HomeMy WebLinkAboutC-4249 00-L0
PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS
THIS PURCHASE AND SALE AGREEMENT AND JOINT ESCROW
INSTRUCTIONS (this "Agreement") is made and entered into as of 70l 31).2019 for reference
purposes only, by and between CITY OF ARCADIA, a municipal corporation ("Seller"), and
New World International, LLC, a California limited liability company("Buyer"). The date upon
which both Buyer and Seller have executed this Agreement and delivered the same to one
another, shall hereinafter be referred to as the "Effective Date".
RECITALS
A. Seller is the owner of that certain real property improved with a surface parking
lots consisting of fifty-five (55)parking spaces and located on the south side of Wheeler Avenue,
east of First Avenue, in the City of Arcadia, County of Los Angeles, State of California,
commonly referred to as Assessor's Parcel Number 5773-010-901, as more fully described in
Exhibit A (the "Land"), together with all rights, privileges, easements or appurtenances to or
affecting the Land (collectively, the "Appurtenances"). The Land and Appurtenances are
collectively defined herein as the "Property"). The parking lot located on the Property is not in
the City's preferred location for parking in that area, and the configuration of the lot makes it
difficult for vehicles to navigate.
B. Buyer is the owner of or is acquiring certain adjacent property that is used as a
combination of commercial uses and surface parking lots, and desires to purchase the Property,
to facilitate the development of a mixed use project with commercial square footage and
residential units, along with associated parking (including public parking to replace the parking
spaces currently located on the Property), hardscape and landscaping (the "Project" is generally
described in Exhibit E (concept plans) attached hereto and made a part hereof), and has
committed to Seller that as part of the Project, Buyer will provide 55 public parking spaces on
the Property at no cost as a parking easement that will be conveyed to City as a condition of the
Project Entitlements as set forth below.
C. Sale of the Property to Buyer will allow for the possibility of a more efficient use
of the Property that will combine parking with other commercial and residential uses in a manner
that is in furtherance of City's economic development goals, and will provide the City with fair
market value for the Property. Seller is not providing the Property to Buyer as government-
furnished property and there is no intention for rent to be charged or submitted for payment as a
direct or indirect cost or charge under any contract or subcontract. Further, Seller will not be a
party to any of the construction contracts supporting the construction of the Project. Buyer shall
develop and construct the Project at its sole cost and expense. The Project will be developed and
constructed solely through the expenditure of private funds and the performance of construction
contracts between Buyer and private contractors. Seller has not furnished plans, specifications,
or criteria for the development or construction of the Project. Seller has not controlled or carried
out and will not control or carry out the development or construction of the Project. None of the
square footage of the Project has been or is intended to be leased to Seller. Seller will not own
any portion of the Project, operate any portion of the Project, occupy any space within the
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Project (except with respect to Buyer's commitment to provide Seller parking spaces at no cost
as described in Sections 6 and 7), or offer any government services out of the Project.
IN CONSIDERATION of the respective agreements hereinafter set forth, Seller and
Buyer hereby agree as follows:
1. Purchase and Sale of Property. Seller hereby agrees to sell "AS-IS" and convey
to Buyer, and Buyer hereby agrees to purchase from Seller, the Property, subject to the terms and
conditions set forth herein,
2. Purchase Price.
(a) The purchase price for the Property ("Purchase Price") shall be Two
Million One Hundred Fifty Thousand Dollars ($2,150,000.00), which amount is equal to the
appraised fair market value of the Property as determined in an appraisal prepared by Cushman
&Wakefield Western, Inc. dated as of April 17, 2018.
(b) The Purchase Price shall be paid as follows:
(i) Within three (3) days following the Effective Date, Seller and
Buyer shall open an escrow in connection herewith("Escrow") at First American Title Insurance
Company, 18550 Van Karman Avenue, Suite 600, Irvine, CA 92612 ("Escrow Holder"), and
Buyer shall deposit into Escrow the amount of One Hundred Seven Thousand Five Hundred
Dollars ($107,500.00) ("Initial Deposit") in cash or other immediately available funds.
(ii) The Initial Deposit shall be held by Escrow Holder in an interest-
bearing account for the benefit of Buyer in accordance with this Agreement. Notwithstanding
anything herein to the contrary, One Hundred Dollars ($100.00) of the Initial Deposit (the
"Independent Consideration") shall not be refundable to Buyer, but shall represent
consideration for this Agreement and shall be paid to Seller. The Independent Consideration
shall be paid to Seller within 3 days of the Effective Date. The Independent Consideration shall
serve as consideration for the granting of the time periods herein contained for Buyer to exercise
Buyer's right to satisfy and approve all of Buyer's conditions herein contained.
(iii) Within two (2) days following the expiration of the Feasibility
Period, and if this Agreement is not earlier terminated, Buyer shall deposit into Escrow the
additional amount of One Hundred Seven Thousand Five Hundred Dollars ($107,500.00) (the
"Second Deposit"). Together, the First and Second Deposit shall be referred to as the
"Deposits.'
(iv) The Deposits (less the Independent Consideration) are referred to
herein from time to time as the "Earnest Money." The Earnest Money shall be held by Escrow
Holder in an interest-bearing account for the benefit of Buyer in accordance with this
Agreement.
(v) If the Closing (as defined herein) as contemplated hereunder
should occur, then the Earnest Money will be paid by the Escrow Holder to Seller at the Closing,
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and the Earnest Money and any interest accrued thereon will be credited against the Purchase
Price payable by Buyer to Seller at the Closing.
(vi) If this Agreement is not terminated prior to the expiration of the
Feasibility Period, the Earnest Money and any interest accrued thereon shall be nonrefundable to
Buyer, except that if this Agreement is terminated prior to the Closing due to Seller's default or
the failure of any of the Conditions Precedent (as defined herein) or as expressly set forth herein,
then the Earnest Money together with any interest accrued thereon shall be returned to Buyer.
The Earnest Money together with all interest accrued thereon shall be applied to the Purchase
Price at the Closing.
(vii) On or before the Closing, if this Agreement has not been earlier
terminated, Buyer shall deposit into Escrow cash or other immediately available funds in the
amount of the balance of the Purchase Price, less any credits due Buyer hereunder (the "Closing
Amount"). The Closing Amount shall be applied towards the Purchase Price at the Closing.
