HomeMy WebLinkAboutAgenda Packet - March 26, 2007 - CCAGENDA
ADJOURNED REGULAR MEETING
OF THE REDEVELOPMENT AGENCY
AZUSA LIGHT AND WATER MONDAY, MARCH 26, 2007
729 NORTH AZUSA AVENUE 6:30 P.M. or immediately following the
Utility Board Meeting
PRELIMINARY BUSINESS
• Call to Order
• Roll Call
PUBLIC PARTICIPATION - Please note that public comments are welcomed by recognition of the
Mayor.
A. REDEVELOPMENT AGENCY AGENDA ITEM
PURCHASE AGREEMENT FOR THE ACQUISITION OF THE REAL PROPERTY LOCATED AT 805
NORTH DALTON AVENUE. RECOMMENDED ACTION: Adopt a Resolution No. 07-1110,
approving the Purchase and Sale Agreement for the acquisition of the property located at 805
North Dalton Avenue, commonly known as Los Angeles County Assessor's Parcel No. 8608-
027-009. It is further requested that the Agency Board approve an appropriation for this
property acquisition.
B. CLOSED SESSION
CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION (Gov. Code Sec. 54946 (ah
Case name: City of Azusa Redevelopment Agency v. Hagopkarakin Kouyoumdjian, Christiane Mary
Kouyoumdjian, Lyle A. Moritz and Mary A. Moritz - Los Angeles Superior Court Case No. BC362770
C. ADIOURNMENT
1. Adjourn to the Adjourned Regular Meeting of the City Council at the Azusa Auditorium.
"M comp/lance with the Americans with Disabilities Act, ifyou need special assistance to participate in
a city meeting, please contact the City Clerk at 616-812-5229. Notification three (3) working days prior
to the meeting or time when special services are needed will assist staff in assuring that reasonable
arrangements can be made to provide access to the meeting. "
9
TO:
FROM:
VIA:
DATE:
AGENCY AGENDA ITEM
HONORABLE CHAIRPERSON AND MEMBERS OF THE AGENCY BOARD
BRUCE COLEMAN, ECONOMIC/COMMUNITY DEVELOPMENT DIRECTOR
F. M. DELACH, EXECUTIVE DIRECTOR
MARCH 19, 2007
o F'
SUBJECT: PURCHASE AGREEMENT FOR THE ACQUISITION OF THE REAL PROPERTY LOCATED AT
805 NORTH DALTON AVENUE
RECOMMENDATION
It is recommended that the Agency Board adopt a resolution approving the Purchase and Sale
Agreement for the acquisition of the property located at 805 North Dalton Avenue, commonly known
as Los Angeles County Assessor's Parcel No. 8608-027-009. It is further requested that the Agency
Board approve an appropriation for this property acquisition.
BACKGROUND
The Redevelopment Agency of the City of Azusa ("Agency") entered into a Memorandum Of
Understanding ("MOU") with Watt Genton Associates, LP ("WGA" or "developer") for the development
of a master planned civic and transit center oriented development entitled "Downtown North." The
proposed acquisition is within the Downtown North Project boundaries.
The Downtown North development site includes an area east of Azusa Avenue, north of Foothill
Boulevard, south of 9`h Street and the east side of Dalton Avenue. The site currently includes a variety
of preexisting nonconforming uses and older buildings in need of reinvestment. The Site consists of
Agency -owned land, light industrial, and underutilized commercial properties.
Redevelopment of these properties for a mixed use project will assist the Agency in its goal to revitalize
the Merged Central Business District and West End Redevelopment Projects ("Project Area"), improve
the housing supply in the Project Area and assist the City in revitalizing the downtown to be a transit
village that is more prosperous, walkable, healthy and economically viable.
The objective of the Agency is to redevelop Downtown North into a mixed use development comprised
of retail, entertainment, outdoor dining, residential, office, a new public library and public space within
a transit village design concept.
�l of real property located at 805 North Dalton Avenue in Azusa is situated within the Central
District Redevelopment Area. Assemblage of this parcel with adjoining parcels could produce
cel available for the proposed Downtown Northproje t.
