the Closing, City shall have full power and authority to enter into
this Agreement and to sell,transfer, and convey fee title to the Property.
b. Pending Actions. There is no suit, action, arbitration, legal, administrative, or
other proceeding or other inquiry pending or to the best of City's knowledge
threatened against the Property or pending or to the best of City's knowledge,
threatened against City that will affect City's title to the Property, or any portion
thereof, or materially affect the value of the Property.
To the best of City's knowledge, there are no:
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i. Intended public improvements or private rights that will result in
the creation of any liens upon the Property, except as are included in the Permitted
Encumbrances;
ii. Uncured notices that have been served upon City from any
governmental agency notifying City of any violations of law, ordinance, rule, or regulation that
affect the Property;
iii. Mechanic's liens against the Property;
iv. Notices or other information giving City reasonto believe that any
conditions existing on the Property or in the vicinity of the Property or in ground or surface
waters associated with the Property will have a material effect on the value of the Property or
subject the owner of the Property to liabilities under environmental law; or
v. Leases, licenses, permits, other options, rights of first refusal, or
other agreements (written or oral) that will affect the Property after the Closing, except as are
included in the Permitted Encumbrances.
c. Other Aureements. This Agreement shall not constitute a breach or default under
any agreement to which City is bound or to which the Property is subject.
d. Condemnation. There are no presently pending or, to the best of City's
knowledge, contemplated proceedings to condemn the Property.
8. Purchaser Representations. Purchaser represents and warrants to City that
Purchaser has full power and authority to enter into this Agreement and to purchase the Property
under the terms of this Agreement, and the person(s) signing this Agreement on behalf of
Purchaser has full power and authority to sign for Purchaser and to bind Purchaser to this
Agreement. This Agreement shall not constitute a breach or default under any agreement to
which Purchaser is bound or violate any law affecting Purchaser.
9. Condition and Inspection of Propert\. Notwithstanding any other provision of this
Agreement to the contrary, neither City nor any principal, employee, or agent of City has made
or will make, either expressly or impliedly, any representations, guarantees, promises,
statements, assurances, or warranties of any kind concerning the Property including, without
limitation, the following matters (collectively referred to herein as the "Property Conditions"):
(i) the suitability or condition of the Property for any purpose or its fitness for any particular use,
(ii) the profitability and/or feasibility of owning, developing, operating, and/or improving the
Property, (iii) the physical or environmental condition of the Property or conditions that may
affect the Property or its current or future uses, habitability, value, or desirability, (iv)the rentals,
income, costs, or expenses thereof, (v) the net or gross acreage, usable or unusable, contained
therein, (vi) the zoning of the Property, (vii) the condition of title, (viii) the compliance by the
Property with applicable zoning or building laws, codes, or ordinances, or other laws, rules, and
regulations, (ix) storm drainage, water or utility availability or use restrictions, (x)
geologic/seismic conditions, soil and terrain stability, or drainage, (xi) sewer, septic, and well
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systems and components, (xii) other neighborhood or Property conditions, including, schools,
proximity and adequacy of law enforcement and fire protection, crime statistics, noise or odor
from any sources, landfills, proposed future developments, or other conditions or influences that
may be significant to certain cultures or religions. or (xiii) any other past, present, or future
matter relating to the Property that may affect the Property or its current or future use,
habitability, value, or desirability. The Property is sold AS IS, WHEREAS, WITH ALL
FAUT.TS, AND TIIERE IS NO WARRANTY, EXPRESS OR IMPLIED, REGARDING THE
CONDITION OF THE PROPERTY. Purchaser hereby represents and warrants that it is relying
solely upon its own independent inspection, investigation, and analysis of the Property as it
deems necessary or appropriate in so acquiring the Property from City, including without
limitation, any and all of the Property Conditions. Upon the Closing, Purchaser will assume the
risk that adverse matters, including, but not limited to, adverse physical and environmental
conditions, may not have been revealed by Purchaser's inspections and investigations. Purchaser
acknowledges that City would not sell the Property to Purchaser without the foregoing
acknowledgements.
PURCHASER EXPRESSLY WAIVES ALL RIGHTS UNDER SECTION 1542 OF
THE CALIFORNIA CIVIL CODE THAT 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 MATERIALLY AFFECTED
HIS OR HER SETTLEMENT WITH THE DEBTOR.
