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HomeMy WebLinkAboutC-2441BEST BEST & KRIEGER ATTORNEYS AT LAW INDIAN WELLS SACRAMENTO (760) 568 -2611 3750 University Avenue, Suite 400 (916) 325 -4000 Post Office Box 1028 IRVINE Riverside, California 92502 -1028 SAN DIEGO (949) 263 -2600 (619) 525 -1300 _ (951) 686 -1450 _ LOS ANGELES (951) 686 -3083 Fax WALNUT CREEK (213) 517 -8100 BBKlaw.com (925) 977 -3300 ONTARIO (909) 989 -8584 Louann S, Moore Paralegal (951) 826 -8371 Louann. Moore®bbklaw. com File No. 24347.06000 April 3, 2009 SENT VIA CERTIFIED MAIL - RETURN RECEIPT REQUESTED Mr. Patrick Malloy City Hall, City of Arcadia 240 W. Huntington Drive Arcadia, CA 91006 Re: Agreement of Purchase of Real Property between City of Arcadia and Kin Y. Chu and Benson Tse Dear Mr. Malloy: Enclosed please find the following documentation: Original, signed Agreement of Purchase and Sale of Real Property; 2. Copy of conformed Grant Deed, recorded March 17, 2009 as Document No. 20090381518, in the Office of the Los Angeles County Registrar- Recorder; and 3. Copy of conformed Short Form Deed of Trust and Assignment of Rents, recorded March 17, 2009, as Document No. 20090379608. Please contact me or Peggy Hosking should you have any questions. Sincerely, tom,) Louann S. Moore Paralegal to Margaret A. Hosking for BEST BEST & KRIEGER LLP Enclosure cc: Margaret A. Hosking, Esq. RVBUSILMOOREV33216.1 AGREEMENT OF PURCHASE AND SALE OF REAL PROPERTY THIS AGREEMENT OF PURCHASE AND SALE OF REAL PROPERTY ( "Agreement ") is entered into as of 0 11 , 2009 (the "Effective Date ") between the City of Arcadia, a municipal corporation ( "Seller'), and Kin Y. Chu, a married man and Benson Tse, a married man, as joint tenants ( "Buyers "). RECITALS A. Seller is the owner of Assessor's Parcel Number, in the County of Los Angeles, State of California, commonly known as "Wirnnie Way Park" in the City of Arcadia, California (the "Property "), as more fully described on Exhibit "A" attached hereto and incorporated herein by this reference. B. Buyers desire to purchase the Property in fee simple absolute title. C. Seller desires to sell the Property on the terms and conditions set forth in this Agreement. NOW, THEREFORE, in consideration of the above Recitals, which are incorporated into this Agreement, in consideration of the mutual promises set forth herein, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, Seller and Buyers hereby agree as follows: AGREEMENT Seller does hereby agree to sell to Buyers and Buyers do hereby agree to purchase the Property from Seller. 1. Purchase Price. The total purchase price to be paid by Buyers to Seller for the Property shall be the sum of Two Hundred and Thirty -Five Thousand Dollars ($235,000.00) (the "Purchase Price "). The Purchase Price will be paid as follows: Forty - Seven Thousand Dollars ($47,000.00) shall be paid to Seller in cash or immediately available funds at the Closing. The balance of the Purchase Price (One Hundred Eighty - Eight Thousand Dollars ($188,000.00)) shall be paid pursuant to the terms of that certain Promissory Note in substantially the form attached hereto as Exhibit "B" (the "Note ") and a Deed of Trust in substantially the form attached hereto as Exhibit "C" (the "Deed of Trust "), which Note shall have a term of thirty (30) months and an interest rate of five percent (5 %). 2. Closing. The purchase and sale contemplated by this Agreement (the "Closing ") will take place at the offices of Best Best & Krieger LLP, Riverside, California on or before sixty (60) days from the date of this Agreement, unless Buyers and Seller otherwise agree in writing. If the Closing has not occurred on or before the sixtieth (60 "') day after the execution of this Agreement, any party not in default shall RV 13US\M HOSKIN6\730902.2 have the right to terminate this Agreement, without liability to the other party, by giving written notice to the other party. Provided, however, the party not in default shall have such other rights and remedies as are available under the laws of the State of California except as may be limited by the terms of the Agreement. 3. Deliveries at Closing. In addition to any other documents to be delivered under other provisions of this Agreement, at the Closing: I'M; (a) Seller shall deliver to Buyers: (i) Grant Deed substantially in the form attached as Exhibit (ii) A certification of non-foreign status executed by Seller; and (iii) Such other documents as Buyers may reasonably request in order to consummate this transaction and such other documents required of Seller under the terms of this Agreement. (b) Buyers shall deliver to Seller: (i) A fully executed Note in substantially the form attached hereto as Exhibit "B "; (ii) A fully executed Deed of Trust in substantially the form attached hereto as Exhibit "C'; and (iii) Such other documents as Seller may reasonably request in order to consummate this transaction and such other documents required of Buyers under the terms of this Agreement. 4. Title Report and Policy of Title Insurance. If it has not already been ordered or obtained, the Buyers will order from Chicago Title Company, 560 East Hospitality Lane, San Bernardino, California 92408, Attn: ( "Title Company ") a preliminary title report for the Property, together with copies of all title exception documents referred to therein (collectively, the "PTR "). Prior to the expiration of thirty (30) days from receipt of the PTR, Buyers shall deliver written notice to Seller of its disapproval of any conditions of title and exceptions thereto, whether or not of record, including liens, encumbrances, easements, restrictions, reservations, rights, ingress from and egress to public thoroughfares, encroachments and claims, and any commencement of condemnation proceedings ("Disapproved Items "). Seller shall notify Buyers within five (5) days from receipt of Seller's notice of Disapproved Items if it elects to remove any such Disapproved Items to Buyers' satisfaction prior to Closing. In the event Seller is unable or unwilling to remove all such Disapproved Items prior to Closing, Buyers may: (i) cancel this Agreement, in which case all deposits shall be returned, or (ii) waive its disapproval and acquire the Property subject to the uncured Disapproved Item(s). Buyers shall make the foregoing election in writing delivered to Seller prior to Closing. If Buyers fails to make such an election, Buyers shall be deemed RVI3US\MHOSKING \730902.2 2 to have approved the PTR in its entirety and waived any disapproval of any conditions and title and exceptions thereto. Seller agrees that it will not, prior to the Closing, place any additional monetary encumbrances against the Property or any other encumbrances, charges, easements, etc., without Buyers' prior written consent. All title exceptions other than the Disapproved Items will constitute "Permitted Exceptions." 5. Charges and Prorations. (a) The cost for a Lender's title insurance policy and for Cl-TA coverage in the amount of the Purchase Price shall be charged to Buyers. Any additional cost to obtain an ALTA policy shall be charged to Buyers (b) All expenses and charges incurred with the discharge of any Disapproved Items which Seller elects to remove shall be charged to Seller; by Buyers; (c) Preparation and recording charges for the Grant Deed shall be paid (d) All documentary transfer taxes shall be paid by Seller; and (e) All charges and fees in connection with any encumbrances placed on the Property by Buyers shall be paid for by Buyers. 6. Conditions Precedent to Closing. Performance by Seller of its obligations pursuant to this Agreement is conditioned on the satisfaction of each of the following: (a) The due performance of Buyers of each and every undertaking and agreement to be performed by Buyers hereunder; and (b) That each representation and warranty of Buyers made in this Agreement be true as of the Closing. 7. Representations and Warranties. (a) As an inducement to Buyers to enter into this Agreement and to purchase the Property, Seller represents and warrants to Buyers, as of the date hereof and as of the Closing, as follows: (i) Authorization. Seller is a municipal corporation, duly organized and existing under the laws of the State of California. The individuals executing this Agreement on behalf of Seller have the authority to execute same, and no further consents or approvals from any person or entity, are necessary in order to consummate the transaction contemplated hereby. Seller has the right, power and authority to enter into this Agreement. (ii) Title. Seller owns good and marketable fee simple title to the Property. RV BUS \M HOSKING \770902.2 3 (iii) No Notice of Condemnation. Seller has received no written or oral notice of any pending, threatened or contemplated action by any Governmental Authority or any other entity having the power of eminent domain, which might result in any part of the Property being taken by condemnation or conveyed in lieu thereof and, to Seller's knowledge, there is no existing, proposed or contemplated plan to widen, modify or realign any street or highway adjoining the Property which would affect access thereto. (iv) Hazardous Substances or Waste. Seller has not received any written complaint, order, citation or notice from any Governmental Authority or other person or entity with regard to the presence of Hazardous Material or other environmental problems affecting the Property. To Seller's current actual knowledge, no release of Hazardous Material has occurred and no Hazardous Materials have come to be located upon or under the Property. "Hazardous Material" shall include any chemical or hazardous or toxic substance, material or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government. The term "Hazardous Material" includes, without limitation, any material or substance which is: (i) petroleum or oil or gas or any direct or derivative product or byproduct thereof, (ii) defined as a "hazardous waste;" "extremely hazardous waste" or "restricted hazardous waste" under Sections 25115, 25117 or 25122.7, or listed pursuant to Section 25140, of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law); (iii) defined as a "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter- Presley - Tanner Hazardous Substance Account Act); (iv) defined as a "hazardous material," "hazardous substance," or "hazardous waste' under Sections 255010) and (k) and 25501.1 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory); (v) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances); (vi) "used oil" as defined under Section 25250.1 of the California Health and Safety Code; (vii) asbestos; (viii) listed under Chapter 11 of Division 4.5 of Title 22 of the California Code of Regulations or defined as hazardous or extremely hazardous pursuant to Chapter 10 of Division 4.5 of Title 22 of the California Code of Regulations; (ix) defined as waste or a hazardous substance pursuant to the Porter - Cologne Act, Section 13050 of the California Water Code; (x) designated as a "toxic pollutant" pursuant to the Federal Water Pollution Control Act, 33 U.S.C. § 1317; (xi) defined as a "hazardous waste" pursuant to the Federal Resource Conservation and Recovery Act, 42 U.S.C. § 6901 et seq. (42 U.S.C. § 6903); (xii) defined as a "hazardous substance" pursuant to the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. § 9601 et seq. (42 U.S.C. § 9601); (xiii) defined as "Hazardous Material" pursuant to the Hazardous Materials Transportation Act, 49 U.S.C. § 5101 et seq.; (xiv) defined as such or regulated by any `Superfund" or "Superlien" law, or any other federal, state or local law, statute, ordinance, code, rule, regulation, order or decree regulating, relating to, or imposing liability or standards of conduct concerning Hazardous Materials and/or oil wells and/or underground storage tanks and/or pipelines, as now, or at any time hereafter, in effect; and /or (xv) substances known by the State of California to cause cancer and /or reproductive toxicity. RV I3 USN HOS K[NGV 30902.2 4 (v) Pending Litigation. To Seller's current, actual knowledge there is no pending litigation or judicial proceeding against Seller or relating to the Property, nor has Seller received any threats that any such litigation or proceeding will be commenced. (vi) No Other Contracts. Seller is not a party to any other contracts for the sale of the Property. (vii) Violations of Laws. To Seller's current, actual knowledge, there are no violations of any governmental laws, ordinances, rules, regulations or orders relating to the Property. The consummation of the transaction contemplated by this Agreement does not violate any law with which Seller must comply. (viii) No Approval Necessary. No approval or consent not previously obtained is necessary in connection with the execution of this Agreement by Seller or the performance