The Honorable Chairman and Members of the Agency Board
Subject: Acquisition of 805 North Dalton Avenue
March 19, 2007
Page 2 of 2
At the request of the Agency, Boznanski &Company appraised the property on February 13, 2007, and
the appraised value was determined to be $700,000. Agency staff made the formal Offer to Purchase
for the appraised value of the property: The property owners, Lyle A. & Mary A. Moritz, Trustees
('Seller") of the subject property, have accepted, subject to Agency Board approval, for a purchase
price of $700,000 (Exhibit A - Purchase Agreement).
The purchase price includes, without limitation, full payment of just compensation and any relocation
benefits, leasehold interest, goodwill, furniture, fixtures and equipment, attorneys' fees, costs, interest,
and damages in complete settlement of all claims (known and unknown), causes of action and
demands of Seller against the Buyer because of Buyer's purchase of the Property, and for any and all
claims in complete settlement of all claims (known and unknown) arising from or relating to the
purchase and sale of the property.
The property owner also operates the business, Moritz Construction, which occupies the site. The
Agency is presently negotiating the lease of the site by Moritz Construction.
Agency staff believes that acquisition by the Agency of the property located at 805 North Dalton
Avenue for assemblage and redevelopment is a public use, that the property located at 805 North
Dalton Avenue is necessary for such redevelopment and/or assemblage and that the assemblage
project is designed in a manner consistent with the greatest public good and least private injury.
The rights and interest of the purchase agreement is assigned to the Redevelopment Agency of the City
of Azusa ("Buyer"). Therefore, the Agency will take the lead on the acquisition of the property:
On January 16, 2007 the Agency Board entered into a Reimbursement Agreement with WGA. The
Reimbursement Agreement identified that with regard to the any Agency costs relative to legal services
and consultants engaged by the Agency for WGA project related acquisition, relocation, appraisals will
be reimbursed by WGA. The Agency must make a demand for said reimbursement at the time the
costs are incurred.
FISCAL IMPACT
The cost for this acquisition is $700,000 excluding escrow costs (title report, etc). The source of
funding for the acquisition will ultimately be provided by WGA as per the Reimbursement Agreement.
The Agency will submit a demand to WGA for reimbursement at the time the funds are expended. The
Agency has sufficient revenue to proceed with the acquisition, subject to Agency Board approval.
J
EXHIBIT B
RESOLUTION NO.
A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF AZUSA APPROVING A
PURCHASE AGREEMENT FOR THE PURCHASE OF CERTAIN REAL PROPERTY GENERALLY
LOCATED AT 805 NORTH DALTON AVNUE WITHIN THE MERGED CENTRAL BUSINESS
DISTRICT AND WEST END REDEVELOPMENT PROJECT AREA
THE REDEVELOPMENT AGENCY OF THE CITY OF AZUSA DOES RESOLVE AS FOLLOWS:
SECTION 1. The Redevelopment Agency ("Agency") of the City of Azusa does hereby find, determine
and declare as follows:
A. The Agency has received an offer to purchase certain improved real property generally located
at 805 North Dalton Avenue ("Property");
B. The Property is located in the Agency's Merged Central Business District and West End
Redevelopment Project Area (the "Project Area") under the Redevelopment Plan of the City of Azusa;
C. The Agency desires to purchase the Property on the terms and conditions set forth in the
Purchase Agreement;
D. The Agency is authorized to.acquire the Property for purposes of redevelopment pursuant to
Section 33391 of the Community Redevelopment law (Health &Safety Code §33000, et seq);
E. The acquisition of the Property will further the health, safety and general welfare of the residents
of Azusa;
F. This agreement pertains to and affects the ability of the Agency to finance its activities and carry
out its statutory obligations and the goals of the Redevelopment Plan. It is intended to be a contract within
the meaning of Government Code §53511; and
G. In taldng this action, the Agency has determined that the acquisition of the property is not a
"project" under the provisions of the California Environmental Quality Act, the California Environmental Quality
Act Guidelines (Title 14 C.C.R. § 15004) and the City of Azusa's environmental procedures.
SECTION 2. Based on all of the foregoing, the Redevelopment Agency of the City of Azusa hereby
approves that certain Purchase Agreement for the purchase of property generally located at 805 North Dalton
Avenue in substantially the same form as the agreement attached hereto as Exhibit "A" and incorporated herein
by reference. The Agency further authorizes the Chairperson of the Agency to execute said agreement in
substantially the same form as depicted on Exhibit "A".