3. Title to the Property. At the Closing, Seller shall cause to be conveyed to Buyer
fee simple title to the Property by duly executed and acknowledged grant deed substantially in
the form attached hereto as Exhibit B and incorporated herein by this reference (the "Deed") as
well as a duly executed Bill of Sale for the Personal Property, if any. As used in this Agreement,
Closing (the "Closing") shall be deemed to occur upon the recording of the Deed. Evidence of
delivery of fee simple title shall be the issuance by Escrow Holder to Buyer of an ALTA
standard coverage owner's policy of title insurance in the amount of the Purchase Price, insuring
fee simple title to the Property in Buyer, subject only to such exceptions as Buyer shall have
approved as provided below (the "Title Policy"). The Title Policy shall provide full coverage
against mechanics' and materialmen's liens and shall contain such special endorsements as Buyer
may reasonably require, including, without limitation, any endorsements required as a condition
to Buyer's approval of any title exceptions (the "Endorsements"). Within five (5) business days
following the opening of Escrow, Seller shall order the issuance of a preliminary title report with
respect to the Property, together with copies of all underlying documents referenced therein and
a map containing a plotting of all easements capable of being plotted (collectively, the
"Preliminary Report"), to be prepared by the Escrow Holder and delivered to Buyer. No later
than thirty (30) business days after receipt of the Preliminary Report, Buyer shall give written
notice to Seller of any items contained in the Preliminary Report which Buyer disapproves
("Buyer's Disapproval Notice"). Failure of Buyer to notify Seller of Buyer's disapproval of all
or any item on the Preliminary Report shall be deemed to be an approval by Buyer of such
item(s). In any event, Seller covenants to remove as exceptions to title prior to the Closing, any
mortgages, deeds of trust, and other monetary encumbrances (collectively, "Disapproved
Liens") shown on the Preliminary Report except for real property taxes not delinquent. Seller
shall notify Buyer no later than five (5) business days after receipt of Buyer's Disapproval Notice
whether it elects to remove such other items disapproved by Buyer. If by the expiration of the
Feasibility Period, there remain exceptions to title which have not been modified to the
satisfaction of Buyer and/or removed prior to the Closing Date, then Buyer may elect to do either
of the following by the expiration of the Feasibility Period: (i) accept such exceptions and
proceed to take title to the Real Property subject to such exception(s); or (ii)this Agreement may
be terminated in accordance with Section 4(b). In the event Buyer elects to terminate this
Agreement pursuant to this Section 3, neither party shall have any further obligations to the other
24347.00012\30633975.9 3
hereunder (except under provisions of this Agreement which specifically state that they survive
termination).
4. Feasibility.
(a) From and after the Effective Date until the Closing or earlier termination
of this Agreement, Seller shall afford authorized representatives of Buyer access to the Property,
upon reasonable prior notice to Seller, and so long as such access does not unreasonably interfere
with the conduct of business on or use of the Property, for purposes of conducting such physical
inspections and investigations of the Property as Buyer deems necessary (the "Inspections").
Seller's representative shall be present with Buyer or Buyer's representative for any access to the
Property. The Inspections and investigations may include, without limitation, (i) a review of
existing zoning, entitlement, planning or similar issues applicable to the Property; (ii) a review of
the physical condition of the Property and the systems serving the Property; (iii) a review of the
environmental condition of the Property, including a Phase I environmental site assessment and
any proposal regarding a Phase II environmental site assessment. Buyer agrees not to conduct or
cause to be conducted a Phase II environmental site assessment without the prior written consent
of Seller. Buyer's Inspections and investigations shall be governed by Section 14.
(b) As used herein, the term ("Feasibility Period") shall refer to a period of
time to expire at 5:00 p.m., California time, on the forty-fifth (45th) calendar day following the
Effective Date; provided, however, that if the 45`h day is a Saturday, Sunday or holiday on which
banking institutions are closed in the State of California, then the Feasibility Period shall expire
on the following business day. Buyer may elect, by written notice to Seller at any time prior to
the expiration of the Feasibility Period, to terminate this Agreement, which election shall be in
Buyer's sole and absolute discretion. If Buyer desires to terminate this Agreement pursuant to
this Section 4(b) then before the expiration of the Feasibility Period, Buyer shall deliver written
notice to Seller of Buyer's election to terminate (the "Buyer's Notice to Terminate"). If Buyer
desires to proceed with the purchase of the Property subject to the remaining conditions set forth
in this Agreement, then on or before the expiration of the Feasibility Period, Buyer shall deliver
written notice to Seller of such election to proceed (the "Buyer's Notice to Proceed"), electing
to waive Buyer's right of termination pursuant to this Section 4(b) and proceed with the Closing
subject to the remaining conditions set forth in this Agreement. If Buyer fails to deliver either
Buyer's Notice to Terminate or Buyer's Notice to Proceed to Seller prior to the expiration of the
Feasibility Period, then Buyer shall be deemed to have elected to proceed with this Agreement
and the Closing. In the event of the termination of this Agreement pursuant to this Section 4(b),
neither party shall have any further obligations to the other hereunder(except under provisions of
this Agreement which specifically state that they survive termination).
(c) In the event Buyer elects to terminate this Agreement pursuant to
Section 4(b), or if Closing does not occur for any reason, Buyer shall return all Seller's
Deliveries to Seller. Buyer further agrees that prior to Closing, Buyer shall provide Seller with
copies of all studies, reports, appraisals and other materials commissioned by or prepared for
Buyer relating to or regarding the Property("Buyer's Reports"), at no cost to Seller.
5. Seller's Deliveries. Within five (5) business days following the Effective Date,
Seller shall deliver to Buyer the materials described on Exhibit D, which shall contain copies of
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documents in Seller's possession or control, or to which Seller has access (collectively, the
"Seller's Deliveries"). Seller makes no representation whatsoever about the content, accuracy,
completeness or value of any of Seller's Deliveries. All Seller's Deliveries will be provided to
Buyer without warranty from Seller regarding the accuracy or completeness of the information
contained therein, and such documents may or may not be assignable to Buyer. The delivery of
such reports and studies shall be subject to the proprietary rights of any engineer or other
consultant preparing the same and any limitations on use imposed by them. Buyer assumes all
risk of reviewing and understanding any and all information contained in Seller's Deliveries.
Seller shall deliver a Natural Hazards Disclosure Report with Seller's Deliveries.