of Seller's obligations under this Agreement. (ix) Binding and Enforceable. This Agreement constitutes the legally valid and binding obligation of Seller and is enforceable against Seller in accordance with its terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws or by equitable principals relating to or limited the rights of creditors generally. References herein to "Seller's knowledge" or "Seller's current, actual knowledge" refer to the actual knowledge of Patrick Malloy, without duty of inquiry or further investigation. Seller represents that the aforementioned person is the representative of Seller with the most knowledge regarding the subject matter of the above representations and warranties. If, prior to the Closing, Buyers become aware that any of Seller's representations or warranties has been materially breached by Seller or is materially incorrect, or that any information or document provided by or on behalf of Seller to Buyers is materially incorrect, then Buyers shall have the right to terminate this Agreement by providing Seller with written notice within five (5) days of Buyers becoming aware of such material breach or inaccuracy and to recover all of its third -party out -of- pocket expenses. In the event Buyers does not exercise such right to terminate, Buyers shall be deemed to have expressly waived any and all remedies for such breach or inaccuracy. Seller shall promptly notify Buyers in writing if Seller becomes aware on or before the Closing that any of its representations or warranties was not or is no longer true and correct. (b) Buyers represent and warrant to Seller as follows: (i) Authorization. Buyers are two individuals and are authorized to execute this Agreement, and no further consents or approvals from any person or entity, are necessary in order to consummate the transaction contemplated hereby. Buyers have the right, power and authority to enter into this Agreement. RVEIMMHOSKINGW30902.2 5 (ii) No Approval Necessary. No approval or consent not previously obtained is necessary in connection with the execution of this Agreement by Buyers or the performance of Buyers' obligations under this Agreement. (iii) No Violation of Existing Agreements. Neither this Agreement nor anything provided to be done under this Agreement violates or shall violate any contract, document, understanding, agreement or instrument to which either Buyer is a party or by which he may be bound. (iv) Binding and Enforceable. This Agreement constitutes the legally valid and binding obligation of Buyers and is enforceable against each Buyer in accordance with its terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws or by equitable principals relating to or limited the rights of creditors generally. (v) Violations of Laws. The consummation of the transaction contemplated by this Agreement does not violate any law with which Buyers must comply. (vi) Bankruptcy. Neither Buyer has any present intent to file any voluntary petition in bankruptcy or to seek relief, protection, reorganization, liquidation, dissolution or similar relief for debtors under any law or inequity or to take any action which would directly or indirectly cause the Property or any portion of the Property to become the property of any bankruptcy estate or the subject to any bankruptcy, dissolution, litigation or insolvency proceedings. If, prior to the Closing, Seller becomes aware that any of Buyers' representations or warranties has been materially breached by Buyers or is materially incorrect, or that any information or document provided by or on behalf of Buyers to Seller is materially incorrect, then Seller shall have the right to terminate this Agreement by providing Buyers with written notice within five (5) days of Seller becoming aware of such material breach or inaccuracy and to recover all of its third -party out -of- pocket expenses. In the event Seller does not exercise such right to terminate, Seller shall be deemed to have expressly waived any and all remedies for such breach or inaccuracy. Buyers shall promptly notify Seller in writing if Buyers becomes aware on or before the Closing that any of its representations or warranties was not or is no longer true and correct. 8. Maintenance of the Propertv. Buyers hereby covenant and agree to maintain the Property in a fenced and weed and debris free condition after the Closing. 9. As -Is Purchase. Buyers acknowledge and agree that, except as otherwise specifically provided herein, Seller has not made, does not make and specifically negates and disclaims any representations, warranties, promises, covenants, agreements or guaranties of any kind or character whatsoever, whether express or implied, oral or written, past, present or future, of, as to, concerning or with respect to (i) value; (ii) the income to be derived from the Property; (iii) the nature, quality or condition of the Property, including, without limitation, the water, soil and geology; (iv) the compliance RV BUS\,,MHOSKING \730902.2 of or by the Property or its operation with any laws, rules, ordinances or regulations of any applicable governmental authority or body; (v) compliance with any environmental protection, pollution or land use laws, rules, regulation, orders or requirements, including but not limited to, Title III of the Americans with Disabilities Act of 1990, California Health & Safety Code, the Federal Water Pollution Control Act, the Federal Resource Conservation and Recovery Act, the U.S. Environmental Protection Agency Regulations at 40 C.F.R., Part 261, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, the Resource Conservation and Recovery Act of 1976, the Clean Water Act, the Safe Drinking Water Act, the Hazardous Materials Transportation Act, the Toxic Substance Control Act, and regulations promulgated under any of the foregoing; (vi) the presence or absence of Hazardous Substances or Waste at, on, under, or adjacent to the Property; (vii) the content, completeness or accuracy of any due diligence materials or PTR; (viii) deficiency of any undershoring; (ix) deficiency of any drainage; (x) the fact that all or a portion of the Property may be located on or near an earthquake fault line or a flood zone; (xi) the cost to remove and /or demolish a water tank on the Property; or (xii) with respect to any other matter. Except for Seller's express representations and warranties contained herein, Buyers are relying solely on their own investigation of the Property and review of such information and documentation, and not on any information provided or to be provided by Seller. Buyers further acknowledge and agree that any information made available to Buyers or provided or to be provided by or on behalf of Seller with respect to the Property was obtained from a variety of sources and that Seller has not made any independent investigation or verification of such information and makes no representations as to the accuracy or completeness of such information. Buyers further acknowledge and agree that, to the maximum extent permitted by law, the sale of the Property as provided for herein is, except as may otherwise be expressly stated herein, made on an "as is" condition and basis with all faults, and that Seller has no obligations to make repairs, replacements or improvements except as may otherwise be expressly stated herein. Buyers acknowledge and agree that the following items are not included in the sale and shall be removed by the Seller prior to the Closing: a park bench, a trash receptacle and landscape boulders. Buyers represent, warrant and covenant to Seller that, except for Seller's express representations and warranties specified in this Agreement, Buyers are relying solely upon Buyers' own investigation of the Property. "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." Bu -lhiti Seller's Initials The releases contained in this Section 9 and elsewhere in this Agreement shall not include any breach of this Agreement by Seller (including the breach of any representations and warranties contained herein), any fraudulent act or omission on the RVBUS \MHOSK INGV30902.2 7 of or by the Property or its operation with any laws, rules, ordinances or regulations of any applicable governmental authority or body; (v) compliance with any environmental protection, pollution or land use laws, rules, regulation, orders or requirements, including but not limited to, Title III of the Americans with Disabilities Act of 1990, California Health & Safety Code, the Federal Water Pollution Control Act, the Federal Resource Conservation and Recovery Act, the U.S. Environmental Protection Agency Regulations at 40 C.F.R., Part 261, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, the Resource Conservation and Recovery Act of 1976, the Clean Water Act, the Safe Drinking Water Act, the Hazardous Materials Transportation Act, the Toxic Substance Control Act, and regulations promulgated under any of the foregoing; (vi) the presence or absence of Hazardous Substances or Waste at, on, under, or adjacent to the Property; (vii) the content, completeness or accuracy of any due diligence materials or PTR; (viii) deficiency of any undershoring; (ix) deficiency of any drainage; (x) the fact that all or a portion of the Property may be located on or near an earthquake fault line or a flood zone; (xi) the cost to remove and/or demolish a water tank on the Property; or (xii) with respect to any other matter. Except for Seller's express representations and warranties contained herein, Buyers are relying solely on their own investigation of the Property and review of such information and documentation, and not on any information provided or to be provided by Seller. Buyers further acknowledge and agree that any information made available to Buyers or provided or to be provided by or on behalf of Seller with respect to the Property was obtained from a variety of sources and that Seller has not made any independent investigation or verification of such information and makes no representations as to the accuracy or completeness of such information. Buyers further acknowledge and agree that, to the maximum extent permitted by law, the sale of the Property as provided for herein is, except as may otherwise be expressly stated herein, made on an "as is" condition and basis with all faults, and that Seller has no obligations to make repairs, replacements or improvements except as may otherwise be expressly stated herein. Buyers acknowledge and agree that the following items are not included in the sale and shall be removed by the Seller prior to the Closing: a park bench, a trash receptacle and landscape boulders. Buyers represent, warrant and covenant to Seller that, except for Seller's express representations and warranties specified in this Agreement, Buyers are relying solely upon Buyers' own investigation of the Property. "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." Buyers' Initials Seller's Initials The releases contained in this Section 9 and elsewhere in this Agreement shall not include any breach of this Agreement by Seller (including the breach of any representations and warranties contained herein), any fraudulent act or omission on the R V B US \M HOSKING \730902.2 7 part of Seller, or any third party personal injury or property damage occurring prior to the Closing. 10. Notices. Notices and demands which either party is required or desires to give to the other shall be given in writing by either (a) certified mail, return receipt requested with appropriate postage paid, (b) personal delivery, (c) facsimile transmission or (d) private overnight courier service to the address or facsimile number set forth below for the respective party, provided that if any party gives notice of a change of name or address or number, notices to that party shall thereafter be given as demanded in that notice. All notices and demands so given shall be effective upon receipt by the party to whom notice or demand is being given, except that any notice given by certified mail shall be deemed delivered three (3) business days after deposit in the United States mail. To Buyers: Mr. Benson Tse 240 S. Raymond Avenue Alhambra, California 91801 Fax (626) 371 -9199 To Seller: Mr. Patrick Malloy City Hall City of Arcadia 240 W. Huntington Drive Arcadia, California 91006 With a copy which shall not constitute notice to: Best Best & Krieger, LLP 3750 University Avenue, Suite 400 Riverside, California 92501 Attention: Margaret A. Hosking Telephone: (951) 826 -8359 Facsimile: (951) 686 -3803 11. All provisions herein and all obligations of Buyers and Seller pursuant to this Agreement which are to be performed or apply to circumstances subsequent to the Closing shall survive the Closing and shall not be merged into any instrument or conveyance delivered at Closing, but shall survive the Closing for a period of only one (1) year. 12. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, executors, administrators, successors and assigns. 13. The rights and obligations of the parties hereto may not be assigned by either party without the consent of the other party, which consent will not be unreasonably withheld. If such consent is given such consent shall not be deemed to relieve the assigning party of the primary liability hereunder. RVBUS\MHOSKING\730902.2 8 14. All amendments and supplements to this Agreement must be in writing and executed by each party hereto. 15. This Agreement may be executed in several counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. 16. Buyers and Seller agree to execute all documents and instruments and to take all action, including deposit of funds in addition to such funds as may be specifically provided for herein and as may be required in order to consummate the purchase and sale herein contemplated, and shall use their commercially reasonable efforts to accomplish the Closing in accordance with the provisions hereof. Buyers and Seller shall each diligently and in good faith pursue the satisfaction of any conditions or contingencies. 17. Time is of the essence of this Agreement. 18. If either party becomes involved in litigation or arbitration arising out of this Agreement or the performance thereof, the Court in such litigation or arbitration, shall award attorneys' fees to the prevailing party. The attorney fee award shall not be computed in accordance with any Court schedule, but shall be such as to fully reimburse all attorneys' fees actually incurred in good faith, regardless of the size of the judgment, it being the intention of the parties to fully compensate for all the attorneys' fees paid or incurred in good faith. 19. This Agreement contains the entire agreement between the parties hereto with respect to the subject matter hereof, and supersedes any prior agreements, negotiations and other dealing between the parties. This Agreement may not be modified or amended except by a written instrument signed by both Buyers and Seller. 20. All exhibits referenced herein are incorporated herein by such reference. 21. Seller and Buyers acknowledge and represent to the other that neither party has had any dealings with any other person, firm, broker or finder in connection with the negotiation of this Agreement and/or the consummation of the purchase and sale contemplated hereby. Buyers and Seller agree to indemnify and hold each other harmless from and against any costs, expenses or liability for compensation, commission or charges which may be claimed by any other broker, finder or other similar party by reason of any dealings or actions of the indemnifying party. 22. This transaction and the rights and remedies of the parties thereunder shall be governed by the laws of the State of California. The parties hereto agree that the proper forum for the hearing of any matters concerning this transaction and the rights and remedies of the parties hereunder is the County of Los Angeles, State of California. 23. Each person signing this Agreement on behalf of the respective parties represents and warrants that he or she is authorized to execute and deliver this Agreement and that this Agreement will thereby become binding upon Seller and Buyers, respectively. RVBUSWHOSKING \730902.2 9 EXECUTED as of the date appearing on Page 1 hereof. SELLER: BUYERS: CITY OF ARCADIA, a municipal corporation Kin Y. Chu Robert C. Harbicht, Mayor Bensor e RVBUSWH0SKING \730902.2 10 EXECUTED as of the date appearing on Page 1 hereof. SELLER: CITY OF ARCADIA, a municipal corporation Robert C. Harbicht, Mayor RVBUSVNHOSKIN0 %730902.2 10 BUYERS: Kin Y. Chu Benson Tse EXHIBIT "A" LEGAL DESCRIPTION OF THE PROPERTY THAT CERTAIN REAL PROPERTY LOCATED IN THE COUNT OF LOS ANGELES, STATE OF CALIFORNIA DESCRIBED AS: Lot 13 of Tract No. 29895, as per map recorded in Book 814, Pages 21 & 22 of Maps, in the Office of the County Recorder of said County. A.P.N. 5785.002.900 Exhibit "A" RVBUS\M HOSK ING \730902.2 EXHIBIT "B" PROMISSORY NOTE RVBUS \M HOSKING%730902.2 IV *01 MAR 0 2 2009 SECURED PROMISSORY NOTE BEST PEST g KREECml UP $188,000.00 Arcadia, California ,2009 FOR VALUE RECEIVED, the undersigned, KIN Y. CHU, a married man and BENSON TSE, a married man, jointly and severally ( "Makers "), hereby promise to pay to the City of Arcadia, a municipal corporation ( "Holder ") or order, at City of Arcadia, Administrative Services, 240 W. Huntington Drive, P.O. Box 60021, Arcadia, California 91066 -6021, the principal sum of One Hundred and Eighty -Eight Thousand Dollars ($188,000.00). The unpaid principal balance of this Note will bear interest at a rate of five percent (5 %), compounded annually, effective as of the date of closing ( "Closing ") for the conveyance of the real property encumbered by the Deed of Trust described below, from Holder to Makers. The entire unpaid principal balance of this Note and accrued but unpaid interest thereon will be fully due and payable thirty (30) months following the Closing (the "Maturity Date "). The Closing will be deemed to be the date on which the Deed of Trust was recorded. 1. All payments hereunder shall be paid in lawful money of the United States of America to Holder at: City of Arcadia, Administrative Services, 240 W. Huntington Drive, P.O. Box 60021, Arcadia, California 91066- 6021or such other place as Holder may designate from time to time. 2. This Note is secured by a Deed of Trust to Chicago Title Company, a California corporation, as trustee (the "Deed of Trust "). 3. Should default be made in any payment when due under this Note or in the performance or observance of any of the covenants and agreements of this Note, then and in any such event, the Holder hereof may, at Holder's option, declare this Note and the entire indebtedness hereby evidenced to be immediately due and payable, regardless of the Maturity Date. Notwithstanding the foregoing, Makers shall have a period of ten (10) days within which to cure any default resulting from the nonpayment by Makers of amounts due under this Note or the Deed of Trust. With respect to any nonmonetary default, Makers shall have a period of thirty (30) days following the giving of written notice from Holder within which to cure such default. If such nonmonetary default may not reasonably be cured within such 30 -day period, Makers shall not be in default under this Note or the Deed of Trust so long as Makers have commenced and are diligently pursuing the cure of such nonmonetary default within such 30 -day period. 4. Makers agree to indemnify Holder and to hold Holder and Holder's successors and assigns harmless from and against any and all claims, demands, costs, liabilities and obligations of any kind or nature arising out of any default hereunder, including without limitation all costs of collection, including reasonable attorneys' fees and all costs of suit, in the event the unpaid principal sum of this Note and/or any interest thereon is not paid when due. 5. Makers may, in their discretion, prepay this Note in whole at any time prior to the Maturity Date without any prepayment penalty. RVBUS \MH0SKIN6A730903.2 6. In the event Makers fail to make any required payment under this Note within ten (10) days after such payment becomes due and payable, a late charge of equal to five percent (5 %) of the delinquent payment shall be added to the amount due. The parties agree that this late charge represents a reasonable sum considering all of the circumstances existing on the date of this Note and represents a fair and reasonable estimate of the costs and damages that Holder will incur by reason of the late payment. The parties further agree that proof of actual damages would be costly or inconvenient. 7. Makers acknowledge and agree that Makers shall not have any rights whatsoever to set -off against amounts due hereunder or otherwise due Holder any amount or obligation due Makers or claimed to be due Makers from Holder. 8. The unenforceability or invalidity of any provision or provisions of this Note as to any persons or circumstances shall not render that provision or those provisions unenforceable or invalid as to any other persons or circumstances, and all provisions hereof, in all other respects, shall remain valid and enforceable. 9. This Note shall bind Makers and each of their successors and assigns and the benefits hereof shall inure to Holder and Holder's successors and assigns. 10. Principal and interest are payable in lawful money of the United States. The validity, interpretation and performance of this Note shall be governed by and construed in accordance with the laws of the State of California. 11. Time is of the essence of this Note. MAKERS: Kin Y. hu ' son Tse RVBUS \M}IOSKI NG \730903.2 EXHIBIT "C" DEED OF TRUST RVBUSW HOSKMO1730902.2 RECORDING REQUESTED BY: When Recorded Mail Document To: Best Best & Krieger, LLP 3750 University Avenue, Suite 400 Riverside, California 92501 Attention: Margaret A. Hosking APN: 'S USE SHORT FORM DEED OF TRUST AND ASSIGNMENT OF RENTS THIS DEED OF TRUST is made this day of , 2009, between KIN Y. CHU, a married man and BENSON TSE, a married man, herein called TRUSTORS, whose address is 240 South Raymond Avenue, Alhambra, California 91801 CHICAGO TITLE COMPANY., a California Corporation, herein called TRUSTEE, and the CITY OF ARCADIA, a municipal corporation, herein called BENEFICIARY, WITNESSETH: That TRUSTORS IRREVOCABLY GRANT, TRANSFER AND ASSIGN to TRUSTEE IN TRUST, WITH POWER OF SALE, the properties in the City of Arcadia, Los Angeles County, California, described as: AND THE LAND DESCRIBED HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF LOS ANGELES, CITY OF ARCADIA, AND IS DESCRIBED AS FOLLOWS: Lot 13 of Tract No. 29895, as per map recorded in Book 814, Pages 21 & 22 of Maps, in the Office of the County Recorder of said County. A.P.N. 5785.002.900 A PARCEL OF LAND LOCATED IN THE STATE OF CA, COUNTY OF LOS ANGELES, WITH A SITUS ADDRESS OF 508 W CAMINO REAL AVE, ARCADIA CA 91007 -7379 C069 CURRENTLY OWNED BY CHU KIN Y & TSE BENSON HAVING A TAX ASSESSOR NUMBER OF 5785- 002 -064 AND BEING THE SAME PROPERTY MORE FULLY DESCRIBED AS TRACT NO 6509 LOT COM AT NE COR OF LOT 71 TH S ON E LINE OF SD LOT TO N LINE OF S 76 FT OF SD LOT TH W THEREON 66.41 FT TH N PARALLEL WITH SD E LINE TO N LINE OF SD LOT TH E THEREON TO BEG AND DESCRIBED IN DOCUMENT NUMBER 1716334 DATED 09/11/2008 AND RECORDED 09/24/2008. A.P.N. 5785-002-064 TOGETHER WITH the rents, issues and profits thereof, SUBJECT, HOWEVER, to the right, power and authority given to and conferred upon Beneficiary by paragraph (10) of the provisions incorporated herein by reference to collect and apply such rents, issues and profits. For the Purpose of Securing: 1. Performance of each agreement of Trustors incorporated by reference or contained herein. 2. Payment of the indebtedness evidenced by one promissory note of even date herewith, and any extension or renewal thereof, in the principal sum of One Hundred Eighty -Eight Thousand Dollars ($188,000.00) executed by Trustors in favor of Beneficiary or order. 3. Payment of such further FD -221 B (Rev. 9/94) SHORT FORM DEED OF TRUST RVBUS \M HOSKING \730903.2 sums as the then record owner of said property hereafter may borrow from Beneficiary, when evidenced by another note (or notes) reciting it is so secured. To Protect the Security of this Deed of Trust, Trustors Agree: By the execution and delivery of this Deed of Trust and the note secured hereby, that provisions (1) to (14), inclusive, of the fictitious deed of trust recorded in Santa Barbara County and Sonoma County October 18, 1961, and in all other counties October 23, 1961, in the book and at the page of Official Records in the office of the county recorder of the county where said property is located, noted below opposite the name of such county, viz: COUNTY BOOK PAGE COUNTY BOOK PAGE COUNTY BOOK PAGE COUNTY BOOK PAGE Alameda 435 684 Kings 792 833 Placer 895 301 Sierra 29335 Alpine 1 250 Lake 362 39 Plumas 151 5 Siskiyou 468 181 Amador 104 348 Lassen 171 471 Riverside 3005 523 Solano 1105 182 Butte 1145 1 Los Angeles T2055 899 Sacramento 4331 62 Sonoma 1851 689 Calaveras. 