SECTION 3. A copy of the Purchase Agreement, executed by the Chairperson and the Seller of the
Property shall be kept on file at City Hall. Staff is directed to do all that is necessary to effectuate the intent of
the Agreement and consummate the purchase of the Property.
SECTION 4. The Agency Secretary shall certify the adoption of this Resolution.
EXHIBIT B
PASSED AND APPROVED this day of 2007.
Chairman
1 HEREBY CERTIFY that the foregoing Resolution was duly passed, approved, and adopted by the
Board of Directors of the Redevelopment Agency of the City of Azusa, at a regular meeting of said Board
held on the _ day of , 2007, by the following vote of the Board:
AYES: BOARDMEMBERS:
NOES: BOARDMEMBERS:
ABSTAIN: BOARDMEMBERS:
ABSENT: BOARDMEMBERS:
Secretary
AGREEMENT FOR PURCHASE AND SALE
AND JOINT ESCROW INSTRUCTIONS
This AGREEMENT FOR PURCHASE AND SALE AND JOINT ESCROW
INSTRUCTIONS ("Agreement") is entered into by and between THE REDEVELOPMENT
AGENCY OF THE CITY OF AZUSA, a public body, corporate and politic ("Buyer"), and
LYLE A. & MARY A. MORITZ, TRUSTEES OF THE MORITZ REVOCABLE MARITAL
TRUST NO. 1, UNDER AGREEMENT DATED JUNE 29, 1989, ("Seller"). Buyer and Seller
are sometimes individually referred to herein as "Party" and collectively as "Parties." The
Parties hereto have executed this Agreement on the dates set forth below next to their respective
signatures. This Agreement shall be effective as of the date, following all legally required
notices and hearings, this Agreement has been approved by Buyer's governing board or its
delegated representative and signed by all Parties ("Effective Date").
RECITALS
A. Seller hereby represents and warrants to Buyer that Seller holds fee title to that certain
real property located at 805 North Dalton Avenue, Azusa, California, commonly known
as, Los Angeles County Assessor's Parcel Number 8608-027-009 and more fully
described in EXHIBIT A attached hereto and incorporated herein by reference (the
"Property").
B. Buyer desires to purchase the Property from Seller and Seller desires to sell the Property
to Buyer upon the terms and provisions set forth herein. The term "Property" as used
herein shall include all of Seller's right, title and interest in and to any and all
improvements, fixtures, rights-of-way, utility rights, entitlements, claims or other benefits
in any way connected with the Property.
C. The sale of the Property as provided in this Agreement is being conducted under the
threat of condemnation. As a California redevelopment agency, the Agency is authorized
by statute and its redevelopment plan to acquire real and personal property needed for its
redevelopment purposes by condemnation, subject to the Agency's compliance with all
substantive and procedural prerequisites thereto, including the provisions of California
Code of Civil Procedure Section 1230.010, et seq. (the "Eminent Domain Law").
D. The Property is currently occupied by the Seller. As more specifically hereinafter
described, Buyer and Seller shall enter into the Lease described in Section 5.3, effective
upon the Close of Escrow, providing for Seller's continued use and occupancy of the
Property for a term not to extend beyond December 31, 2007.
NOW, THEREFORE, in consideration of the above facts and for the covenants and
agreements contained herein, the Parties hereto agree as follows:
RVPWKRAND0LPM728895.1 1
TERMS
PURCHASE AND SALE.
1.1. Property. Seller agrees to sell the Property to Buyer, and Buyer agrees to
purchase the Property from Seller, upon the terms and conditions set forth herein.
1.2. Purchase Price. The total purchase price for the Property is Seven Hundred
Thousand and No/100 Dollars ($700,000) ("Purchase Price"), which includes just compensation
for the Property and payment for, without limitation, any relocation benefits, goodwill, furniture,
fixtures and equipment, attorneys' fees, costs, interest, and damages in complete settlement of all
claims (known and unknown), causes of action and demands of Seller against the Buyer because
of Buyer's purchase of the Property, and for any and all claims (known and unknown) arising
from or relating to the purchase and sale which is the subject of this Agreement.
1.3. Payment of Purchase Price. At Close of Escrow (defined below), Buyer shall pay
to Seller through escrow the Purchase Price, payable in cash, by cashier's or certified check or by
wire transfer.