6. Conditions to Seller's Obligations. Seller's obligations hereunder, including, but
not limited to, its obligation to consummate the purchase transaction provided for herein, are
subject to the satisfaction of each of the following conditions, each of which is for the sole
benefit of Seller and may be waived by Seller in writing in Seller's sole and absolute discretion
(the"Seller's Conditions Precedent"):
(a) Buyer shall not be in default under this Agreement.
(b) Buyer shall have secured all land use entitlements necessary to proceed
with construction of the Project, and as part of such entitlements, shall have entered into a
binding commitment with Seller to provide not less than 55 parking spaces on the Property
pursuant to an easement to be conveyed to Seller at no cost.
(c) Each representation and warranty made in this Agreement by Buyer shall
be true and correct in all material respects at the time as of which the same is made and as of the
Close of Escrow.
7. Buyer's Conditions Precedent to Closing. The following are conditions precedent
to Buyer's obligation to purchase the Property (the "Buyer's Conditions Precedent"). The
Buyer's Conditions Precedent are intended solely for the benefit of Buyer and may be waived
only by Buyer in writing in Buyer's sole and absolute discretion. In the event any Condition
Precedent is not satisfied, Buyer may, in its sole and absolute discretion, terminate this
Agreement, subject to the provisions of Section 8.
(a) Buyer's inspection, review and approval, within the Feasibility Period, of
all of the following:
(i) The physical characteristics and condition of the Property
(including without limitation the condition of the soils);
(ii) Seller's Deliveries; and,
(b) Escrow Holder shall be unconditionally committed to issue the Title
Policy to Buyer upon the Closing in the form and with such exceptions and endorsements as
have been approved, or are deemed approved, by Buyer as provided in Section 3 above.
(c) Seller shall have complied with all of Seller's duties and obligations
contained in this Agreement and all of Seller's representations and warranties contained in or
24347.00012130633975.9 5
made pursuant to this Agreement shall have been true and correct when made and shall be true
and correct as of the Closing Date.
(d) Seller's full approval and entitlement of the Project, all as necessary to
develop the Project, to the satisfaction of Buyer, with said approvals contemplating possible
zoning and general plan amendments or changes, approval of a Development Agreement (which
shall provide for the parking easement pursuant to which the 55 public parking spaces shall be
provided to the City), subdivision approvals (tentative tract map or parcel map), compliance with
the California Environmental Quality Act, conditional use permit approval, and other approvals
and/or entitlements, etc. (the"Project Entitlements").
8. LIQUIDATED DAMAGES. IF THE SALE OF THE PROPERTY PURSUANT
TO THIS AGREEMENT IS NOT CONSUMMATED SOLELY BECAUSE OF A DEFAULT
UNDER THIS AGREEMENT ON THE PART OF BUYER, THE INITIAL DEPOSIT, THE
SECOND DEPOSIT AND ANY EXTENSION DEPOSIT (THE "DEPOSITS"), AND ALL
BUYER'S REPORTS, SHALL BE RETAINED BY SELLER AS LIQUIDATED DAMAGES.
THE PARTIES HAVE AGREED THAT SELLER'S ACTUAL DAMAGES, IN THE EVENT
OF A DEFAULT BY BUYER, WOULD BE EXTREMELY DIFFICULT OR
IMPRACTICABLE TO DETERMINE. THEREFORE, BY PLACING THEIR INITIALS
BELOW, THE PARTIES ACKNOWLEDGE THAT THE EARNEST MONEY AND BUYER'S
REPORTS HAVE BEEN AGREED UPON, AFTER NEGOTIATION, AS THE PARTIES'
REASONABLE ESTIMATE OF SELLER'S DAMAGES AND AS SELLER'S SOLE AND
EXCLUSIVE REMEDY AGAINST BUYER, AT LAW OR IN EQUITY, IN THE EVENT OF
A DEFAULT UNDER THIS AGREEMENT ON THE PART OF BUYER. UPON THE
OCCURRENCE OF ANY SUCH DEFAULT BY BUYER, BUYER SHALL DELIVER
WITHIN 2 BUSINESS DAYS OF SELLER'S REQUEST ALL BUYER'S REPORTS AND
APPROPRIATE DOCUMENTS ASSIGNING SAME TO SELLER. SELLER HEREBY
WAIVES ANY AND ALL BENEFITS IT MAY HAVE UNDER CALIFORNIA CIVIL CODE
SECTION 3389. FURTHERMORE, THE PAYMENT AND RETENTION OF SUCH
EARNEST MONEY AS LIQUIDATED DAMAGES IS NOT INTENDED AS A
FORFEITURE OR PENALTY WITHIN THE MEANING OF CALIFORNIA CIVIL CODE
SECTIONS 3275 AND 3369, BUT IS INTENDED TO CONSTITUTE LIQUIDATED
DAMAGES TO SELLER PURSUANT TO CALIFORNIA CIVIL CODE SECTIONS 1671,
1676 AND 1677. UPON BUYER'S DEFAULT, SELLER MAY INSTRUCT ESCROW
HOLDER TO CANCEL THE ESCROW, AND PROMPTLY UPON RECEIPT OF SAID
INSTRUCTIONS, ESCROW HOLDER SHALL (i) CANCEL THE ESCROW, (ii) PAY ALL
OF ESCROW HOLDER'S CHARGES FROM THE EARNEST MONEY, AND
(iii) DISBURSE TO SELLER THE EARNEST MONEY PURSUANT TO THIS SECTION 8.
INITIALS: Seler ' Buyer
9. Escrow; Closing, Prorations.
(a) Upon mutual execution of this Agreement, the parties hereto shall deposit
an executed counterpart of this Agreement with Escrow Holder and this Agreement shall serve as
instructions to Escrow Holder for consummation of the purchase contemplated hereby. Seller
and Buyer shall execute such supplemental Escrow instructions as may be appropriate to enable
24347.00012\30633975.9 6
Escrow Holder to comply with the terms of this Agreement, provided such supplemental Escrow
instructions are not in conflict with this Agreement as it may be amended in writing from time to
time. In the event of any conflict between the provisions of this Agreement and any
supplementary Escrow instructions signed by Buyer and Seller, the terms of this Agreement shall
control.