145 152 Madera 810 170 San Benito 271 383 Stanislaus 17t5 456 Colusa 296 617 Marin 1508 339 San Bemardino5567 61 Sutter 572 297 Contra Costa3978 47 Mariposa 77 292 San Francisco A332 905 Tehama 401 289 Del Norte 78 414 Mendocino 579 530 San Joaquin 2470 311 Trinity 93366 El Dorado 568 456 Merced 1547 538 San Luis Obispo 1151 12 Tulare 2294 275 Fresno 4626 572 Modoc 184 851 San Mateo 4078 420 Tuolumne 135 47 Glenn 422 184 Mono 52 429 Santa Barbara 1878 860 Ventura 2062 386 Humboldt 657 527 Monterey 2194 538 Santa Clara 5336 341 Yolo 653 245 Imperial 1091 501 Napa 639 86 Santa Cruz 1431 494 Yuba 334 486 Inyo 147 598 Nevada 305 320 Shasta 684 528 Kern 3427 60 Orange 5889 611 San Diego Series 2 Book 1961, Page 183887 which provisions, identical in all counties, (printed on the attached unrecorded pages) are hereby adopted and incorporated herein and made a part hereof as fully as though set forth herein at length; that Trustors will observe and perform said provisions; and that the references to property, obligations and parties in said provisions shall be construed to refer to the property, obligations, and parties set forth in this Deed of Trust. The undersigned Trustors request that a copy of any Notice of Default and of any Notice of Sale hereunder be mailed to them at the address hereinbefore set forth. STATE OF CALIFORNIA COUNTY OF ON before me, personally appeared personally known to me (or 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. 1 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 TRUSTORS: Kin Y se FD -221 B (Rev. 9/94) SHORT FORM DEED OF TRUST RV BUS\MHOSKING \730903.2 AM 5795- 002 -900 DO NOT RECORD The following is a copy of provisions (1) to (14), inclusive, of the fictitious deed of trust, recorded in each county in California, as stated in the foregoing Decd of Trust and incorporated by reference in said Deed of Trust as being a part thereof as if set forth at length therein. TO PROTECT THE SECURITY OF THIS DEED OF TRUST, TRUS MRS AGREE: (1) To keep said property in good condition and repair; not to remove or demolish any building thereon; to complete or restore promptly and in good and workmanlike manner any building which may be constructed, damaged or destroyed thereon and to pay when due all claims for labor performed and materials fumished therefor; to comply with all laws affecting said property or requiring any alterations or improvements to be made thereon; not to commit or permit waste thereof; not to commit, suffer or permit any act upon said property in violation of law; to cultivate, irrigate, fertilize, fumigate, prune and do all other acts which from the character or use of said property may be reasonably necessary, the specific enumerations herein not excluding the general. (2) To provide, maintain and deliver to Beneficiary fire insurance satisfactory to and with loss payable to Beneficiary. The amount collected under any fire or other insurance policy may be applied by Beneficiary upon any indebtedness secured hereby and in such order as Beneficiary may determine, or at option of Beneficiary the entire amount so collected or any part thereof may be released to Trustors. Such application or release shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice. (3) 'To appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee; and to pay all costs and expenses, including cost of evidence of title and attorney's fees in a reasonable sum, in any such action or proceeding in which Beneficiary or Trustee may appear, and in any suit brought by Beneficiary to foreclose this Deed. (4) To pay: at least ten days before delinquency all taxes and assessments affecting said property, including assessments on appurtenant water stock; when due, all encumbrances, charges and liens, with interest, on said property or any part thereof, which appear to be prior or superior hereto; all costs, fees and expenses of this Trust. Should Trustors fail to make any payment or to do any act as herein provided, then Beneficiary or Trustee, but without obligation so to do and without notice to or demand upon Trustors and without releasing Trustors from any obligation hereof, mav: make or do the same in such manner and to such extent as either may deem necessary to protect the security hereof, Beneficiary or Trustee being authorized to enter upon said property for such purposes; appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee; pay, purchase, contest or compromise any encumbrance, charge or lien which in the judgment of either appears to be prior or superior hereto; and, in exercising any such powers, pay necessary expenses, employ counsel and pay his reasonable fees. (5) To pay immediately and without demand all sums so expended by Beneficiary or Trustee, with interest from date of expenditure at the amount allowed by law in effect at the date hereof, and to pay for any statement provided for by law in effect at the date hereof regarding the obligation secured hereby any amount demanded by the Beneficiary not to exceed the maximum allowed by law at the time when said statement is demanded. (6) That any award of damages in connection with any condemnation for public use of or injury to said property or any part thereof is hereby assigned and shall be paid to Beneficiary who may apply or release such moneys received by him in the same manner and with the same effect as above provided for disposition of proceeds of fire or other insurance . (7) That by accepting payment of any sum secured hereby after its due date, Beneficiary does not waive his right either to require prompt payment when due of all other sums so secured or to declare default for failure so to pay. (8) That at any time or from time to time, without liability therefor and without notice, upon written request of Beneficiary and presentation of this Deed and said note for endorsement, and without affecting the personal liability of any person for payment of the indebtedness secured hereby, Trustee may: reconvey any part of said property; consent to the making of any map or plat lhercor,, join in granting any easement thereon; or join in any extension agreement or any agreement subordinating the lien or charge hereof. (9) That upon written request of Beneficiary stating that all sums secured hereby have been paid, and upon surrender of this Deed and said note to Trustee for cancellation and retention and upon payment of its fees, Trustee shall reconvey, without warranty, the property then held hereunder, The recitals in such reconveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. The Grantee in such reconveyance may be described as "the person or persons legally entitled thereto." Five years after issuance of such full reconveyance, Trustee may destroy said note and this Deed (unless directed in such request to retain them). (10) That as additional security, Trustors hereby give to and confer upon Beneficiary the right, power and authority, during the continuance of these Trusts, to collect the rents, issues and profits of said property, reserving unto Trustors the right, prior many default by Trustors in payment of any indebtedness secured hereby or in performance of any agreement hereunder, to collect and retain such rents, issues and profits as they become due and payable. Upon any such default, Beneficiary may at any time without notice, either in person, by agent, or by a receiver to be appointed by a court, and without regard to the adequacy of any security for the indebtedness hereby secured, enter upon and take possession of said property or any part thereof, in his own name sue for or otherwise collect such, rents, issues, and profits, including those past due and unpaid, and apply the same, less costs and expenses of operation and collection, including reasonable attorney's fees, upon any indebtedness secured hereby, and in such order as Beneficiary may determine. The entering upon and taking possession of said property, the collection of such rents, issues and profits and the application thereof as aforesaid, shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice. (1 l) That upon default by Trustors in payment of any indebtedness secured hereby or in performance of any agreement hereunder, Beneficiary may declare all sums secured hereby immediately due and payable by delivery to Trustee of written declaration of default and demand for sale and of written notice of default and of election to cause to be sold said property, which notice Trustee shall cause to be filed for record. Beneficiary also shall deposit with Trustee this Deed, said note and all documents evidencing expenditures secured hereby. INITIALS �v 04- gyfiytQS*�P,JS'i17309012 SHORT FORM DEED OF TRUST APN:5785- 002 -900 DO NOT RECORD After the lapse of such time as may then be required by law following the recordation of said notice of default, and notice of sale having been given as then required by law, Trustee, without demand on'frustors, shall sell said property at the time and place fixed by it in said notice of sale, either as a whole or in separate parcels, and in such order as it may determine, at public auction to the highest bidder for cash of lawful money of the United States, payable at time of sale. Trustee may postpone sale of all or any portion of said property by public announcement at such time and place of sale, and from time to time thereafter may postpone such sale by public announcement at the time fixed by the proceeding postponement. Trustee shall deliver to such purchaser its deed conveying the property so sold, but without any covenant or warranty, express or implied. The recitals in such deed of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Trustors, Trustee, or Beneficiary as hereinafter defined, may purchase at such sale. After deducting all costs, fees and expenses of Trustee and of this Trust, including cost of evidence of title in connection with sale, Trustee shall apply the proceeds of sale to payment of. all sums expended under the terms hereof, not then repaid, with accrued interest at the amount allowed by law in effect at the date hereof, all other sums then secured hereby; and the remainder, if any, to the person or persons legally entitled thereto. (12) Beneficiary, or any successor in ownership of any indebtedness secured hereby, may from time to time, by instrument in writing, substitute a successor or successors to any Trustee named herein or acting hereunder, which instrument, executed by the Beneficiary and duly acknowledged and recorded in the office of the recorder of the county or counties where said property is situated, shall be conclusive proof of proper substitution of such successor Trustee or Trustees, who shall, without conveyance from the Trustee predecessor, succeed to all its title, estate, rights, powers and duties. Said instrument must contain the name of the original Trustors, Trustee and Beneficiary hereunder, the hook and pages where this Deed is recorded and the name and address of the new Trustee. (13) That this Deed applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. The term Beneficiary shall mean the owner and holder, including pledgees, of the note secured hereby, whether or not named as Beneficiary herein. In this Deed, whenever the context so requires, the masculine gender includes the feminine and /or, neuter, and the singular number includes the plural. (14) That Trustee accepts this Trust when this Deed, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or of any action or proceeding in which Trustors, Beneficiary or Trustee shall be a party unless brought by Trustee. % INITIALS" _ l R V B U S\ M H 0 S K I N G 1730903.2 REQUEST FOR FEEL RECONVEYANCE Chicago Title Company, a California Corporation, TRUSTEE: The undersigned is the legal owner and holder of all indebtedness secured by the within Deed of Trust. All sums secured by said Deed of Trust have been fully paid and satisfied; and you are hereby requested and directed, on payment to you of any sums owing to you under the terms of said Deed of Trust, to cancel all evidences of indebtedness, secured by said Deed of Trust, delivered to you herewith, together with the said Deed of Trust, and to reconvey, without warranty, to the parties designated by the terms of said Deed of Trust, all the estate now held by you under the same. Dated Please mail Reconveyance to: Do not lose or destroy this Deed of Trust OR THE NOTE which it secures. Both original documents must be delivered to the Trustee for cancellation before reconveyance will be made. STATE OF CALIFORNIA COUNTY OF ON before me, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose names) is /arc 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 hislher/their signature(s) on the instrument the person(s), or the entity upon behalf of which the persons) acted, executed the instrument. 