1.4. Withholding Requirements per R&T 18662 and 18668. The Parties acknowledge
that pursuant to California Revenue and Taxation Code Sections 18662 and 18668, Buyer is
required to withhold from funds otherwise payable to Seller at Close of Escrow an amount equal
to 3 1/3% of the portion of the Purchase Price allocated to just compensation for the Property, or,
if applicable, the appropriate amount of capital gain, and submit such amount to the California
Franchise Tax Board, unless Buyer is relieved of such withholding requirements or a different
withholding requirement applies under the provisions of said Sections 18662 and 18668.
2. ESCROW.
2.1. Opening of Escrow. Within five (5) business days following the Effective Date,
Seller and Buyer shall open an escrow ("Escrow") for the conveyance of the Property with Land
America Southland Title ("Escrow Holder"). For purposes of this Agreement, Escrow shall be
deemed open on the date Escrow Holder receives either an original or a copy, at Escrow
Holder's discretion, of this Agreement, fully executed by the Parties ("Opening of Escrow").
Escrow Holder shall notify Buyer and Seller, in writing, of the date Escrow is opened.
2.2. Escrow Instructions. This Agreement constitutes the joint basic escrow
instructions of Buyer and Seller for conveyance of the Property. Buyer and Seller shall execute,
deliver and be bound by any reasonable or customary supplemental or additional escrow
instructions ("Additional Instructions") of Escrow Holder or other instruments as may be
reasonably required by Escrow Holder in order to consummate the transaction contemplated by
this Agreement. Any such Additional Instructions shall not conflict with, amend or supersede
any portions of this Agreement unless expressly consented or agreed to in writing by Seller and
Buyer. In the event of any conflict or any inconsistency between this Agreement and such
Additional Instructions, this Agreement shall govern unless otherwise specifically agreed to in
writing by the Parties.
RVPUBUCRANDOLPH\728895.1 2
2.3. Close of Escrow. For purposes of this Agreement, "Close of Escrow" or
"Closing" means the recordation of the grant deed conveying the Property to Buyer ("Grant
Deed") in the Official Records of Los Angeles County, California, and the disbursement of funds
and distribution of any other documents by Escrow Holder, all as described herein. Close of
Escrow shall occur when all conditions precedent thereto as set forth in this Agreement have
been satisfied or waived in writing by the Parry for whose benefit they exist, but no later than
May 15, 2007 ("Closing Date"), provided that Seller and Buyer may, but shall not be obligated
to, close Escrow upon such earlier date as the Seller and Buyer mutually agree to in writing.
Buyer and Seller may mutually agree to change the Closing Date by joint written notice to
Escrow Holder. The Closing shall be conditioned upon satisfaction, or waiver by the Party for
whose benefit the condition exists, of all conditions precedent thereto. In the event Escrow is not
in a condition to close by the Closing Date for any reason other than the uncured breach of either
Buyer or Seller, then any Party who is not then in default of the terms of this Agreement may
terminate this Agreement as provided in Section 6.1. If no notice of termination as provided in
Article 6 is received by Escrow Holder, Escrow Holder is instructed to proceed with Close of
Escrow as soon as possible.
2.4. Costs of Escrow. Because of Buyer's status as a public entity, pursuant to
California Revenue and Taxation Code Section 11922, no documentary transfer tax will be
payable with respect to the conveyance contemplated by this Agreement. Similarly, pursuant to
California Government Code Section 27383, no recording fees will be payable with respect to
the recording of the Grant Deed. Buyer shall pay all Escrow fees, recording fees and notary fees
attributable to the conveyance of the Property and all other costs of processing Escrow. Buyer
shall pay the costs of the Title Policy (defined below). Escrow Holder shall provide an estimated
closing costs statement to Buyer and Seller at least three (3) days prior to the Closing Date.
2.5. Property Taxes and Assessments. All property taxes and assessments levied and
assessed against the Property shall have been paid by Seller before delinquency and shall be
current as of Close of Escrow. All property taxes and assessments shall be prorated as of Close
of Escrow.