Initial of Purchaser's Authorized Representative
THE FOREGOING WAIVER AND RELEASE SHALL SURVIVE THE CLOSE
OF ESCROW AND TIME DELIVERY ANT)RECORDING OF THE DEED
10. Conditions Precedent and Survival of Representations and Warranties.
a. Conditions Precedent. Purchaser and City's obligations under this Agreement are
both expressly subject to the representations and warranties of the other party, as
set forth herein. All such representations shall be true and accurate as of the
Closing.
b. Survival of Warranties. Purchaser and City agree that each representation and
warranty in this Agreement respectively shall survive the Closing for a period of
six (6) months thereafter and shall not merge with the delivery of the Grant Deed
to Purchaser.
11. Risk of Loss. All risk of loss or damage to the Property (except any damage
caused by City or City's representatives for which City shall be responsible) shall remain with
City until Closing. In the event some material loss or damage occurs prior to the Closing (except
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any damage caused by City or City's representatives for which City shall be responsible), City
may, without liability, terminate this Agreement. In the event of such termination, no party shall
have any further liability or obligation under this Agreement, except as expressly provided in this
Agreement.
12. Assignment and Successors. This Agreement may not be assigned by either party
without the prior written consent of the other party, to be given in its sole and absolute
discretion. Subject to the foregoing sentence, this Agreement shall inure to the benefit of and be
binding on the parties to this Agreement and their respective heirs, beneficiaries, successors, and
assigns.
13. General Provisions.
a. Professional Advisors. City encourages Purchaser to retain and rely upon its own
professional advisors. Except for what is set forth in this Agreement, Purchaser is
not relying on any statements, information, representations, or advice provided by
City in this transaction. Purchaser will rely on independent counsel regarding all
aspects of this transaction, including without limitation, the characterization of the
transaction by the County tax assessor.
b. Commissions. Each party represents to the other party that it does not have a
broker in the current transaction and that the representing party has incurred no
liability for any brokerage commission or finder's fee arising from or relating to
the transactions contemplated by this Agreement. Each party indemnifies and
agrees to protect, defend, and hold harmless the other party from and against all
liability, cost, damage, or expense (including without limitation attorneys' fees
and costs incurred in connection therewith) on account of any brokerage
commission or finder's fee that the indemnifying party has agreed to pay or which
is claimed to be due as a result of the actions of the indemnifying party.
c. Integration. The terms of this Agreement are intended by the parties as a final
expression of their agreement with respect to such terms as are included herein
and may not be contradicted by evidence of any prior agreement or
contemporaneous oral agreement. The parties further intend that this Agreement
constitutes the complete and exclusive statement of its terms and that no extrinsic
evidence whatsoever may be introduced in any judicial or arbitration proceeding,
if any, involving this Agreement.
d. Additional Documents. The parties agree to execute such additional commercially
reasonable documents, including escrow instructions, as may be reasonable and
necessary to carry out the provisions of this Agreement; provided that no party
shall be required to execute any document that conflicts with any of the
provisions of this Agreement.
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e. Amendments. This Agreement may not be amended, modified, altered, or
changed in any respect except by a further agreement in writing executed by the
parties.
f. Notices. All notices, claims, demands, or other communications under this
Agreement (each such, a "notice") shall be in writing, delivered by hand,
facsimile transmission, commercial express courier service, or U.S. mail, postage
prepaid, to the parties and their attorneys at the addresses provided below. Notices
delivered by hand or by commercial express courier service shall be deemed
given when received, as evidenced by written receipt. Notices delivered by mail
shall be deemed given three (3) days after mailing. Notices transmitted by
facsimile shall be deemed given when transmitted.
To City: City of Arcadia
Attn: Jason Kruckeberg, Assistant
City Manager/Development Services Director
240 West Huntington Drive
Arcadia, California 91007
Phone: (626) 574-5414
Email: jkruckeberg@arcadiaca.gov
With a copy to:
Best Best& Krieger LLP
Attn: Stephen P. Deitsch
2855 East Guasti Road, Suite 400
Ontario, California 91761
Phone: (909) 483-6642
E-Mail: stephen.deitsch@bbklaw.com
To Purchaser: SAICP LLC
119 A La Porte
Arcadia, Ca. 91006
Attn: Robb MacMillan
g. Independent Parties. In performing this Agreement, Purchaser is an independent
party and not an agent of City. City shall have no responsibility for payment to
any contractor or supplier of Purchaser. It is not intended by the parties that this
Agreement create a partnership or joint venture between them, and this
Agreement shall not otherwise be construed.
h. Attorneys' Fees. If any legal action is brought by either party to enforce any
provision of this Agreement, the prevailing party shall be entitled to recover from
the other party reasonable attorneys' fees, costs, and court costs in such amounts
as shall be allowed by the court. This Section shall survive the Closing or any
earlier termination of this Agreement.