1 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 RV BUS1Ml IOSKINGV 30903.2 EXHIBIT "D" GRANT DEED RVBUS\M HOSKING \730902.2 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Best Best & Krieger LLP 3750 University Avenue, Suite 400 P.O. Box 1028 Riverside, California 92501 Attention: Margaret A. Hosking APN 5785- 002 -900 EXEMPT FROM RECORDING FEES PER GOVT. CODE 27383 EXEMPT FROM DOCUMENTARY TRANSFER TAX PER REV. & TAX CODE §11922 GRANT DEED THE CITY OF ARCADIA, a municipal corporation (hereinafter referred to as "Grantor "), represent that Grantor is the owner in fee of the following real property located in the County of Los Angeles, State of California: THE LAND DESCRIBED HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF LOS ANGELES, CITY OF ARCADIA, AND IS DESCRIBED AS FOLLOWS: Lot 13 of Tract No. 29895, as per map recorded in Book 814, Pages 21 & 22 of Maps, in the Office of the County Recorder of said County. A.P.N. 5785.002.900 (hereinafter referred to as the "Property "). RV BUS\M HOSKING \730902.2 FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Grantor does hereby GRANT and CONVEY to: KIN Y. CHU, a married man and BENSON TSE, a married man, AS JOINT TENANTS (hereinafter referred to as "Grantee "), fee simple absolute title to the Property. IN WITNESS WHEREOF, Grantor has caused this instrument to be executed on the date set forth below. Dated: J—d 3-01 GRANTOR: THE CITY OF ARCADIA, a municipal corporation Robert C. Harbicht, Mayor RV BUS\M HOSKING \730902.2 NOTARY ACKNOWLEDGMENT (California All- Purpose Acknowledgment) STATE OF CALIFORNIA ) ) ss. COUNTY OF ) On 'QN . D3 , 2009, before me, q� S' n(��c t\ , notary public, personally appeared RQ kQ< k (,-. b i r ° -h+ , who proved to me on the basis of satisfactory evidence to be the personN whose nameN is /div subscribed to the within instrument and acknowledged to me that he /Ne /they executed the same in his*r /their authorized capacity(ib§), and that by his/her /their signatures) on the instrument the person), or the entity upon behalf of which the person(N) 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. MARINA SIMONUN e. \'M (M\CS Commission s 173 8031 S1g natur of Notary Pu lic Notary Publi c - California Los Angeles County 6MyConm.&v1sss?Aov9.2D1I ATTACHED TO: GRANT DEED [APN 5785- 002 -9001 RV BUS\MHOSKING \730902.2 RECEIVED MAR 0 2 2009 SECURED PROMISSORY NOTE BEST BEST & KRIE°.CmCi t",.? $188,000.00 Arcadia, California ,2009 FOR VALUE RECEIVED, the undersigned, KIN Y. CHU, a married man and BENSON TSE, a married man, jointly and severally ( "Makers "), hereby promise to pay to the City of Arcadia, a municipal corporation ( "Holder ") or order, at City of Arcadia, Administrative Services, 240 W. Huntington Drive, P.O. Box 60021, Arcadia, California 91066 -6021, the principal sum of One Hundred and Eighty -Eight Thousand Dollars ($188,000.00). The unpaid principal balance of this Note will bear interest at a rate of five percent (5 %), compounded annually, effective as of the date of closing ( "Closing ") for the conveyance of the real property encumbered by the Deed of Trust described below, from Holder to Makers. The entire unpaid principal balance of this Note and accrued but unpaid interest thereon will be fully due and payable thirty (30) months following the Closing (the "Maturity Date "). The Closing will be deemed to be the date on which the Deed of Trust was recorded. 1. All payments hereunder shall be paid in lawful money of the United States of America to Holder at: City of Arcadia, Administrative Services, 240 W. Huntington Drive, P.O. Box 60021, Arcadia, California 91066 -6021 or such other place as Holder may designate from time to time. 2. This Note is secured by a Deed of Trust to Chicago Title Company, a California corporation, as trustee (the "Deed of Trust "). 3. Should default be made in any payment when due under this Note or in the performance or observance of any of the covenants and agreements of this Note, then and in any such event, the Holder hereof may, at Holder's option, declare this Note and the entire indebtedness hereby evidenced to be immediately due and payable, regardless of the Maturity Date. Notwithstanding the foregoing, Makers shall have a period of ten (10) days within which to cure any default resulting from the nonpayment by Makers of amounts due under this Note or the Deed of Trust. With respect to any nonmonetary default, Makers shall have a period of thirty (30) days following the giving of written notice from Holder within which to cure such default. If such nonmonetary default may not reasonably be cured within such 30 -day period, Makers shall not be in default under this Note or the Deed of Trust so long as Makers have commenced and are diligently pursuing the care of such nonmonetary default within such 30 -day period. 4. Makers agree to indemnify Holder and to hold Holder and Holder's successors and assigns harmless from and against any and all claims, demands, costs, liabilities and obligations of any kind or nature arising out of any default hereunder, including without limitation all costs of collection, including reasonable attorneys' fees and all costs of suit, in the event the unpaid principal sum of this Note and/or any interest thereon is not paid when due. 5. Makers may, in their discretion, prepay this Note in whole at any time prior to the Maturity Date without any prepayment penalty. RVBUSNHOSKING V 30903.2 6.. In the event Makers fail to make any required payment under this Note within ten (10) days after such payment becomes due and payable, a late charge of equal to five percent (5 %) of the delinquent payment shall be added to the amount due. The parties agree that this late charge represents a reasonable sum considering all of the circumstances existing on the date of this Note and represents a fair and reasonable estimate of the costs and damages that Holder will incur by reason of the late payment. The parties further agree that proof of actual damages would be costly or inconvenient. 7. Makers acknowledge and agree that Makers shall not have any rights whatsoever to set -off against amounts due hereunder or otherwise due Holder any amount or obligation due Makers or claimed to be due Makers from Holder. 8. The unenforceability or invalidity of any provision or provisions of this Note as to any persons or circumstances shall not render that provision or those provisions unenforceable or invalid as to any other persons or circumstances, and all provisions hereof, in all other respects, shall remain valid and enforceable. 9. This Note shall bind Makers and each of their successors and assigns and the benefits hereof shall inure to Holder and Holder's successors and assigns. 10. Principal and interest are payable in lawful money of the United States. The validity, interpretation and performance of this Note shall be governed by and construed in accordance with the laws of the State of California. 11. Time is of the essence of this Note. MAKERS: Kin Y. huj/ son Tse R VBUS \MF1OSK1NG \730903.2 RECORDING REQUESTED BY: When Recorded Mail Document To: Best Best & Krieger, LLP 3750 University Avenue, Suite 400 Riverside, California 92501 Attention: Margaret A. Husking APN: 5785- 002 -900 SPACE ABOVE THIS LINE FOR SHORT FORM DEED OF TRUST AND ASSIGNMENT OF RENTS THIS DEED OF TRUST is made this day of 2009, between KIN Y. CHU, a married man and BENSON TSE, a married man, herein called TRUSTORS, whose address is 240 South Raymond Avenue, Alhambra, California 91801 CHICAGO TITLE COMPANY., a California Corporation, herein called TRUSTEE, and the CITY OF ARCADIA, a municipal corporation, herein called BENEFICIARY, WITNESSETH: That TRUSTORS IRREVOCABLY GRANT, TRANSFER AND ASSIGN to TRUSTEE IN TRUST, WITH POWER OF SALE, the properties in the City of Arcadia, Los Angeles County, California, described as: AND THE LAND DESCRIBED HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF LOS ANGELES, CITY OF ARCADIA, AND IS DESCRIBED AS FOLLOWS: Lot 13 of Tract No. 29895, as per map recorded in Book 814, Pages 21 & 22 of Maps, in the Office of the County Recorder of said County. A.P.N. 5785.002.900 A PARCEL OF LAND LOCATED IN THE STATE OF CA, COUNTY OF LOS ANGELES, WITH A SITUS ADDRESS OF 508 W CAMINO REAL AVE, ARCADIA CA 91007 -7379 C069 CURRENTLY OWNED BY CHU KIN Y & TSE BENSON HAVING A TAX ASSESSOR NUMBER OF 5785- 002 -064 AND BEING THE SAME PROPERTY MORE FULLY DESCRIBED AS TRACT NO 6509 LOT COM AT NE COR OF LOT 71 TH S ON E LINE OF SD LOT TO N LINE OF S 76 FT OF SD LOT TH W THEREON 66.41 FT TH N PARALLEL WITH SD E LINE TO N LINE OF SD LOT TH E THEREON TO BEG AND DESCRIBED IN DOCUMENT NUMBER 1716334 DATED 09/11/2008 AND RECORDED 09/24/2008. A.P.N.5785- 002 -064 TOGETHER WITH the rents, issues and profits thereof, SUBJECT, HOWEVER, to the right, power and authority given to and conferred upon Beneficiary by paragraph (10) of the provisions incorporated herein by reference to collect and apply such rents, issues and profits. For the Purpose of Securing: I. Performance of each agreement of Trustors incorporated by reference or contained herein. 2. Payment of the indebtedness evidenced by one promissory note of even date herewith, and any extension or renewal thereof, in the principal sum of One Hundred Eighty -Eight Thousand Dollars ($188,000.00) executed by Trustors in favor of Beneficiary or order. 3. Payment of such further FD -221B (Rev. 9 /90.) SHORT FORM DEED OF TRUST R V B U S \M H O S K I N G 1730903.2 sums as the then record owner of said property hereafter may borrow from Beneficiary, when evidenced by another note (or notes) reciting it is so secured. To Protect the Security of this Deed of Trust, Trustors Agree: By the execution and delivery of this Deed of Trust and the note secured hereby, that provisions (1) to (14), inclusive, of the fictitious deed of trust recorded in Santa Barbara County and Sonoma County October 18, 1961, and in all other counties October 23, 1961, in the book and at the page of Official Records in the office of the county recorder of the county where said property is located, noted below opposite the name of such county, viz: COUNTY BOOK PAGE Alameda 435 684 Alpine 1 250 Amador 104 348 Butte 1145 1 Calaveras. 145 152 Colusa 296 617 Contra Costa3978 47 Del Norte 78 414 El Dorado 568 456 Fresno 4626 572 Glenn 422 184 Humboldt 657 527 Imperial 1091 501 Inyo 147 598 Kern 3427 60 COUNTY BOOK PAGE COUNTY BOOK PAGE COUNTY BOOK PAGE Kings 792 833 Placer 895 301 Siena 29335 Lake 362 39 Plumas 151 5 Siskiyou 468 181 Lassen 171 471 Riverside 3005 523 Solano 1105 182 Los Angeles T2055 899 Sacramento 4331 62 Sonoma 1851 689 Madera 810 170 San Benito 271 383 Stanislaus 1715 456 Marin 1508 339 San Bernardino5567 61 Sutter 572 297 Mariposa 77 292 San Francisco A332 905 Tehama 401 289 Mendocino 579 530 San Joaquin 2470 311 Trinity 93366 Merced 1547 538 San Luis Obispo IISI 12 Tulare 2294 275 Modoc 184 851 San Mateo 4078 420 Tuolumne 135 47 Mono 52 429 Santa Barbara 1878 860 Ventura 2062 386 Monterey 2194 538 Santa Clara 5336 341 Yolo 653 245 Napa 639 86 Santa Cruz 1431 494 Yuba 334 486 Nevada 305 320 Shasta 684 528 Orange 5889 611 San Diego Series 2 Book 1961, Page 183887 which provisions, identical in all counties, (printed on the attached unrecorded pages) are hereby adopted and incorporated herein and made a part hereof as fully as though set forth herein at length; that Trustors will observe and perform said provisions; and that the references to property, obligations and parties in said provisions shall be construed to refer to the property, obligations, and parties set forth in this Deed of Trust. The undersigned Trustors request that a copy of any Notice of Default and of any Notice of Sale hereunder be mailed to them at the address hereinbefore set forth. STATE OF CALIFORNIA COUNTY OF ON before me, personally appeared personally known to me (or 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 TRUSTORS: 1 in Y B� se FD -221 B (Rev. 9/94) SHORT FORM DEED OF TRUST R VBUS \MHOSKING \730903.2 APN: 5785- 002 -900 DO NOT RECORD The following is a copy of provisions (1) to (14), inclusive, of the fictitious deed of trust, recorded in each county in California, as stated in the foregoing Deed of Trust and incorporated by reference in said Deed of Trust as being a part thereof as if set forth at length therein TO PROTECT THE SECURITY OF THIS DEED OF TRUST, TRUSTORS AGREE: (I) To keep said property in good condition and repair, not to remove or demolish any building thereon; to complete or restore promptly and in good and workmanlike manner any building which may be constructed, damaged or destroyed thereon and to pay when due all claims for labor performed and materials famished therefor; to comply with all laws affecting said property or requiring any alterations or improvements to be made thereon; not to commit or permit waste thereof; not to commit, suffer or permit any act upon said property in violation of law; to cultivate, irrigate, fertilize, fumigate, plane and do all other acts which from the character or use of said property may be reasonably necessary, the specific enumerations herein not excluding the general. (2) To provide, maintain and deliver to Beneficiary fire insurance satisfactory to and with loss payable to Beneficiary. The amount collected under any fire or other insurance policy may be applied by Beneficiary upon any indebtedness secured hereby and in such order as Beneficiary may determine, or at option of Beneficiary the entire amount so collected or any part thereof may be released to Trustors. Such application or release shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice. (3) To appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee; and to pay all costs and expenses, including cost of evidence of title and attorney's fees in a reasonable sum, in any such action or proceeding in which Beneficiary or Trustee may appear, and in any suit brought by Beneficiary to foreclose this Deed. (4) To pay: at least ten days before delinquency all taxes and assessments affecting said properly, including assessments on appurtenant water stock; when due, all encumbrances, charges and liens, with interest, on said property or any part thereof, which appear to be prior or superior hereto; all costs, fees and expenses of this Trust. Should Trustors fail to make any payment or to do any act as herein provided, then Beneficiary or Trustee, but without obligation so to do and without notice to or demand upon Trustors and without releasing Tmstors from any obligation hereof, may: make or do the same in such manner and to such extent as either may deem necessary to protect the security hereof. Beneficiary or Trustee being authorized to enter upon said property for such purposes; appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee; pay, purchase, contest or compromise anv encumbrance, charge or lien which in the judgment of either appears to be prior or superior hereto: and, in exercising any such powers, pay necessary expenses, employ counsel and pay his reasonable fees. (5) To pay immediately and without demand all sums so expended by Beneficiary or Trustee, with interest from date of expenditure at the amount allowed by law in effect at the date hereof, and to pay for any statement provided for by law in effect at the date hereof regarding the obligation secured hereby any amount demanded by the Beneficiary not to exceed the maximum allowed by law at the time when said statement is demanded. (6) 1 hat any award of damages in connection with any condemnation for public use of or injury to said property or any part thereof is hereby assigned and shall be paid to Beneficiary who may apply or release such moneys received by him in the same manner and with the same effect as above provided for disposition of proceeds of fire or other insurance. (7) That by accepting payment of any sum secured hereby after its due date, Beneficiary does not waive his right either to require prompt payment when due of all other sums so secured or to declare default for failure so to pay. (g) That at any time or form time to time, without liability therefor and without notice, upon written request of Beneficiary and presentation of this Deed and said note for endorsement, and without affecting the personal liability of any person for payment of the indebtedness secured hereby, Tmstee may: reconvey any pan of said property; consent to the making of any map or plat thereof, join in granting any casement thereon or join in any extension agreement or any agreement subordinating the lien or charge hereof. (9) That upon written request of Beneficiary stating that all sums secured hereby have been paid, and upon surrender of this Deed and said note to Trustee for cancellation and retention and upon payment of its fees, Trustee shall reconvey, without warranty, the property then held hereunder. The recitals in such reconveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. The Grantee in such reconveyance may be described as "the person or persons legally entitled thereto" Five years after issuance of such full reconveyance, Trustee may destroy said note and this Deed (unless directed in such request to retain them). (10) That as additional security, Trustors hereby give to and confer upon Beneficiary the right, power and authority, during the continuance of these Trusts, to collect the rents, issues and profits of said property, reserving unto Trustors the right, prior to any default by Trustors in payment of any indebtedness secured hereby or in performance of any agreement hereunder, to collect mid retain such rents, issues and profits as they become due and payable. Upon any such default, Beneficiary may at any time without notice, either in person, by agent, or by a receiver to be appointed by a court, and without regard to the adequacy of any security for the indebtedness hereby secured, enter upon and take possession of said property or any part thereof, in his own name sue for or otherwise collect such, rents, issues, and profits, including those past due and unpaid, and apply the same, less costs and expenses of operation and collection, including reasonable attorney's fees, upon any indebtedness secured hereby, and in such order as Beneficiary may determine. The entering upon and taking possession of said property, the collection of such rents, issues and profits and the application thereof as aforesaid, shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice. (I I ) That upon default by Trustors in payment of any indebtedness secured hereby or in performance of any agreement hereunder, Beneficiary may declare all SUMS secured hereby immediately due and payable by delivery to Trustee of written declaration of default and demand for sale and of written notice of default and of election to cause to be sold said property, which notice Trustee shall cause to be filed for record Beneficiary also shall deposit with Trustee this Deed, said note and all documents evidencing expenditures secured hereby. INITIALS Wjq¢"W1SYT/(jW7309031 SI IORT FORM DEED OF TRUST APN: 5785- 002 -900 DO NOT RECORD After the lapse of such time as may then be required by law following the recordation of said notice of default, and notice of sale having been given as then required by law, Trustee, without demand on Trustors, shall sell said property at the time and place fixed by it in said notice of sale, either as a whole or in separate parcels, and in such order as it may determine, at public auction to the highest bidder for cash of lawful money of the United States, payable at time of sale. Trustee may postpone sale of all or any portion of said property by public announcement at such time and place of sale, and from time to time thereafter may postpone such sale by public announcement at the time fixed by the proceeding postponement. Trustee shall deliver to such purchaser its deed conveying the property so sold, but without any covenant or warranty, express or implied. The recitals in such deed of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Trustors, Trustee, or Beneficiary as hereinafter defined, may purchase at such sale. After deducting all costs, fees and expenses of Trustee and of this Trust, including cost of evidence of title in connection with sale, Trustee shall apply the proceeds of sale to payment of all sums expended under the terms hereof, not then repaid, with accrued interest at the amount allowed by law in effect at the date hereof, all other sums then secured hereby; and the remainder, if any, to the person or persons legally entitled thereto. (12) Beneficiary, or any successor in ownership of any indebtedness secured hereby, may from time to time, by instrument in writing, substitute a successor or successors to any Trustee named herein or acting hereunder, which instrument, executed by the Beneficiary and duly acknowledged and recorded in the office of the recorder of the county or counties where said property is situated, shall be conclusive proof of proper substitution of such successor Trustee or Trustees, who shall, without conveyance from the Trustee predecessor, succeed to all its title, estate, rights, powers and duties. Said instrument must contain the name of the original Trustors, Trustee and Beneficiary hereunder, the book and pages where this Deed is recorded and the name and address of the new Trustee. (13) That this Deed applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. The term Beneficiary shall mean the owner and holder, including pledgees, of the note secured hereby, whether or not named as Beneficiary herein. In this Deed, whenever the context so requires, the masculine gender includes the feminine and /or neuter, and the singular number includes the plural. (14) That Trustee accepts this 'irust when this Deed, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or of any action or proceeding in which Trustors, Beneficiary or Trustee shall be a party unless brought by Trustee. INITIALS 1. RVBU MHOSKINGV30903.2 REQUEST FOR FULL RECONVEYANCE Chicago Title Company, a California Corporation, TRUSTEE: The undersigned is the legal owner and holder of all indebtedness secured by the within Deed of Trust. All sums secured by said Deed of Trust have been fully paid and satisfied; and you are hereby requested and directed, on payment to you of any sums owing to you under the terms of said Deed of Trust, to cancel all evidences of indebtedness, secured by said Decd of Trust, delivered to you herewith, together with the said Deed of Trust, and to reconvey, without warranty, to the parties designated by the terms of said Decd of Trust, all the estate now held by you under the same. Dated Please mail Reconveyance to: Do not lose or destroy this Deed of Trust OR THE NOTE which it secures. Both original documents must be delivered to the Trustee for cancellation before reconveyance will be made. STATE OF CALIFORNIA COUNTY OF ON before me, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the persons) whose name(s) is /arc 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 ofwhieh the person(s) acted, executed the instrument I certify under PENALTY OF PERJURY under the laws of the Stale of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature R VBUS \MI IOS KING V30903.2 1 , RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO Best Best & Krieger LLP 3750 University Avenue, Suite 400 P.O. Box 1028 Riverside, California 92501 U 03/17/2009 orded gas IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII 1111111 Orlg 20090381518 . processing nas oven conlplultu. LOS ANGELES COUNTY REGISTRAR • RECORDER Attention: Margaret A. Hosking APN 5785 -002 -900 EXEMPT FROM RECORDING FEES PER GOVT. CODE 27383 EXEMPT FROM DOCUMENTARY TRANSFER TAX PER REV. & TAX CODE §11922 GRANT DEED THE CITY OF ARCADIA, a municipal corporation (hereinafter referred to as "Grantor "), represent that Grantor is the owner in fee of the following real property located in the County of Los Angeles, State of California: THE LAND DESCRIBED HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF LOS ANGELES, CITY OF ARCADIA, AND IS DESCRIBED AS FOLLOWS: Lot 13 of Tract No. 29895, as per map recorded in Book 814, Pages 21 & 22 of Maps, in the Office of the County Recorder of said County. A.P.N. 5785.002.900 (hereinafter referred to as the "Property "). R VBUS \MHOSKING \730902.2 r FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Grantor does hereby GRANT and CONVEY to: KIN Y. CHU, a married man and BENSON TSE, a married man, AS JOINT TENANTS (hereinafter referred to as "Grantee "), fee simple absolute title to the Property. IN WITNESS WHEREOF, Grantor has caused this instrument to be executed on the date set forth below. Dated: Ka 'a st J-00 `( GRANTOR: RV B US\M HOSKING \730902.2 THE CITY OF ARCADIA, a municipal corporation Robert C. Harbicht, Mayor NOTARY ACKNOWLEDGMENT (California All- Purpose Acknowledgment) STATE OF CALIFORNIA ) ss. COUNTY OF jk�, ) On 2009, before me, \-ApciV\o, S;%Nfj c V\ , notary public, personally appeared R�� K,7- UW_6%ckV , who proved to me on the basis of satisfactory evidence to be the personN whose nameN is /akp subscribed to the within instrument and acknowledged to me that he /ske /ttwy executed the same in his/1%r /!heir authorized capacity(ii *), and that by his/her /their signature(s) on the instrument the personN), or the entity upon behalf of which the person acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. INITNESS my hw -d and official seal. MARINA SIMONIAN Vk\ y iQCommbslon s 1738031 Si afar of Notaz Pu lic Notary Public • CallforMa � � y Los Angeles County Con B W 9 ZOII ATTACHED TO: GRANT DEED [APN 5785- 002 -9001 RVBUS\MHOSKING 730902.2 COUNTY OF LOS ANGELES • OFFICE OF THE ASSESSOR SESSOR 500 WEST TEMPLE STREET • LOS ANGELES, CA 90012 -2770 I`K Telephone: 213. 974. 