(b) The Closing shall take place (the "Closing Date") on or before the date
that is fifteen (15) days following the Seller's approval of the Project Entitlements or as may be
extended as provided below, provided that the Closing Date, including any extensions as allowed
herein, shall not be later than June 19, 2020 (the "Outside Date"). In the event the Closing does
not occur by the Outside Date, either party may terminate this Agreement, and the Seller shall
retain the Deposits.
(c) Buyer shall have the option to extend the Closing Date for one period of
fifteen (15) days ("Extension Period"), exercisable by written notice of the Extension Period
(the "Extension Notice") delivered to Seller and Escrow Holder not later than five (5) days prior
to the previously scheduled Closing Date.
(d) At or before the Closing Date, Seller shall deliver to Escrow Holder or
Buyer the following:
(i) the duly executed and acknowledged Grant Deed for the Property
and the duly executed Bill of Sale;
(ii) a duly executed affidavit that Seller is not a "foreign person"
within the meaning of Section 1445(0(3) of the Internal Revenue Code of 1986 in the form
attached as Exhibit C and incorporated herein by this reference together with a duly executed
non-foreign person affidavit and evidence that Seller is exempt from the withholding obligations
imposed by California Revenue and Taxation Code Sections 18805, 18815, and 26131;
(iii) evidence reasonably acceptable to Escrow Holder that the
documents delivered by Seller have been duly authorized and executed on behalf of Seller and
constitute valid and binding obligations of Seller.
(iv) any other documents which the Escrow Holder may reasonably
require from Seller in order to close Escrow which do not increase Seller's liability or obligations
hereunder;
(v) a closing statement in form and content satisfactory to Buyer and
Seller(the "Closing Statement") duly executed by Seller; and
(vi) any other instruments, records or correspondence called for
hereunder which have not previously been delivered.
(e) At or before the Closing, Buyer shall deliver to Escrow Holder or Seller
the following:
(i) the Closing Statement, duly executed by Buyer;
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(ii) the Closing Amount; and
(iii) evidence reasonably acceptable to Escrow Holder that the
documents delivered by Buyer have been duly authorized and executed on behalf of Buyer and
constitute valid and binding obligations of Buyer.
(f) Seller and Buyer shall each deposit such other instruments as are
reasonably required by Escrow Holder or otherwise required to close the Escrow and
consummate the purchase of the Property in accordance with the terms hereof.
(g) The following are to be paid by Buyer or Seller or apportioned as of the
Closing Date, as follows:
(i) General real property taxes for the year in which Closing occurs
together with assessments, property operating expenses, utilities and other recurring costs
relating to the Property shall be apportioned as of the Closing Date on the basis of a thirty (30)-
day month.
(ii) Costs and expenses of Escrow incurred in this transaction shall be
paid as follows:
(1) Seller shall pay all sales, use and documentary transfer
taxes (except as provided in Subparagraph (ii)(4) below);
(2) Seller shall pay the premium for a standard ALTA
coverage owner's policy of title insurance; Buyer shall pay the premium for any extended ALTA
coverage if desired;
(3) Seller and Buyer shall each pay one-half (1/2) of the
Escrow fees, recording fees and related expenses;
(4) Seller and Buyer shall each pay one-half(1/2) of any city
or county transfer taxes due;
(5) all other costs of escrow shall be paid equally by Buyer and
Seller.
(iii) The provisions of this Subparagraph (g) shall survive the Closing.
10. Representations, Warranties and Covenants of Seller. As of the date hereof and
again as of Closing, Seller represents and warrants to Buyer as follows:
(a) Seller is duly organized, validly existing and in good standing under the
laws of the State of California. This Agreement and all documents executed by Seller which are
to be delivered to Buyer at the Closing are and at the time of Closing will be duly authorized,
executed and delivered by Seller, are and at the time of Closing will be legal, valid and binding
obligations of Seller enforceable against Seller in accordance with their respective terms. Seller
24347.00012\30633975.9 8
has obtained all necessary authorizations, approvals and consents to the execution and delivery
of this Agreement and the consummation of the transactions contemplated hereby.
(b) No Action. No attachments, execution proceedings, assignments for the
benefit of creditors, insolvency, bankruptcy, reorganization or other proceedings are pending
against Seller,nor are any such proceedings contemplated by Seller;
(c) No Representations as to Property. There are no representations,
agreements, arrangements, or circumstances, oral or written, between the parties relating to the
subject matter contained in this Agreement that are not fully expressed in the Agreement, and
Seller has not made and does not make any representation or warranty concerning any matter or
thing affecting or relating to the Property, including but not limited to its fitness for a particular
use, its physical condition or any other matter; and
(d) Sale "AS-IS". Subject to Seller's representations and warranties contained
herein, Buyer's election to purchase the Property will be based upon and will constitute evidence
of Buyer's independent investigation of the Property, its use, development potential and
suitability for Buyer's intended use, including (without limitation) the following: the feasibility
of developing the Property for the purposes intended by Buyer and the conditions of approval for
any subdivision map; the size and dimensions of the Property; the availability, cost and adequacy
of water, sewerage and any utilities serving or required to serve the Property; the presence and
adequacy of current or required infrastructure or other improvements on, near or affecting the
Property; any surface, soil, subsoil, fill or other physical conditions of or affecting the Property,
such as climate, geological, drainage, air, water or mineral conditions; the condition of title to the
Property; the existence of governmental laws, statutes, rules, regulations, ordinances, limitations,
restrictions or requirements concerning the use, density, location or suitability of the Property for
any existing or proposed development thereof including but not limited to zoning, building,
subdivision, environmental or other such regulations; the necessity or availability of any general
or specific plan amendments, rezoning, zoning variances, conditional use permits, building
permits, environmental impact reports, parcel or subdivision maps and public reports,
requirements of any improvement agreements; requirements of the California Subdivision Map
Act, and any other governmental permits, approvals or acts (collectively "Permits"); the
necessity or existence of any dedications, taxes, fees, charges, costs or assessments which may
be imposed in connection with any governmental regulations or the obtaining of any required
Permits; the presence of endangered plant or animal species upon the Property; and all of the
matters concerning the condition, use, development or sale of the Property. Seller will not be
liable for any loss, damage, injury or claim to any person or property arising from or caused by
the development of the Property by Buyer.
Except with respect to a default by Seller hereunder(including a breach of Seller's
warranties and representations), Buyer at the Close of Escrow expressly waives its rights
granted under California Civil Code Section 1542,which provides as follows:
"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
24347.00012\30633975.9 9
OR HER MUST HAVE MATERIALLY AFFECTED HIS OR
HER SETTLEMENT WITH THE DEBTOR."