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i. Severability. Each provision of this Agreement is severable from any and all other
provisions of this Agreement. Should any provision of this Agreement be for any
reason unenforceable, the balance shall nonetheless be in full force and effect.
j. Time of Essence. Time is of the essence of this Agreement.
k. Mediation of Disputes: Remedies. City and City agree to mediate any dispute or
claim arising between them out of this Agreement, or any resulting transaction,
before resorting to arbitration or court action. Mediation fees, if any, shall be
divided equally between the parties. The exercise of any remedy provided by law
and the provisions of this Agreement for any remedy shall not exclude other
remedies unless they are expressly excluded.
1. Waiver. Waiver by one party of the performance of any covenant, condition, or
promise shall not invalidate this Agreement, nor shall it be considered to be a
waiver by such party of any other covenant, condition, or promise hereunder. The
waiver by any party of the time for performing any act shall not constitute a
waiver of the time for performing any other act or an identical act required to be
performed at a later time.
m. Dependency. The respective warranties, representations, covenants, agreements,
obligations, and undertakings of each party hereunder shall be construed as
dependent upon and given in consideration of those of the other party.
n. Construction. As used in this Agreement, the masculine, feminine, or neuter
gender and the singular or plural number shall each be deemed to include the
other whenever the context so indicates. This Agreement shall be governed by,
and construed under, the laws of the State of California, as having been drafted by
both parties.
o. Interpretation: Venue. This Agreement shall be governed by and construed in
accordance with the laws of the State of California. Any legal action to enforce or
interpret the provisions of this Agreement may be commenced only in the
Superior Court of the County of Los Angeles, State of California.
p. Acquisition of Salvation Arm\ Property. To induce City to enter into this
Agreement, Purchaser agrees to use its best efforts to acquire from the owner of
that property the real property and improvements located at 180 W. Huntington
Drive, Arcadia, CA 91007 (APN#5775-024-015).
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EXHIBIT "A"
LEGAL DESCRIPTION
THAT PORTION OF LOT 5 OF TRACT NO. 949, IN THE CITY OF ARCADIA, COUNTY OF LOS
ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 17, PAGE 13 OF MAPS, IN
THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
BEGINNING AT A POINT IN THE SOUTHEASTERLY LINE OF SAID LOT 5, DISTANT THEREON
SOUTH 38° 33' WEST 63.93 FEET FROM THE MOST EASTERLY CORNER THEREOF, SAID POINT
OF BEGINNING ALSO BEING THE INTERSECTION OF A LINE PARALLEL WITH AND DISTANT
SOUTHERLY 50 FEET FROM THE CENTER LINE OF HUNTINGTON DRIVE, AS NOW
ESTABLISHED, 100 FEET WIDE AND SAID SOUTHEASTERLY LINE OF SAID LOT 5; THENCE
ALONG SAID SOUTHEASTERLY LINE SOUTH 38° 33' WEST 100 FEET; THENCE NORTH 51° 27'
WEST 125.49 FEET TO SAID LINE PARALLEL WITH AND DISTANT SOUTHERLY 50 FEET FROM
THE CENTER LINE OF SAID HUNTINGTON DRIVE; THENCE ALONG SAID PARALLEL LINE EAST
160.46 FEET TO THE POINT OF BEGINNING.
APN: 5775-024-919
IN WITNESS WHEREOF, the parties have executed this Agreement on the dates shown below,
the latter of which shall be the "Effective Date," and Purchaser and City hereby acknowledge
receipt of a copy of this Agreement.
CITY OF ARCADIA,
a California municipal corporation
By: Date: - 3, _ 1_E
- er A ndson, Mayor
Attest:
By ( t
City Ci6rk
Approved as to form:
By: 4 ► / -4
Stephen P. Deitsch, City Attorney
PURCHASER
SAICP, LLC, a California limited
liability company,
Date: 771 fZ//
Its: Manaee
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RECORDING REQUESTED BY EXHIBIT "B"
AND WHEN RECORDED MAIL TO:
SAICP LLC
119A La Porte Steet
Arcadia, CA, 91006
Attention:
(Space Above Line for Recorder's Use Only)
GRANT AND DECLARATION OF PUBLIC ART SPACE
CONDITIONS. COVENANTS AND RESTRICTIONS
This Grant and Declaration of Public Art Space Conditions, Covenants and Restrictions (the
"Declaration") is made as of _, 2018 by SAICP LLC, a California limited liability
company ("Declarant").