2.6. Supplemental Taxes and Assessments. In the event Seller receives a statement
requesting payment of supplemental property taxes and assessments with respect to the Property
and applicable to any period of time following Close of Escrow ("Supplemental Tax
Statement"), Seller shall, within fifteen (15) business days following receipt of such
Supplemental Tax Statement, deliver same to Buyer. Upon receipt by Buyer of such
Supplemental Tax Statement, Buyer shall promptly pay all appropriate sums due thereunder
directly to the taxing authority to whom such payments are payable. Notwithstanding the
foregoing, Buyer may, at its sole discretion, take action to cancel or reduce the sums claimed to
be due and payable pursuant to such Supplemental Tax Statement; however, such action shall not
diminish Buyer's obligation hereunder to pay the sums claimed to be due and payable pursuant
to such Supplemental Tax Statement.
2.7. Buyer's Conditions Precedent to Close of Escrow. The Close of Escrow and
Buyer's obligation to accept title to the Property and pay the Purchase Price are subject to the
satisfaction of the following conditions for Buyer's benefit (or Buyer's waiver thereof, it being
agreed that Buyer may waive any or all of such conditions) on or prior to the Closing Date:
RVPUB\KRAND0LPH\728895.1 3
2.7.1. Seller has fee title to the Property.
2.7.2. Seller shall have tendered into Escrow all payments and documents
required of it pursuant to this Agreement.
2.7.3. Seller shall have completed in a timely fashion all of its obligations which
are to be completed prior to the Close of Escrow as provided in this Agreement.
2.7.4. Escrow Holder shall have received an irrevocable commitment from the
Title Company to issue the Title Policy required pursuant to this Agreement, subject only to the
Permitted Exceptions, as set forth in more detail in Section 3.2.
2.7.5. All representations and warranties of the Seller hereunder shall be true as
of the Effective Date and as of the Close of Escrow and shall continue thereafter for the full
statutory period.
2.7.6. All property taxes and assessments attributable to the Property shall have
been paid by Seller before delinquency and shall be current as of Close of Escrow.
2.7.7. Buyer shall have approved Escrow Holder's estimated closing costs
statement.
2.7.8. Buyer shall have determined the Property is suitable for Buyer's intended
use and development, as set forth in more detail in Section 4.
2.7.9. Buyer shall have determined and approved, in its sole and absolute
discretion, the results of such soils, geological, toxic waste, hazardous substance, and/or any
other kind of contamination tests or analyses, as the Buyer or its representatives may perform
prior to the Opening of Escrow, or, in Buyer's sole and absolute discretion, after the Opening of
Escrow. Buyer reserves the right to deduct the cost of any required remediation from the
Purchase Price.
2.7.10. Buyer shall have satisfactorily completed any environmental review
necessary to comply with the California Environmental Quality Act ("CEQA") with respect to
its acquisition of the Property.
2.7.11. Buyer and Seller shall enter into the Lease for the Property, as provided in
Section 5.3
2.8. Seller's Conditions Precedent to Close of Escrow. The Close of Escrow and
Seller's obligation to convey the Property are subject to the satisfaction of the following
conditions for Seller's benefit (or Seller's waiver thereof, it being agreed that Seller may waive
any or all of such conditions) on or prior to the Closing Date:
2.8.1. Buyer shall have tendered into Escrow all payments and documents
required of it pursuant to this Agreement.
RVPUMKRAND0LPH1728895.I 4
2.8.2. Buyer shall have completed in a timely fashion all of its obligations which
are to be completed prior to the Close of Escrow as provided in this Agreement.
2.8.3. All representations and warranties of the Buyer hereunder shall be true as
of the Effective Date and as of the Close of Escrow and shall continue for the full statutory
period.
2.8.4. Seller shall have approved Escrow Holder's estimated closing costs
statement.
2.8.5. Buyer and Seller shall enter into the Lease for the Property, as provided in
Section 5.3.
2.9. Buyer's Payments and Documents. No less than one (1) day prior to Closing,
Buyer shall pay or tender (as applicable) to the Escrow Holder the following -described funds and
documents (in recordable form, as necessary):
2.9.1. The Purchase Price.
2.9.2. Funds required to pay the entirety of the costs and fees attributable to the
Escrow and issuance of the Title Policy, as provided in Section 2.4 of this Agreement.