Buyer's Initials: Seller's Initials: --� �.
11. Representations, Warranties and Covenants of Buyer. Buyer hereby represents
and warrants to Seller as follows:
(a) Buyer is a California limited liability duly organized, validly existing and
in good standing under the laws of California and qualified to do business in California. This
Agreement and all documents executed by Buyer which are to be delivered to Seller at the
Closing are and at the time of Closing will be duly authorized, executed and delivered by Buyer,
are and at the time of Closing will be legal, valid and binding obligations of Buyer enforceable
against Buyer in accordance with their respective terms, and do not and at the time of Closing
will not violate any provision of any agreement or judicial order to which Buyer is subject.
Buyer has obtained all necessary authorizations, approvals and consents to the execution and
delivery of this Agreement and the consummation of the transactions contemplated hereby.
(b) Buyer warrants that Buyer is a sophisticated owner and buyer of real
property, familiar and experienced with requirements for the development of real property.
Buyer has examined the Property or will have done so by Closing, is or will be familiar with its
physical condition, and accepts the Property in an"AS-IS"condition.
(c) Buyer has conducted or will conduct an independent investigation with
respect to zoning and subdivision laws, ordinances, resolutions, and regulations of all
governmental authorities having jurisdiction over the Property, and the use and improvement of
the Property and is, or at Closing will be, satisfied with the results of such investigation.
(d) The Property is being sold"AS-IS" and with all faults.
12. Environmental Matters/Release. As used in this Agreement, "Hazardous
Materials" includes petroleum, asbestos, radioactive materials or substances defined as
"`hazardous substances," "hazardous materials" or "toxic substances" (or words of similar
import) in the Comprehensive Environmental Response, Compensation and Liability Act of
1980, as amended (42 U.S.C. Section 9601, et seq.), the Hazardous Materials Transportation Act
(49 U.S.C. Section 1801, et seq.), the Resource Conservation and Recovery Act (42 U.S.C.
Section 6901, et seq.), and under the applicable laws of California. Buyer must rely on its own
investigation and not on any representation by Seller regarding Hazardous Materials. Buyer
shall rely solely upon its own investigation and inspection of the Property and the improvements
thereon and upon the aid and advice of Buyer's independent expert(s) in purchasing the Property,
and shall take title to the Property without any warranty, express or implied, by Seller or any
employee or agent of Seller. Seller makes no representations regarding Hazardous Materials in,
on or under the Property. Seller's knowledge and disclosures regarding Hazardous Materials are
limited to the contents of Seller's Deliveries.
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Accordingly, Buyer hereby expressly waives and relinquishes any and all rights
and remedies Buyer may now or hereafter have against Seller, whether known or unknown,
with respect to any past present, or future presence of Hazardous Materials on, under or about
the Property or with respect to any past, present or future violations of any rules, regulations or
laws, now or hereinafter enacted, regulating or governing use, handling, storage or disposable of
Hazardous Materials, including, without limitation (i) any and all remedies Buyer may now or
hereafter have under the Comprehensive Environmental Response Compensation and Liability
Act of 1980 ("CERCLA"), as amended, and any similar law, rule or regulation, (ii) any and all
rights Buyer may now or hereafter have against Seller under the Carpenter-Presley-Tanner
Hazardous Substance Account Act (California Health and Safety Code, Section 25300 et seq.),
as amended and any similar law, rule or regulation, and (iii) any and all claims, whether known
or unknown, now or hereafter existing, with respect to the Property under Section 107 of
CERCLA (42 U.S. C.A. § 9607).
BUYER HEREBY ACKNOWLEDGES THAT IT HAS READ AND IS
FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542
("SECTION 1542"), WHICH IS SET FORTH BELOW
"A GENERAL RELEASE DOES NOT EXTEND TO
CLAIMS WHICH THE CREDITOR DOES NOT
KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT
THE TIME OF EXECUTING THE RELEASE, WHICH
IF KNOWN BY HIM MUST HAVE MATERIALLY
AFFECTED HIS SETTLEMENT WITH THE
DEBTOR"
BY INITIALING BELOW, BUYER HEREBY WAIVES THE
PROVISIONS OF SECTION 1542 SOLELY IN CONNECTION WITH
THE MATTERS WHICH ARE THE SUBJECT OF THE FOREGOING
WAIVERS AND RELEASES REGARDING HAZARDOUS
MATERIALS.
(Buyer's Initials)
13. Continuation and Survival. All representations, warranties and covenants by the
respective parties contained herein or made in writing pursuant to this Agreement are intended to
and shall be deemed made as of the date of this Agreement or such writing and again at the
Closing, shall be deemed to be material, and unless expressly provided to the contrary shall
survive the execution and delivery of this Agreement, the Deed and the Closing.
14. Indemnity.
Buyer agrees to indemnify Seller and the Property against, and to hold and save
Seller and the Property harmless from, all claims, demands, suits, actions, damages, obligations,
liabilities, losses, costs and expenses, including but not limited to attorneys' fees and court costs,
as a result of the Inspections; provided, however, that Buyer will not be obligated to indemnify
24347.00012\30633975.9 11
Seller with respect to its own negligence. The foregoing indemnity shall survive termination of
this Agreement. Buyer shall not suffer or permit any mechanic's or materialmen's or other lien to
stand against the Property in connection with any labor, materials or services furnished or
claimed to have been furnished by or on behalf of Buyer in connection with or as a result of any
Inspections. If any such lien shall be filed against the Property, Buyer shall cause such lien to be
discharged or bonded within thirty (30) days after such filing. Following any Inspections Buyer
shall restore the Property to substantially its physical condition as existed prior to such inspection
(except for any changes to the Property caused by Seller, or its agents or employees). Prior to
any entry on the Property Buyer or its consultant shall at its sole cost obtain a policy of liability
insurance with a combined single limit in an amount not less than One Million Dollars
($1,000,000); Seller shall each be named an additional insured on said policy; and Buyer or its
consultants shall furnish to Seller a certificate of insurance confirming such coverage.
15. Condemnation.
(a) In the event a governmental entity commences eminent domain
proceedings to take any portion of the Property after the date hereof and prior to the Closing,
then Buyer shall have the option to terminate this Agreement by written notice to Seller within
ten (10) business days after Buyer first learns of such commencement. In the event of any such
termination, the Earnest Money, together with all interest, shall be returned to Buyer. Buyer and
Seller shall each be liable for one-half of any escrow fees or charges, and neither party shall have
any further liability or obligation under this Agreement.