A. Declarant is the fee owner of a parcel of real property located in the City of
Arcadia (the "City"), County of Los Angeles (the "County"), State of California generally
described as 100 W. Huntington Drive, Arcadia, California, which is a vacant lot containing
approximately 6,273 square feet (the "Property"), which is identified by the Los Angeles County
Assessor's Office as Assessor's Parcel Number 5775-024-919 ("the Parcel"). The Parcel is more
particularly described in Exhibit "A" which is attached to this Declaration as Exhibit "A" and made
part hereof. As used herein, the term "Declarant" means SAICP, LLC and any other person or legal
entity who or which acquires any form of legal or equitable title to the Parcel whether by grant,
foreclosure, lien, lease, license, easement or otherwise.
B. Declarant has acquired title to the Parcel from the City of Arcadia, California
(the "City"). As part of that acquisition, Declarant has agreed that:
1. The Parcel is located in a prominent location in the City which is and will be seen
by thousands of people on a regular basis. The proposed development project for the land adjacent
to the Parcel will benefit by the Parcel being maintained in a condition as to make it attractive to all
who pass by the Parcel and the adjacent parcels of land.
2. As part of the purchase of the Parcel, the Declarant and the City agreed that it is
best that the Parcel be kept free of buildings, and that it be appropriately landscaped/hardscaped in a
manner approved by City and that it have on it a work of art in the form of a work of public art
which will be attractive to those who view the Parcel (the"Public Art").
3. The Declarant has further agreed with the City that it will pay a specified and
agreed sum for the installation and ongoing annual maintenance of the Public Art. The Public Art
will be installed in coordination with City as soon as the Parcel has been landscaped, and shall be
illuminated appropriately as a permanent installation. The Declarant has further agreed that once it
is installed,the Public Art may never be removed without the express written permission of City.
4156236 v8 9999.1 1
C. Declarant desires to enter into and record this Declaration for itself, its successors
and assigns to declare that the Parcel is to be held, sold, leased and conveyed subject to the
covenants, conditions and restrictions herein declared and which covenants, conditions, and
restrictions shall be in full force and effect in perpetuity.
NOW, THEREFORE, Declarant hereby declares, for itself, its successors and
assigns, the covenants, conditions and restrictions over the Parcel, which shall be appurtenant to the
Parcel when conveyed in any manner, as follows:
1. Declaration of Covenants. Conditions and Restrictions. Declarant declares
that the following covenants, conditions and restrictions shall hereafter perpetually bind the Parcel:
(a) The Parcel shall be perpetually used solely for the display of the
Public Art, and the Public Art may not be thereafter removed or altered without the express written
consent of the City;
(b) The Parcel shall be hardscaped and landscaped in a manner
acceptable to the City and shall thereafter be maintained in first class condition by the Declarant;
and,
(c) The Parcel will be kept free of buildings and any other types of
structures.
2. Public Benefit. This Declaration is made for the public benefit of the City.
3. Enforcement and Remedies. The provisions of this Declaration, and the
conditions, covenants and restrictions declared, established and created herein may be enforced by
the City in proceedings at law or in equity, including without limitation:
(a) Riat of Action. All actions at law for damages, and/or all equitable
remedies shall be available to redress or to prevent violation of any provision, easement, covenant,
condition, or restriction of this Declaration.
(b) Nuisance. To the full extent permitted by applicable law,the result of
every act or omission whereby any provision, easement, covenant, condition, or restriction of this
Declaration is violated. in whole or in part, is hereby declared to be and does constitute a nuisance.
and every remedy allowed by law or equity against a private nuisance shall be available to redress
or prevent every act or omission with such a result.
4. Covenants. Conditions and Restrictions to Run with the Parcels. The
covenants, conditions and restrictions declared in this Declaration shall be interests in the Parcel.