3211• Email: helpdesk®assessorlacountggov• Websile: assessoclacountygov A�F Si oases ayuda en Espanol, Ilame at numero 213.9743211 RICK AUERBACH ASSESSOR PRELIMINARY CHANGE OF OWNERSHIP REPORT Ro be completed by transferee (buyer) prior to transfer of subject pprop�ery in accordance with section 480.3 of the Revenue and Taxation Code.] A Preliminary Change of Ownership Report must be filed with each conveyance in the County Recorder's office for the county where the property is located; this particular form may be used in all 58 counlies of California. THIS REPORT IS NOT A PUBLIC DOCUMENT SELLER/fRANSFEROR: City of Arcadia BUYER/TRANSFEREE: Kin Y. Chu and Benson Tse ASSESSOR'S PARCEL NUMBER(S) 5785 -002 -900 PROPERTY ADDRESS OR LOCATION: 509 W. Winnie Way, Arcadia, CA 91007 MAIL TAX INFORMATION TO: Name Kin Y. Chu and Benson Tse Address 240S. Raymond Ave, Arcadia, CA 91007 NOTICE: A lien for property taxes applies to your property on January 1 of each year for the taxes owing in the following fiscal year. July 1 through June 30. One -half of these taxes is due November 1, and one -half is due February 1. The first installment becomes delinquent on December 10, and the second installment becomes delinquent on Apnl 10. One tax bill is mailed before November t to the owner of record. You may be responsible for the current or upcoming property taxes even If you do not receive the tax bill. ' FOR RECORDER'S USE ONLY DOCUMENT NUMBER p RECORDING DATE The property which you acquired may be subject to a supplemental assessment in an amount to be determined by the Los Angeles County Assessor. For further information on your supplemental roll obligation, please call the Los Angeles County Assessor at (213) 974 -3211. PART I: TRANSFER INFORMATION (please answerall questions) ❑ ❑ A. Is this transfer solely between husband and wife (addition of a spouse, death of a spouse, divorce settlement, etc.)? ❑ ❑ B. Is this transaction only a correction of the name(s) of the person(s) holding title to the property (for example, a name change upon marriage)? Please explain ❑ ❑ C. Is this document recorded to create, terminate, or reconvey a lender's interest in the property? ❑ ❑ D. Is this transaction recorded only as a requirement for financing purposes or to create, terminate, or reconvey a security interest (e.g., cosigner)? Please explain ❑ ❑ E. Is this document recorded to substitute a trustee of a trust, mortgage, or other similar document? ❑ ❑ F Did this transfer result in the creation of a joint tenancy in which the seller (transferor) remains as one of the joint tenants? ❑ ❑ G. Does this transfer return property to the person who created the joint tenancy (original transferor)? H. Is this a transfer of property: ❑ ❑ 1. to a revocable trust that may be revoked by the transferor and is for the benefit of the ❑ transferor ❑ transferor's spouse? ❑ ❑ 2. to a trust that may be revoked by the Creator /Grantor who is also a joint tenant, and which names the other joint tenant(s) as beneficiaries when the Creator /Grantor dies? ❑ ❑ 3. to an irrevocable trust for the benefit of the ❑ Creator /Grantor and /or ❑ Grantor's spouse? ❑ ❑ 4. to an irrevocable trust from which the property reverts to the Creator /Grantor within 12 years? ❑ ❑ I. If this property is subject to a lease, is the remaining lease term 35 years or more including written options? ❑ ❑ 'J. Is this a transfer between ❑ parent(s) and child(ren)? ❑ or from grandparent(s) to grandchild(ren)? ❑ ❑ 'K. Is this transaction to replace a principal residence by a person 55 years of age or older? Within the same county? ❑ Yes ❑ No • ❑ 'L. Is this transaction to replace a principal residence b a person who is severely disabled as defined by Revenue and Taxation Code section 69.5? Within the same county? ❑ Yes E No • ❑ M. Is this transfer solely between domestic partners currently registered with the California Secretary of State? 'If you checked yes to J, K or L, you may qualify for a property tax reassessment exclusion, which may result in lower taxes on your property. If you do not file a claim, your property will be reassessed. Please provide any other information that will help the Assessor to understand the nature of the transfer. If the conveying document constitutes an exclusion from a change in ownership as defined in section 62 of the Revenue and Taxation Code for any reason other than those listed above, set forth the specific exclusions claimed: Please answer all questions in each section. If a question does not apply, indicate with "WA" Sign and date at bottom of second page. PART II: OTHER TRANSFER INFORMATION A. Date of transfer if other than recording date B. Type of transfer (please check appropriate box): JR�PUrchase ❑ Foreclosure ❑ Gift ❑ Trade or Exchange ❑ Merger, Stock, or Partnership Acquisition ❑ Contract of Sale - Date of Contract ❑ Inheritance - Date of Death ❑ Creation of Lease ❑ Assignment of a Lease ❑ Date lease began • Original term in years (including written options) • Remaining term in years (including written options) _ Monthly Payment ❑ Other (please explain): ❑ Termination of a Lease Remaining Term C. Was only a partial interest in the property transferred? ❑ Yes KNo If yes, indicate the percentage transferred __._.._.._ —_— ___._._._..____ BOE -502 -A (FRONT( REV. 10 (8 -07) ASSR -70 (Rev. 08/07) ❑ Sale/Leaseback Please write Assessor's Parcel Number(s): 57 -3 S - 602— - -7C) C) t . Please answer, to the best of your knowledge, all applicable questions, then sign and date. If a question does not apply, indicate with "N /A." I PART III: PURCHASE PRICE AND TERMS OF SALE A. CASH DOWN PAYMENT OR value of trade or exchange (excluding closing costs) Amount $ A7, ? n O B. FIRST DEED OF TRUST R % interest for years. P mts. /Mo. = $ Y (Prin. 8 Int. only) Amount $ ❑ FHA( Discount Points) 11 Fixed rate —�w loan ❑ Conventional ❑ Variable rate ❑ Assumed existing loan balance ❑ VA (_Discount Points) ❑ All inclusive D.T. I$ Wrapped) ❑ Bank or savings & loan ❑ Cal -Vet ❑ Loan carried by seller ❑ Finance company Balloon payment ❑ Yes ❑ No Due Date Amount $ C. SECOND DEED OF TRUST 0 % Interest for years. Pymts. /Mo. _ $ (Prin. & Int. only) Amount $ 0 ❑ Bank or savings 8 loan ❑ Fixed rate — New loan [F—Loan carried by seller ❑ Variable rate ❑' Assumed existing loan balance Balloon payment ❑ Yes ❑ No - Due Date Amount $ D. OTHER FINANCING: Is other financing involved not covered in (b) or (c) above? ❑ Yes ❑ No Amount $ Type _ R % interest for years. Pymts./Mo. _ $ (Prin. & Int. only) ❑ Bank or savings & loan ❑ Fixed rate ❑ New loan ❑ Loan carried by seller ❑ Variable rate ❑ Assumed existing loan balance Balloon payment ❑ Yes ❑ No Due Date,, Amount $ E. WAS AN IMPROVEMENT BOND ASSUMED BY THE BUYER? ❑ Yes 121 / No Outstanding Balance: Amount $ F. TOTAL PURCHASE PRICE (or acquisition price, it traded or exchanged, include real estate commission if paid) ,,-, TOTAL ITEMS A THROUGH $ OR � �jS, r3P(I G. PROPERTY PURCHASED ❑ Through a broker Ulrect from seller ❑ From a family member ❑ Other (please explain): If purchased through a broker, provide broker's name and phone number: Please explain any special terms, seller concessions, or financing and any other information that would help the Assessor understand the purchase price and terms of sale: PART IV: PROPERTY INFORMATION A. TYPE OF PROPERTY TRANSFERRED: ❑ Single- family residence ❑ Multiple - family residence (no. of units: ❑ Commercial /Industrial ❑ Other (Description: i.e., timber, mineral, water rights, etc. ❑ Agricultural ❑ Co -op /Own - your -own ❑ Condominium ❑ Timeshare PM anufactured home LV Unimproved lot B. IS THIS PROPERTY INTENDED AS YOUR PRINCIPAL RESIDENCE? ❑ Yes E No If yes, enter date of occupancy — - / _ - 20 - _ or intended occupancy / _ 20 (month) (day) (veal) (month) fdoy) beap C. IS PERSONAL/BUSINESS PROPERTY INCLUDED IN PURCHASE PRICE (i.e., furniture, farm equipment, machinery, etc.) (other than a manufactured home subject to local property tax)? ❑ Yes ETNo If yes, enter the value of the personal /business property included in the purchase price $ (Must attach itemized list.) 14 E. IS A MANUFACTURED HOME INCLUDED IN PURCHASE PRICE? ❑ Yes EgTo If yes, how much of the purchase price is allocated to the manufactured home? $ Is the manufactured home subject to local property tax? ❑ Yes ❑ No What is the decal number? DOES THE PROPERTY PRODUCE INCOME? ❑ Yes Q No If yes, is the income from: ❑ Lease/Rent ❑ Contract ❑ Mineral rights ❑ Other (please explain): F. WHAT WAS THE,�C,O�DITION OF THE PROPERTY AT THE TIME OF SALE? El Good N Average ❑ Fair ❑ Poor Please explain the physical condition of the property and provide any other information (such as restrictions, etc.) that would assist the Assessor in determining the value of the property: CERTIFICATION OWNERSHIP TYPE I✓) Proprietorship Partnership ❑ ❑ I certify that the foregoing is true, correct and complete to the best of m knowledge and belief. fY 9 9 P y g corpor . i �i This declaration is binding on each and every co -owner and /or partner. Othe ._ NAME OF NEW OW NEROORPORATE OFFICER TITLE DATE FEDERAL EMPLOYER ADDRESS Mpeo or Rmle�d) p "Ale ,t/ PHONE NUMBER IS sm. - 5p.m.) E --MAIL ADDRESSS stoonap / �(ili S. /CGIL•Y.Y✓LZ�'LS( /.PVC N'/�11L.,,lf. /c / / 1(; - 1 Lil. -, J-1 -, J,ms 1 fse iR) [.G✓Ob. eh,, (NOTE: The Assessor may contact you for additional information.) ` If a document evidencing a change of ownership is presented to the recorder for recordation without the concurrent fling of a preliminary change of ownership report, the recorder may charge an additional recording fee of twenty dollars ($20). SOE-502-A (BACK) REV. 10 (8-07) ASSR-70 (Rev. 08/07) RECORDING REQUESTED BY: When Recorded Mail Document To: Best Best & Krieger, LLP 3750 University Avenue, Suite 400 Riverside, California 92501 Attention: Margaret A. Hosking COPY of Document Recorder! 4 original 11151.11 in LOS ANGELES GOUNTY REGISTRAR-RECORDER APN: 5785- 002 -900 SPACE ABOVE SHORT FORM DEED OF TRUST AND ASSIGNMENT OF RENTS THIS DEED OF TRUST is made this !;� day of )AW TC.. , 2009, between KIN Y. CHU, a married man and BENSON TSE, a married man, herein called TRUSTORS, whose address is 240 South Raymond Avenue, Alhambra, California 91801 CHICAGO TITLE COMPANY., a California Corporation, herein called TRUSTEE, and the CITY OF ARCADIA, a municipal corporation, herein called BENEFICIARY, WITNESSETH: That TRUSTORS IRREVOCABLY GRANT, TRANSFER AND ASSIGN to TRUSTEE IN TRUST, WITH POWER OF SALE, the properties in the City of Arcadia, Los Angeles County, California, described as: rvo: THE LAND DESCRIBED HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF LOS ANGELES, CITY OF ARCADIA, AND IS DESCRIBED AS FOLLOWS: Lot 13 of Tract No. 29895, as per map recor ,iad in Nook 814, Pares 21 & 22 of Maps, in the Office of the County Recorder of said CounN,. A.P.N. 5785.002.900 A PARCEL OF LAND LOCATED IN THE STATE OF CA, COUNTY OF LOS ANGELES, WITH A SITUS ADDRESS OF 508 W CAMINO REAL AVE, ARCADIA CA 91007 -7379 C069 CURRENTLY OWNED BY CHU KIN Y & TSE BENSON HAVING A TAX ASSESSOR NUMBER OF 5785- 002 -064 AND BEING THE SAME PROPERTY MORE FULLY DESCRIBED AS TRACT NO 6509 LOT COM AT NE CDR OF LOT 71 TH S ON E LINE OF SD LOT TO N LINE OF S 76 FT OF SD LOT TH W THEREON 66.41 FT TH N PARALLEL WITH SD E LINE TO N LINE OF SD LOT TH E THEREON TO BEG AND DESCRIBED IN DOCUMENT NUMBER 1716334 DATED 09/11/2008 AND RECORDED 09/24/2008. A.P.N. 5785-002-064 TOGETHER WITH the rents, issues and profits thereof, SUBJECT, HOWEVER, to the right, power and authority given to and conferred upon Beneficiary by paragraph (10) of the provisions incorporated herein by reference to collect and apply such rents, issues and profits. For the Purpose of Securing: 1. Performance of each agreement of Trustors incorporated by reference or contained herein. 2. Payment of the indebtedness evidenced by one promissory note of even date herewith, and any extension or renewal thereof, in the principal sum of One Hundred Eighty-Eight Thousand Dollars ($188,000.00) executed by Trustors in favor of Beneficiary or order. 3. Payment of such further FD -221 B (Rev. 9/94) SHORT FORM DEED OF TRUST R V BUS \MHOSKING \730903.2 } sums as the•then record owner of said property hereafter may borrow from Beneficiary, when evidenced by another note (or notes) reciting it is so secured. To Protect the Security of this Deed of Trust, Trustors Agree: By the execution and delivery of this Deed of Trust and the note secured hereby, that provisions (1) to (14), inclusive, of the fictitious deed of trust recorded in Santa Barbara County and Sonoma County October 18, 1961, and in all other counties October 23, 1961, in the book and at the page of Official Records in the office of the county recorder of the county where said property is located, noted below opposite the name of such county, viz: COUNTY BOOK PAGE Alameda 435 684 Alpine 1 250 Amador 104 348 Butte 1145 1 Calaveras. 