(b) In the event a governmental entity commences eminent domain
proceedings to take any part of the Property after the date hereof and prior to the Closing and this
Agreement is not terminated pursuant to Section 15(a), then the Closing shall occur as scheduled
notwithstanding such proceeding; provided, however, that Seller's interest in all awards arising
out of such proceedings (except for any award attributable to the loss of Seller's business or
income, Seller's personal property, or the property of any tenant of the Property) shall be
assigned to Buyer as of the Closing or credited to Buyer if previously received by Seller. Seller's
obligations pursuant to this Section 15(b) shall survive the Closing.
16. Possession. Possession of the Property shall be delivered to Buyer on the Closing
Date free of any occupant or property not being conveyed to Buyer as provided hereunder.
17. Seller's Cooperation with Buyer. At no cost to Seller, Seller shall cooperate and
do all acts as may be reasonably required or requested by Buyer, at no additional cost to Seller,
with regard to the fulfillment of any Condition Precedent. Seller hereby authorizes Buyer and its
agents to make all inquiries with and applications to any third party, including any governmental
authority, as Buyer may reasonably require to complete its due diligence and satisfy the Buyer's
Conditions Precedent.
18. Discretion Retained By City. Notwithstanding the foregoing, Seller's execution
of this Agreement does not constitute an approval of the Project or the Project Entitlements, or
other approval by City and in no way limits the discretion of City in the environmental review or
the permit and approval process in connection with development, construction or operation of the
Project or otherwise commit City's discretionary powers in any particular manner. Without
24347.00012\30633975.9 12
limiting the preceding sentence,neither this Agreement nor any provision hereof shall be deemed
under any circumstance to render this Agreement or constitute a development agreement as set
forth in California Government Code sections 65864 et seq.Brokers and Finders. Buyer has
employed the firm of Steve Hayashi, Coldwell Banker Commercial as its broker ("Buyer's
Broker") in connection with the purchase and sale of the Property. Buyer shall be solely
responsible, pursuant to separate agreement, for any payment, fee or commission owing to
Buyer's Broker in connection with the purchase and sale of the Property in accordance with this
Agreement. Except for Buyer's Broker, neither party has had any contact or dealings regarding
the Property, or any communication in connection with the subject matter of this transaction,
through any real estate broker or other person who can claim a right to a commission or finder's
fee in connection with the sale contemplated herein. In the event that any such broker or finder
claims a commission or finder's fee based upon any contact, dealings or communication, the
party through whom the broker or finder makes its claim shall be responsible for said
commission or fee and all costs and expenses (including, without limitation, reasonable
attorneys' fees) incurred by the other party in defending against the same. The party through
whom any such other broker or finder makes a claim shall hold harmless, indemnify and defend
the other party hereto, its successors and assigns, agents, employees, officers and directors, and
the Property from and against any and all obligations, liabilities, claims, demands, liens,
encumbrances and losses (including, without limitation, attorneys' fees), arising out of, based on,
or incurred as a result of such claim. The provisions of this Section 19 shall survive the Closing
or termination of this Agreement.
20. Professional Fees. In the event legal action is commenced to enforce or interpret
any of the terms or provisions of this Agreement, the prevailing party in such action shall be
entitled to an award of reasonable attorney's fees and costs incurred in connection with the
prosecution or defense of said action. In addition,the prevailing party shall be entitled to recover
any actual accounting, engineering or other professional fees reasonably incurred in said action
or proceeding.
21. Publicity and Confidentiality. Buyer and Seller each agree that prior to the
Closing, the terms of the transaction contemplated by this Agreement, the identity of each party
and all information made available by the parties to each other, shall be maintained in strict
confidence and prior to the Closing, no disclosure of such information will be made by Buyer or
Seller, except to such attorneys, accountants, investment advisors, lenders and others as is
reasonably required to evaluate and consummate this transaction or except as may be mutually
agreed by Buyer and Seller. Buyer and Seller each further agree that nothing in this Section 21
shall prevent Buyer or Seller from disclosing or accessing any information otherwise deemed
confidential under this Section (a) in connection with that party's enforcement of its rights
hereunder; (b)pursuant to any legal requirement, any statutory reporting requirement or any
accounting or auditing disclosure requirement; (c) in connection with performance by either
party of its obligations under this Agreement (including, but not limited to, the delivery and
recordation of instruments, notices or other documents required hereunder); or (d) to potential
lenders, investors, participants or assignees in or of the transaction contemplated by this
Agreement or such party's rights therein.
22. State Labor Standards. Buyer is aware of the requirements of California Labor
Code Section 1720, et seq., and 1770 et seq., as well as California Code of Regulations, Title 8,
24347.00012\30633975.9 13
Section 1600 et seq. ("State Prevailing Wage Laws"), which require the payment of prevailing
wage rates and the performance of other requirements on "public works" and "maintenance"
projects. The Parties understand and agree that the Project is not a "public work" and is not
subject to the State Prevailing Wage Laws. Buyer agrees to fully comply with such State
Prevailing Wage Laws with respect to any work under this Agreement which constitutes, or is
determined by a court to be, a public work project under California law. Buyer shall also defend,
indemnify and hold the City, its elected officials, officers, employees and agents free and
harmless pursuant to the indemnification provisions of this Agreement and from any claim or
liability arising out of any failure or alleged failure to comply with the State Prevailing Wage
Laws in connection with this Agreement.