The rights and obligations provided in this Declaration shall be appurtenant to and shall run with the
Parcel in perpetuity, and the benefits and burdens of this Declaration shall bind and benefit all
parties having or acquiring any right, title or interest in the Parcel, or any part of the Parcel. Upon
recordation of this Declaration, every person or entity that now or hereafter owns or acquires any
right, title or interest in or to all or any portion of the Parcel is and shall be conclusively deemed to
have consented and agreed to every provision of this Declaration, and every easement, covenant,
condition, and restriction created by this Declaration, whether or not any reference to this
Declaration is contained in the instrument by which such person or entity acquired such interest in
#156236 v8 9999.1 2
such Parcel. This Declaration may never be amended, modified or terminated without the express
written consent of the City, which may be withheld by it in its sole discretion.
5. Assignment. Declarant may assign all or any of its rights or obligations
under this Declaration at any time to any successor in interest in all or any portion of the Parcel
(a"Successor"). Upon any assignment of rights or obligations by Declarant or a Successor as
permitted above, Declarant or such Successor may retain such of its rights and obligations, if any,
under this Declaration as Declarant or such Successor may desire, with the right to assign such
rights and obligations to a Successor in one or more further assignments from time to time in the
future. Any and each such assignment of rights or obligations to a Successor pursuant to this
Section shall be evidenced by a writing recorded in the Official Records of the County, which shall
include a written acceptance of such rights and assumption of such obligations on behalf of the
Successor. Upon a Successor's assumption of an obligation of Declarant under this Declaration,
Declarant (or the assigning Successor, as applicable) shall have no responsibility for any further
performance of such obligation, but shall remain liable for such performance and breaches
occurring during the period that Declarant (or such assigning Successor, as applicable) held such
obligation hereunder.
6. Miscellaneous Provisions.
(a) Cumulative Remedies. All rights, options and remedies declared
herein are cumulative and no one of them shall be exclusive of any other. The Declaration may be
enforced by pursuit of any one or all of the rights, options, and remedies available pursuant to this
Declaration, or any other remedy or relief provided by law.
(b) Notices. Any notice, request, demand, consent, approval, payment, or
other communication required or permitted to be made hereunder or by law shall validly be given or
made only if in writing and delivered in person to an officer or duly authorized representative of the
addressee, or deposited in the United States mail, duly certified or registered (return receipt
requested), postage prepaid, and directed to the addressee for whom intended at an address
furnished by addressee for the purpose of such communications. If no address is provided,
communications may be delivered to the principal office or place of business of the addressee.
(c) Attorneys' Fees. In the event of any controversy, claim or dispute
relating to this Declaration or the breach thereof, the prevailing party shall be entitled to recover
from the losing party expenses, attorneys' fees and costs actually and reasonably incurred.
(d) Captions. The section headings used in this Declaration are for
convenience only, and do not modify, alter, or add to the terms in the Declaration.
(e) Severability. If any term, provision, easement, covenant or condition
of this Declaration is held to be invalid, void or otherwise unenforceable, to any extent, by any court
of competent jurisdiction, the remainder of this Declaration shall not be affected thereby, and each
term, provision, easement, covenant, condition, or restriction of this Declaration shall be valid and
enforceable to the fullest extent permitted by law.
(f) GovernimLaw. This Declaration shall be construed and enforced in
accordance with the laws of the State of California.
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(g) Waiver. The waiver of any breach of any provision, easement,
covenant, condition or restriction of this Declaration by the City or its successor shall not be
deemed to be a waiver of such right or of any preceding or subsequent breach of the same or any
other provision, easement, covenant, condition or restriction.
7. Equitable Servitudes. Each of the conditions, restrictions, and covenants set
forth herein above are equitable servitudes and shall run with the land and be binding on the parties
hereto and on their successors-in-interest as owners of any real property interest in all or any portion
of the Parcel.
8. Representation of Authorit Declarant represents that the person or persons
executing this Declaration on its behalf has the legal authority to do so, and Declarant waives any
right to contest this Declaration based upon a claim that the signatory lacked the requisite authority.
IN WITNESS WHEREOF, Declarant has executed this instrument as of the day and
year first above written.
SAICP LLC,
a California limited liability company,
By:
Its:
4156236 v8 9999.1 4
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the 1
document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document.