145 152 Colusa 296 617 Contra Costa3978 47 Del Norte El Dorado Fresno Glenn Humboldt Imperial Inyo Kern 78 414 568 4626 422 657 1091 147 3427 456 572 184 527 501 598 60 COUNTY BOOK PAGE COUNTY BOOK PAGE COUNTY BOOK PAGE Kings 792 833 Placer 895 301 Sierra 29335 Lake 362 39 Plumas 151 5 Siskiyou 468 181 Lassen 171 471 Riverside 3005 523 Solano 1105 182 Los Angeles T2055 899 Sacramento 4331 62 Sonoma 1851 689 Madera 810 170 San Benito 271 383 Stanislaus 1715 456 Marin 1508 339 San Bernardino5567 61 Sutter 572 297 Mariposa 77 292 San Francisco A332 905 Tehama 401 289 Mendocino 579 530 San Joaquin 2470 311 Trinity 93366 Merced 1547 538 San Luis Obispo 1151 12 Tulare 2294 275 Modoc 184 851 San Mateo 4078 420 Tuolumne 135 47 Mono 52 429 Santa Barbara 1878 860 Ventura 2062 386 Monterey 2194 538 Santa Clara 5336 341 Yolo 653 245 Napa 639 86 Santa Cruz 1431 494 Yuba 334 486 Nevada 305 320 Shasta 684 528 Orange 5889 611 San Diego Series 2 Book 1961, Page 183887 which provisions, identical in all counties, (printed on the attached unrecorded pages) are hereby adopted and incorporated herein and made a part hereof as fully as though set forth herein at length; that Trustors will observe and perform said provisions; and that the references to property, obligations and parties in said provisions shall be construed to refer to the property, obligations, and parties set forth in this Deed of Trust. The undersigned Tmstors request that a copy of any Notice of Default and of any Notice of Sale hereunder be mailed to them at the address hereinbefore set forth. STATE OF CALIFORNIA COUNTY OF ON before me, personally appeared personally known to me (or 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 hislher(their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. 1 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 FD -221 B (Rev. 9/94) R VBUS\MHOSKING \730903.2 TRUSTORS: Kin Y r se SHORT FORM DEED OF TRUST APN: 5785- 002 -900' DO NOT RECORD I The following is a copy of provisions (1) to (14), inclusive, of the fictitious deed of trust, recorded in each county in California, as stated in the foregoing Deed of Trust and incorporated by reference in said Deed of Trust as being a part thereof as if set forth at length therein. TO PROTECT THE SECURITY OF THIS DEED OF TRUST, TRUSTORS AGREE: (1) To keep said property in good condition and repair; not to remove or demolish any building thereon; to complete or restore promptly and in good and workmanlike manner any building which may be constructed, damaged or destroyed thereon and to pay when due all claims for labor performed and materials famished therefor{ to comply with all laws affecting said property or requiring any alterations or improvements to be made thereon; not to commit or permit waste thereof, not to commit, suffer or permit any act upon said property in violation of law; to cultivate, iffigate, fertilize, fumigate, prone and do all other acts which from the character or use of said property may be reasonably necessary, the specific enumerations herein not excluding the general. (2) To provide, maintain and deliver to Beneficiary fire insurance satisfactory to and with loss payable to Beneficiary. The amount collected under any fire or other insurance policy may be applied by Beneficiary upon any indebtedness secured hereby and in such order as Beneficiary may determine, or at option of Beneficiary the entire amount so collected or any part thereof may be released to Trustors. Such application or release shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice. (3) To appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee; and to pay all costs and expenses, including cost of evidence of title and attorney's fees in a reasonable sum, in any such action or proceeding in which Beneficiary or Trustee may appear, and in any suit brought by Beneficiary to foreclose this Deed. (4) To pay: at least ten days before delinquency all taxes and assessments affecting said property, including assessments on appurtenant water stock; when due, all encumbrances, charges and liens, with interest, on said property or any par thereof, which appear to be prior or superior hereto; all costs, fees and expenses of this Trust. Should Trustors fail to make any payment or to do any act as herein provided, then Beneficiary or Trustee, but without obligation so to do and without notice to or demand upon Trustors and without releasing Trustors from any obligation hereof, may: make or do the same in such manner and to such extent as either may deem necessary to protect the security hereof, Beneficiary or Trustee being authorized to enter upon said property for such purposes; appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee; pay, purchase, contest or compromise any encumbrance, charge or lien which in the judgment of either appears to be prior or superior hereto; and, in exercising any such powers, pay necessary expenses, employ counsel and pay his reasonable fees. (5) To pay immediately and without demand all sums so expended by Beneficiary or Trustee, with interest from date of expenditure at the amount allowed by law in effect at the date hereof, and to pay for any statement provided for by law in effect at the date hereof regarding the obligation secured hereby any amount demanded by the Beneficiary not to exceed the maximum allowed by law at the time when said statement is demanded. (6) That any award of damages in connection with any condemnation for public use of or injury to said property or any part thereof is hereby assigned and shall be paid to Beneficiary who may apply or release such moneys received by him in the same manner and with the same effect as above provided for disposition of proceeds of fire or other insurance. (7) That by accepting payment of any sum secured hereby after its due date, Beneficiary does not waive his right either to require prompt payment when due of all other sums so secured or to declare default for failure so to pay. (8) That at any time or from time to time, without liability therefor and without notice, upon written request of Beneficiary and presentation of this Deed and said note for endorsement, and without affecting the personal liability of any person for payment of the indebtedness secured hereby, Trustee may: reconvey any part of said property; consent to the making of any map or plat thereof; join in granting any easement thereon; or join in any extension agreement or any agreement subordinating the lien or charge hereof. (9) That upon written request of Beneficiary stating that all sums secured hereby have been paid, and upon surrender of this Deed and said note to Trustee for cancellation and retention and upon payment of its fees, Trustee shall reconvey, without warranty, the property then held hereunder. The recitals in such reconveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. The Grantee in such reconveyance may be described as "the person or persons legally entitled thereto." Five years after issuance of such full reconveyance, Trustee may destroy said note and this Deed (unless directed in such request to retain them). (10) That as additional security, Trustors hereby give to and confer upon Beneficiary the right, power and authority, during the continuance of these Trusts, to collect the rents, issues and profits of said property, reserving unto Trustors the right, prior to any default by Trustors in payment of any indebtedness secured hereby or in performance of any agreement hereunder, to collect and retain such rents, issues and profits as they become due and payable. Upon any such default, Beneficiary may at any time without notice, either in person, by agent, or by a receiver to be appointed by a court, and without regard to the adequacy of any security for the indebtedness hereby secured, enter upon and take possession of said property or any part thereof, in his own name sue for or otherwise collect such, rents, issues, and profits, including those past due and unpaid, and apply the same, less costs and expenses of operation and collection, including reasonable attorney's fees, upon any indebtedness secured hereby, and in such order as Beneficiary may determine. The entering upon and taking possession of said property, the collection of such rents, issues and profits and the application thereof as aforesaid, shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice. (11) That upon default by Trustors in payment of any indebtedness secured hereby or in performance of any agreement hereunder, Beneficiary may declare all sums secured hereby immediately due and payable by delivery to Trustee of written declaration of default and demand for sale and of written notice of default and of election to cause to be sold said property, which notice Trustee shall cause to be filed for record. Beneficiary also shall deposit with Trustee this Deed, said note and all documents evidencing expenditures secured hereby. INITIALS �v MjgyW �WSOPIW 730903.2 SHORT FORM DEED OF TRUST I APN:5785- 002 -900 DO NOT RECORD After the lapse of such time as may then be required by law following the recordation of said notice of default, and notice of sale having been given as then required by law, Trustee, without demand on Trustors, shall sell said property at the time and place fixed by it in said notice of sale, either as a whole or in separate parcels, and in such order as it may determine, at public auction to the highest bidder for cash of lawful money of the United States, payable at time of sale. Trustee may postpone sale of all or any portion of said property by public announcement at such time and place of sate, and from time to time thereafter may postpone such sale by public announcement at the time fixed by the proceeding postponement. Trustee shall deliver to such purchaser its deed conveying the property so sold, but without any covenant or warranty, express or implied. The recitals in such deed of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Trustors, Trustee, or Beneficiary as hereinafter defined, may purchase at such sale. After deducting all costs, fees and expenses of Trustee and of this Trust, including cost of evidence of title in connection with sale, Trustee shall apply the proceeds of sale to payment of all sums expended under the terms hereof, not then repaid, with accmed interest at the amount allowed by law in effect at the date hereof; all other sums then secured hereby; and the remainder, if any, to the person or persons legally entitled thereto. (12) Beneficiary, or any successor in ownership of any indebtedness secured hereby, may from time to time, by instrument in writing, substitute a successor or successors to any Trustee named herein or acting hereunder, which instrument, executed by the Beneficiary and duly acknowledged and recorded in the office of the recorder of the county or counties where said property is situated, shall be conclusive proof of proper substitution of such successor Trustee or Trustees, who shall, without conveyance from the Trustee predecessor, succeed to all its title, estate, rights, powers and duties. Said instrument must contain the name of the original Trustors, Trustee and Beneficiary hereunder, the book and pages where this Deed is recorded and the name and address of the new Trustee. (13) That this Deed applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. The term Beneficiary shall mean the owner and holder, including pledgees, of the note secured hereby, whether or not named as Beneficiary herein. In this Deed, whenever the context so requires, the masculine gender includes the feminine and/or neuter, and the singular number includes the plural. (14) That Trustee accepts this Trust when this Deed, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or of any action or proceeding in which Trustors, Beneficiary or Trustee shall be a party unless brought by Trustee. INITIALS _ RVBUS \M HOSKING \7309012 REQUEST FOR FULL RECONVEYANCE Chicago Title Company, a California Corporation, TRUSTEE: The undersigned is the legal owner and holder of all indebtedness secured by the within Deed of Trust. All sums secured by said Deed of Tmst have been fully paid and satisfied; and you are hereby requested and directed, on payment to you of any sums owing to you under the terms of said Deed of Trust, to cancel all evidences of indebtedness, secured by said Deed of Trust, delivered to you herewith, together with the said Deed of Trust, and to reconvey, without warranty, to the parties designated by the terms of said Deed of Trust, all the estate now held by you under the same. Dated Please mail Reconveyance to: Do not lose or destroy this Deed of Trust OR THE NOTE which it secures. Both original documents most be delivered to the Trustee for cancellation before reconveyance will be made. STATE OF CALIFORNIA COUNTY OF 14121 before me, personally appeared personally known to me (or 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 persons) acted, executed the instrument. I certify under PENAL "fY 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 RV BUS \MHOSKING V 30903.2 Voucher T­ invoice Date Invoice Amount Invoice Comments Amount Paid 435910 03/05/2009 03/05/09 29.00 RJIMENEZ/MAH 24347.06000 RECORDING FEES 29.00 Check Date Mar 05, 2009 RIVERSIDE GENERAL ZBA BANK OF AMERICA 3650 14th Street Riverside, CA 92501 TWENTY-NINE AND 00/100 Dollars BEST BEST & YdUEGER LLP LAWYERS 400 MISSION SQUARE 3750 UNIVERSITY. AVENUE RIVERSIDE, CALIFORNIA 92501 PAY LOS ANGELES COUNTY RECORDER TO THE ORDER OF Check No. 288446 16-66t1220 Check Amount 29.00 VOID AFTER SIX MONTHS