23. Miscellaneous.
(a) Notices. Any notice, consent or approval required or permitted to be
given under this Agreement shall be in writing and shall be deemed to have been given upon
(i) hand delivery, (ii) one business day after being deposited with Federal Express or another
reliable overnight courier service for next day delivery, (iii)upon facsimile transmission (except
that if the date of such transmission is not a business day or if such transmission is made after
5:00 p.m. on a business day, then such notice shall be deemed to be given on the first business
day following such transmission), or (iv)two business days after being deposited in the United
States mail, registered or certified mail, postage prepaid, return receipt required, and addressed
as follows (or such other address as either party may from time to time specify in writing to the
other in accordance herewith):
If to Seller: 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
If to Buyer: New World International, LLC
Attn: Andy Yong Zhang
23341 Golden Springs Drive, Suite 200
Diamond Bar, CA 91765
Phone: 951-907-9888
Email andy@newworldint.com
24347.00012\30633975.9 14
With a copy to: Ogletree Deakins
Attn: Robert R. Roginson
400 South Hope Street, Suite 1200
Los Angeles, CA 90071
Phone: 213-239-9045
Email robert.roginson@ogletree.com
To Escrow Holder: First American Title Company
Attn: Ryan Hahn
18550 Van Karman Avenue, Suite 600
Irvine, CA 92612
Phone: 949-885-2472
Email rhahn@firstam.com
(b) Successors and Assigns. Buyer shall have the right to assign this
Agreement to any entity controlling, controlled by or under common control with Buyer without
Seller's consent or approval, and otherwise Buyer shall have the right to assign this Agreement to
any entity subject to Seller's prior approval, which approval shall not be unreasonably withheld,
conditioned or delayed. Any such assignee shall assume all obligations of Buyer hereunder;
however, Buyer shall remain liable for all obligations hereunder. Seller shall have the right to
assign this Agreement. Except as otherwise permitted by this paragraph, neither this Agreement
nor the rights of either party hereunder may be assigned by either party. This Agreement shall be
binding upon, and inure to the benefit of, the parties hereto and their respective successors, heirs,
administrators and assigns.
(c) Amendments. This Agreement may be amended or modified only by a
written instrument executed by Seller and Buyer.
(d) Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of California.
(e) Construction. Headings at the beginning of each Section and
subparagraph are solely for the convenience of the parties and are not a part of the Agreement.
This Agreement shall not be construed as if it had been prepared by one of the parties, but rather
as if both parties had prepared the same. Unless otherwise indicated, all references to Sections
and subparagraphs are to this Agreement. All exhibits referred to in this Agreement are attached
and incorporated by this reference.
(f) No Joint Venture. This Agreement shall not create a partnership or joint
venture relationship between Buyer and Seller.
(g) Section 1031 Exchange. Seller and Buyer acknowledge and agree that the
purchase and sale of the Property may be part of a tax-free exchange under Section 1031 of the
Internal Revenue Code of 1986, as amended, for Buyer. Each party hereby agrees to take all
reasonable steps on or before the Closing Date to facilitate such exchange if requested by Buyer,
provided that (i) Seller shall not be required to acquire any substitute property, (ii) such exchange
24347.00012\30633975.9 15
shall not affect the representations, warranties, liabilities and obligations of the parties to each
other under this Agreement, (iii) Seller shall not incur any additional cost, expense or liability in
connection with such exchange (other than expenses of reviewing and executing documents
required in connection with such exchange), and(iv) no dates in this Agreement will be extended
as a result thereof. Notwithstanding anything to the contrary contained in the foregoing, if Buyer
so elects to close the acquisition of the Property as an exchange, then (A) Buyer, at its sole
option, may delegate its obligations to acquire the Property under this Agreement, and may
assign its rights to receive the Property from Seller, to an Intermediary or to an exchange
accommodation titleholder, as the case may be; (B) such delegation and assignment shall in no
way reduce, modify or otherwise affect the obligations of Buyer pursuant to this Agreement;
(C) Buyer shall remain fully liable for its obligations under this Agreement as if such delegation
and assignment shall not have taken place; (D) Intermediary or exchange accommodation
titleholder, as the case may be, shall have no liability to Seller; and (E) the closing of the
acquisition of the Property by Buyer or the exchange accommodation titleholder, as the case may
be, shall be undertaken by direct deed from Seller(or, if applicable, from other affiliates of Seller
whom Seller will cause to execute such deeds) to Buyer (or to exchange accommodation
titleholder, as the case may be).
(h) Merger of Prior Agreements. This Agreement and the exhibits attached
hereto constitute the entire agreement between the parties and supersede all prior agreements and
understandings between the parties relating to the subject matter hereof, including without
limitation, any letters of intent previously executed or submitted by either or both of the parties
hereto, which shall be of no further force or effect upon execution of this Agreement.
(i) Time of the Essence. Time is of the essence of this Agreement. As used
in this Agreement, a "business day" shall mean a day which is not a Saturday, Sunday or
recognized federal or state holiday. If the last date for performance by either party under this
Agreement occurs on a day which is not a business day, than the last date for such performance
shall be extended to the next occurring business day.
(j) Severability. If any provision of this Agreement, or the application
thereof to any person, place, or circumstance, shall be held by a court of competent jurisdiction
to be invalid, unenforceable or void, the remainder of this Agreement and such provisions as
applied to other persons, places and circumstances shall remain in full force and effect.
(k) Further Assurances. Each of the parties shall execute and deliver any and
all additional papers, documents and other assurances and shall do any and all acts and things
reasonably necessary in connection with the performance of their obligations hereunder and to
carry out the intent of the parties.
(1) Exhibits. All exhibits attached hereto and referred to herein are
incorporated herein as though set forth at length.
(m) Captions. The captions appearing at the commencement of the sections
and paragraphs hereof are descriptive only and for convenience in reference. Should there be
any conflict between any such caption and the section at the head of which it appears, the section
24347.00012\30633975.9 16
and paragraph and not such caption shall control and govern in the construction of this
Agreement.
(n) No Obligation To Third Parties. Execution and delivery of this
Agreement shall not be deemed to confer any rights upon, directly, indirectly or by way of
subrogation, nor obligate either of the parties hereto to, any person or entity other than each
other.
(o) Waiver. The waiver by any party to this Agreement of the breach of any
provision of this Agreement shall not be deemed a continuing waiver or a waiver of any
subsequent breach, whether of the same or another provision of this Agreement.
(p) Interpretation. This Agreement has been negotiated at arm's length and
between persons (or their representatives) sophisticated and knowledgeable in the matters dealt
with in this Agreement. Accordingly, any rule of law (including California Civil Code § 1654
and any successor statute) or legal decision that would require interpretation of any ambiguities
against the party that has drafted it is not applicable and is waived. The provisions of this
Agreement shall be interpreted in a reasonable manner to effect the purpose of the parties and
this Agreement.