State of California )
County of Los Angeles )
On before me, , a Notary Public, personally
appeared , who proved to me on the basis of satisfactory
evidence to be the person(s) whose .name(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies),
and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of
which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature
#156236 v8 9999.1 5
EXHIBIT "A"
LEGAL DESCRIPTION
THAT PORTION OF LOT 5 OF TRACT NO. 949, IN THE CITY OF ARCADIA, COUNTY OF LOS
ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 17, PAGE 13 OF MAPS, IN
THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
BEGINNING AT A POINT IN THE SOUTHEASTERLY LINE OF SAID LOT 5, DISTANT THEREON
SOUTH 38° 33'WEST 63.93 FEET FROM THE MOST EASTERLY CORNER THEREOF, SAID POINT
OF BEGINNING ALSO BEING THE INTERSECTION OF A UNE PARALLEL WITH AND DISTANT
SOUTHERLY 50 FEET FROM THE CENTER LINE OF HUNTINGTON DRIVE, AS NOW
ESTABLISHED, 100 FEET WIDE AND SAID SOUTHEASTERLY UNE OF SAID LOT 5; THENCE
ALONG SAID SOUTHEASTERLY UNE SOUTH 38° 33'WEST 100 FEET; THENCE NORTH 51° 27'
WEST 125.49 FEET TO SAID LINE PARALLEL WITH AND DISTANT SOUTHERLY 50 FEET FROM
THE CENTER LINE OF SAID HUNTINGTON DRIVE; THENCE ALONG SAID PARALLEL LINE EAST
160.46 FEET TO THE POINT OF BEGINNING.
APN: 5775-024-919
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
SAICP LLC
119A La Porte Steet
Arcadia, CA, 91006
Attention:
(Space Above Line for Recorder's Use Only)
GRANT AND DECLARATION OF PUBLIC ART SPACE
CONDITIONS, COVENANTS AND RESTRICTIONS
This Grant and Declaration of Public Art Space Conditions, Covenants and Restrictions (the
"Declaration") is made as of April 27, 2018 by SAICP LLC, a California limited liability company
("Declarant").
A. Declarant is the fee owner of a parcel of real property located in the City of
Arcadia (the "City"), County of Los Angeles (the "County"), State of California generally
described as 100 W. Huntington Drive, Arcadia, California, which is a vacant lot containing
approximately 6,273 square feet (the "Property"), which is identified by the Los Angeles County
Assessor's Office as Assessor's Parcel Number 5775-024-919 ("the Parcel"). The Parcel is more
particularly described in Exhibit "A" which is attached to this Declaration as Exhibit "A" and made
part hereof. As used herein, the term "Declarant" means SAICP, LLC and any other person or legal
entity who or which acquires any form of legal or equitable title to the Parcel whether by grant,
foreclosure, lien, lease, license, easement or otherwise.
B. Declarant has acquired title to the Parcel from the City of Arcadia, California
(the "City"). As part of that acquisition, Declarant has agreed that:
1. The Parcel is located in a prominent location in the City which is and will be seen
by thousands of people on a regular basis. The proposed development project for the land adjacent
to the Parcel will benefit by the Parcel being maintained in a condition as to make it attractive to all
who pass by the Parcel and the adjacent parcels of land.
2. As part of the purchase of the Parcel, the Declarant and the City agreed that it is
best that the Parcel be kept free of buildings, and that it be appropriately landscaped/hardscaped in a
manner approved by City and that it have on it a work of art in the form of a work of public art
which will be attractive to those who view the Parcel (the "Public Art").
3. The Declarant has further agreed with the City that it will pay a specified and
agreed sum for the installation and ongoing annual maintenance of the Public Art. The Public Art
will be installed in coordination with City as soon as the Parcel has been landscaped, and shall be
illuminated appropriately as a permanent installation. The Declarant has further agreed that once it
is installed,the Public Art may never be removed without the express written permission of City.
#156236 v8 9999.1 1
C. Declarant desires to enter into and record this Declaration for itself, its successors
and assigns to declare that the Parcel is to be held, sold, leased and conveyed subject to the
covenants, conditions and restrictions herein declared and which covenants, conditions, and
restrictions shall be in full force and effect in perpetuity.
NOW, THEREFORE, Declarant hereby declares, for itself, its successors and
assigns, the covenants, conditions and restrictions over the Parcel, which shall be appurtenant to the
Parcel when conveyed in any manner, as follows:
1. Declaration of Covenants. Conditions and Restrictions. Declarant declares
that the following covenants, conditions and restrictions shall hereafter perpetually bind the Parcel:
(a) The Parcel shall be perpetually used solely for the display of the
Public Art, and the Public Art may not be thereafter removed or altered without the express written
consent of the City;
(b) The Parcel shall be hardscaped and landscaped in a manner
acceptable to the City and shall thereafter be maintained in first class condition by the Declarant;
and,
(c) The Parcel will be kept free of buildings and any other types of
structures.
2. Public Benefit. This Declaration is made for the public benefit of the City.
3. Enforcement and Remedies. The provisions of this Declaration, and the
conditions, covenants and restrictions declared, established and created herein may be enforced by
the City in proceedings at law or in equity, including without limitation:
(a) Rhiht of Action. All actions at law for damages, and/or all equitable
remedies shall be available to redress or to prevent violation of any provision, easement, covenant,
condition, or restriction of this Declaration.
(b) Nuisance. To the full extent permitted by applicable law, the result of
every act or omission whereby any provision, easement, covenant, condition, or restriction of this
Declaration is violated, in whole or in part, is hereby declared to be and does constitute a nuisance.
and every remedy allowed by law or equity against a private nuisance shall be available to redress
or prevent every act or omission with such a result.
4. Covenants, Conditions and Restrictions to Runwith the Parcels. The
covenants, conditions and restrictions declared in this Declaration shall be interests in the Parcel.
The rights and obligations provided in this Declaration shall be appurtenant to and shall run with the
Parcel in perpetuity, and the benefits and burdens of this Declaration shall bind and benefit all
parties having or acquiring any right, title or interest in the Parcel, or any part of the Parcel. Upon
recordation of this Declaration, every person or entity that now or hereafter owns or acquires any
right, title or interest in or to all or any portion of the Parcel is and shall be conclusively deemed to
have consented and agreed to every provision of this Declaration, and every easement, covenant,
condition, and restriction created by this Declaration, whether or not any reference to this
Declaration is contained in the instrument by which such person or entity acquired such interest in
4156236 v8 9999.1 2
such Parcel. This Declaration may never be amended, modified or terminated without the express
written consent of the City, which may be withheld by it in its sole discretion.
5. Assignment. Declarant may assign all or any of its rights or obligations
under this Declaration at any time to any successor in interest in all or any portion of the Parcel
(a"Successor"). Upon any assignment of rights or obligations by Declarant or a Successor as
permitted above, Declarant or such Successor may retain such of its rights and obligations, if any,
under this Declaration as Declarant or such Successor may desire, with the right to assign such
rights and obligations to a Successor in one or more further assignments from time to time in the
future. Any and each such assignment of rights or obligations to a Successor pursuant to this
Section shall be evidenced by a writing recorded in the Official Records of the County, which shall
include a written acceptance of such rights and assumption of such obligations on behalf of the
Successor. Upon a Successor's assumption of an obligation of Declarant under this Declaration,
Declarant (or the assigning Successor, as applicable) shall have no responsibility for any further
performance of such obligation, but shall remain liable for such performance and breaches
occurring during the period that Declarant (or such assigning Successor, as applicable) held such
obligation hereunder.
6. Miscellaneous Provisions.
(a) Cumulative Remedies. All rights, options and remedies declared
herein are cumulative and no one.of them shall be exclusive of any other. The Declaration may be
enforced by pursuit of any one or all of the rights, options, and remedies available pursuant to this
Declaration,or any other remedy or relief provided by law.
(b) Notices. Any notice, request, demand, consent, approval,payment, or
other communication required or permitted to be made hereunder or by law shall validly be given or
made only if in writing and delivered in person to an officer or duly authorized representative of the
addressee, or deposited in the United States mail, duly certified or registered (return receipt
requested), postage prepaid, and directed to the addressee for whom intended at an address
furnished by addressee for the purpose of such communications. If no address is provided,
communications may be delivered to the principal office or place of business of the addressee.
(c) Attorney' Fees. In the event of any controversy, claim or dispute
relating to this Declaration or the breach thereof, the prevailing party shall be entitled to recover
from the losing party expenses, attorneys' fees and costs actually and reasonably incurred.
(d) Captions. The section headings used in this Declaration are for
convenience only, and do not modify, alter, or add to the terms in the Declaration.
(e) Severabilit. If any term, provision, easement, covenant or condition
of this Declaration is held to be invalid, void or otherwise unenforceable, to any extent, by any court
of competent jurisdiction, the remainder of this Declaration shall not be affected thereby, and each
term, provision, easement, covenant, condition, or restriction of this Declaration shall be valid and
enforceable to the fullest extent permitted by law.