(q) Counterparts/Facsimile/.PDF Signatures. This Agreement may be
executed in counterparts and when so executed by the Parties, each of which shall be deemed an
original, but all of which together shall constitute one and the same instrument that shall be
binding upon the Parties, notwithstanding that the Parties may not be signatories to the same
counterpart or counterparts. The Parties may integrate their respective counterparts by attaching
the signature pages of each separate counterpart to a single counterpart. In order to expedite the
transaction contemplated herein, facsimile or .pdf signatures may be used in place of original
signatures on this Agreement. Seller and Buyer intend to be bound by the signatures on the
facsimile or .pdf document, are aware that the other party will rely on the facsimile or .pdf
signatures, and hereby waive any defenses to the enforcement of the terms of this Agreement
based on the form of signature.
[Signatures continued on following page]
24347.00012\30633975.9 17
SIGNATURE PAGE TO
PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date
written below.
SELLER:
CITY OF ARCADIA, a municipal corporation
By:
Name: Dominic Lazzaretto
Its: City Manager
Date: July 31 , 2019
Approved as to Form(or
City Attorney: �tQ,t,, D �t.tyL�s
Date: —7 3 0 1 ) 9
BUYER:
New World International, LLC, a California limited
liability company
By:
Name: Yong Z .ng
Its: Manager �J
Date: 1 ('
( '
24347.00012\30633975.9 18
EXHIBIT A
LEGAL DESCRIPTION
IN THE COUNTY OF LOS ANGELES
LOTS 29 AND 30 OF BLOCK 75 OF ARCADIA SANTA ANITA TRACT, AS PER MAP
RECORDED IN BOOK 15, PAGES 89 AND 90 OF MISCELLANEOUS RECORDS IN THE
OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
APN: 5773-010-901
24347.00012\30633975.9
EXHIBIT B
FORM OF DEED
RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO,AND
MAIL TAX STATEMENTS TO:
[buyer address or attorney]
A.P.N.: 5773-010-901 (Space Above Line for Recorder's Use Only)
The Undersigned Grantor(s)Declare(s):
DOCUMENTARY TRANSFER TAX$ ;CITY TRANSFER TAX$ ;SURVEY MONUMENT FEE$
[ computed on the consideration or full value of property conveyed,OR
[ computed on the consideration or full value less value of liens and/or encumbrances remaining at time of sale,
[ unincorporated area; [ ] City of ,and
GRANT DEED
FOR VALUE RECEIVED, CITY OF ARCADIA, a municipal corporation ("Grantor"),
grants to NEW WORLD INTERNATIONAL, LLC, a California limited liability company
("Grantee"), all that certain real property situated in the County of Los Angeles, State of
California, described on Schedule 1 attached hereto and by this reference incorporated herein
(the "Property").
IN WITNESS WHEREOF, Grantor has executed this Grant Deed as of
, 2019.
GRANTOR:
By:
Name:
Its:
24347.00012\30633975.9
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 )
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 (Seal)
24347.00012\30633975.9 2
EXHIBIT C
TRANSFEROR'S CERTIFICATION OF NON-FOREIGN STATUS
This form is provided so that the Buyer and/or Seller in this transaction can certify compliance
with the Foreign Investment in Real Property Tax Act to the Escrow Agent and/or Buyer. Buyer
("Transferee") must retain a copy of this document until after the fifth taxable year following
the transfer.
Section 1445 of the Internal Revenue Code of 1986, as amended ("Code") provides that a
transferee of a U.S. real property interest must withhold tax if the transferor is a foreign person.
For U.S. tax purposes (including section 1445), the owner of a disregarded entity (which has
legal title to a U.S. real property interest under local law) will be the transferor of the property
and not the disregarded entity. To inform Transferee that withholding of tax is not required upon
the disposition of a U.S. real property interest, the undersigned hereby certifies the following on
behalf of ("Transferor"):
1. The Transferor is not a foreign corporation, foreign partnership, foreign trust, foreign
estate or foreign person (as those terms are defined in the Code and the Income Tax Regulations
promulgated thereunder).
2. The Transferor is not a disregarded entity as defined in Income Tax Regulation
Section 1.1445-2(b)(2)(iii).
3. The Transferor's U.S. employer or tax identification number is
4. The Transferor's office address is
The Transferor understands that this Certification may be disclosed to the Internal Revenue
Service by the Transferee and that any false statement contained herein could be punished by
fine, imprisonment, or both.
Under penalties of perjury I declare that I have examined this Certification and to the best of my
knowledge and belief it is true, correct and complete, and I further declare that I have authority
to sign this document on behalf of the Transferor.
Date: , 20 TRANSFEROR:
By:
Name:
Its:
24347.00012\30633975.9
EXHIBIT D
SELLER DELIVERIES
1. Minutes from Arcadia City Council meeting re the budget for the fiscal year 1954-55
parking
2. City of Arcadia Resolution No. 2761 Ordering a Report Under the Special Assessment
Investigation, Limitation and Majority Protest Act of 1931 (Vehicle Parking District no.
1). Dated April 2, 1956
3. City of Arcadia Ordinance No. 958 Declaring the Intention of the City Council of Said
City to Form Vehicle Parking District No. 1 of Said City and t Acquire and Improve
Lands for Parking Places, as Proposed in the Petition Therefore, and Fixing the Time and
Place for Hearing and Giving Notice Thereof. Dated July 10, 1956
4. City of Arcadia Resolution No. 2800 Determining that the Public Interest, Convenience
and Necessity Require the Formation of Vehicle Parking District no. 1 of Said City and
Require the Acquisition and Improvement Substantially as St Forth in the Report on File,
and Determining the Project Feasible (Vehicle Parking District No. 1). Dated August 21,
1956
5. City of Arcadia Ordinance No. 987 Regulating Parking in Certain Designated Off-Street
Parking Lots and Providing Penalty for Violation Thereof. Dated July 16, 1957
6. City of Arcadia Minutes from a City Council hearing on Parking District No. 1 dated
September 16, 1958
7. Memo to Planning Director from Assistant City Manager for Economic Development re
Parking District#1, dated February 4, 1985
8. City of Arcadia Notice Inviting Bids Repainting Parking Lot Traffic Stripes BID 9192-3,
dated August 6, 1991
9. City of Arcadia Staff Report, Development Services Department, dated November 4,
2003 re: City Council Ordinance 2182 dissolving the Parking District Commission
Recommendation: introduce
10. Natural Hazards Disclosure Report
24347.00012\30633975.9
EXHIBIT E
CONCEPT DEVELOPMENT PLANS
24347.00012\30633975.9
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