(0 Governing^ Law. This Declaration shall be construed and enforced in
accordance with the laws of the State of California.
#156236 v8 9999.1 3
(g) Waiver. The waiver of any breach of any provision, easement,
covenant, condition or restriction of this Declaration by the City or its successor shall not be
deemed to be a waiver of such right or of any preceding or subsequent breach of the same or any
other provision, easement, covenant, condition or restriction.
7. Equitable Servitudes. Each of the conditions, restrictions, and covenants set
forth herein above are equitable servitudes and shall run with the land and be binding on the parties
hereto and on their successors-in-interest as owners of any real property interest in all or any portion
of the Parcel.
8. Representation of Authority. Declarant represents that the person or persons
executing this Declaration on its behalf has the legal authority to do so, and Declarant waives any
right to contest this Declaration based upon a claim that the signatory lacked the requisite authority.
IN WITNESS WHEREOF, Declarant has executed this instrument as of the day and
year first above written.
SAICP LLC,
a California limited liability company,
By:
Its: /6/447.2i--
#156236
G/ 7.2i--#156236 v8 9999.1 4
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the
document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document.
State of California )
County of Los Angeles )
04-27-2018 KE JIA WAN
On before me, , a Notary Public, personally
appeared Eric Chen 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. i
WITNESS my hand and official seal. _ _ _
T "+E,
(74 :'gy KE JIA WAN
U z�� COMM.#2125668
c
V • NOTARY PUBLIC.CALIFORNIA L)
•cr►� LOS ANGELES COUNTY 0
rtj,t^_COMM.EXPIRES SEPT.28_2019 r
Signature
4156236 v8 9999.1 5
EXHIBIT "A"
LEGAL DESCRIPTION
THAT PORTION OF LOT 5 OF TRACT NO. 949, IN THE CITY OF ARCADIA, COUNTY OF LOS
ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN 800K 17, PAGE 13 OF MAPS, IN
THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
BEGINNING AT A POINT IN THE SOUTHEASTERLY LINE OF SAID LOT 5, DISTANT THEREON
SOUTH 38° 33'WEST 63.93 FEET FROM THE MOST EASTERLY CORNER THEREOF, SAID POINT
OF BEGINNING ALSO BEING THE INTERSECTION OF A UNE PARALLEL WITH AND DISTANT
SOUTHERLY 50 FEET FROM THE CENTER LINE OF HUNTINGTON DRIVE, AS NOW
ESTABLISHED, 100 FEET WIDE AND SAID SOUTHEAS I LRLY LINE OF SAID LOT 5; THENCE
ALONG SAID SOUTHEASTERLY LINE SOUTH 38° 33'WEST 100 FEET; THENCE NORTH 51° 27'
WEST 125.49 FEET TO SAID LINE PARALLEL WITH AND DISTANT SOUTHERLY 50 FEET FROM
THE CENTER LINE OF SAID HUNTINGTON DRIVE; THENCE ALONG SAID PARALLEL LINE EAST
160.46 FEET TO THE POINT OF BEGINNING.
APN: 5775-024-919
o!nRr
RECEIPT CA
ry' 10954
Cashiers Office,240 West Huntington Drive,Post Office Box 60021
City of Arcadia,CA 91066-6021,(626)574-5464,Fax(626)447-6021
Arcadia
Date 5(e, ,20 I 1
Received From 5 1GP 1 Lt-C.
Address lUL c^) 18.wvkP34.46% Ar
Amount Dollars$ 1p( U Cie
For Y°.)reep•®rs- SO2.-lttb
Paid By:
❑ Cash
Check# IC014
ilt
❑ Credit By
AQURIT Image Print
- .. , ,.
I
.varr•-t •.!.,1cr--a r+cr-tai .15. --. CASH ONLY IF ALL CheckLOck'"'SECURITY FEATURES LISTED ON BACK INDICATE NO TAMPERING OR COPYING r1J•4
First General Bank 10294
SAICP LLC 1127 S.Baldwin Ave.
Arcadia,CA 91007
119A LA PORTE ST 90-4406/1222
ARCADIA,CA 91006 5/1/2018
PAY TO THE Cityof Arcadia $ '`"1,000.00
ORDER OF
One Thousand and 00/100********„**************,**************************************************************************
DOLLARS
City of Arcadia
Agreement
i1D L0 2941I' 1: L 2 2 24406 LI: 0 2909 1580