2.9.3. Certificate accepting the Grant Deed and consenting to recording of same.
2.9.4. Preliminary Change of Ownership form.
2.9.5. Such other documents and funds required of Buyer under this Agreement
and by Escrow Holder in the performance of its contractual or statutory obligations.
2.10. Seller's Payments and Documents. No less than one (1) day prior to Closing,
Seller shall pay or tender (as applicable) to the Escrow Holder the following -described funds and
documents (in recordable form, as necessary):
2.10.1. Funds required to pay the prorated amount of ad valorem taxes, if
applicable, upon -the Property with respect to the period prior to Close of Escrow.
2.10.2. A fully -executed and acknowledged Grant Deed .commonly used by
Escrow Holder and in a form acceptable to Buyer in its reasonable discretion.
2.10.3. FIRPTA Certificate and appropriate California Form 593-C.
2.10.4. Such other documents and funds required of Seller under this Agreement
and by Escrow Holder in the performance of its contractual or statutory obligations.
2.11. Escrow Holder Responsibilities. Upon the Closing, Escrow Holder is authorized
and instructed to:
2.11.1. Cause the satisfaction and removal of all exceptions to title to the Property
representing monetary liens or encumbrances from funds otherwise payable to Seller at Close of
R VPUBU:RANDOLPH\728895.1
Escrow, including, without limitation, all unpaid taxes and assessments respecting the Property
which became due and payable prior to Close of Escrow and all penalties and interest, if any,
thereon. Before such payments or charges are made, Escrow Holder shall notify Seller of the
sums necessary to satisfy and remove such monetary liens or encumbrances.
2.11.2. Pay, and charge Buyer and Seller, respectively, for any fees, charges and
costs payable under this Agreement, including, but not limited to, Sections 2.9 and 2.10. Before
such payments or charges are made, Escrow Holder shall notify Buyer and Seller of the fees,
charges and costs necessary to clear title and close the Escrow.
2.11.3. Credit Buyer and debit Seller for, Seller's prorata amount of all unpaid ad
valorem taxes, if applicable, upon the Property with respect to the period prior to Close of
Escrow. Before such charges and credits are made, Escrow Holder shall notify Buyer and Seller
of the sums necessary therefor.
2.11.4. Record the Grant Deed, and any other instruments as appropriate,
delivered through Escrow.
2.11.5. Withhold from funds otherwise payable to Seller at Close of Escrow such
amount as Buyer is required to withhold therefrom pursuant to California Revenue and Taxation
Code Sections 18662 and 18668 (i.e., 3 1/3% of the total sales price or the applicable amount of
capital gain) and timely submit such sums to the California Franchise Tax Board, unless Buyer is
relieved of such withholding requirements or a different withholding requirement applies under
the provisions of said Sections 18662 and 18668. Further, deliver to each Party copies of all
such withholding form(s).
2.11.6. Disburse such other funds and deliver such other documents to the Parties
entitled thereto.
2.11.7. Cause the Title Policy to be issued.
2.11.8. Timely file such report(s) and form(s) as may be required to be filed by
Escrow Holder with California Franchise Tax Board and/or Internal Revenue Service and
provide copies of same to each Party.
2.12. Notices. All communications from Escrow Holder to either Buyer or Seller shall
be directed to the addresses and in the manner established in Section 8.1 for notices, demands
and communications between the Buyer and Seller.
2.13. Facsimile/Counterpart Documents. In the event Buyer or Seller utilizes
"facsimile" transmitted signed documents, the Parties hereby agree to accept and instruct
Escrow Holder to rely upon such documents as if they bore original signatures. Buyer and Seller
hereby acknowledge and agree to provide to Escrow Holder, within seventy-two (72) hours after
transmission, such documents bearing the original signatures. Buyer and Seller further
acknowledge and agree that facsimile documents bearing non -original signatures will not be
accepted for recording and that the Parties will provide originally executed documents to Escrow
Holder for such purpose. Escrow Holder is authorized to utilize documents which have been
signed by Buyer and Seller in counterparts.
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3. TITLE.
3.1. Condition of Title, Title Policy. It is a condition to the Close of Escrow for
Buyer's benefit that fee title to the Property and the right to possession to any portion of the
Property conveyed to Buyer pursuant to this Agreement shall be subject only to the Permitted
Exceptions (defined below), as evidenced by the receipt by Escrow Holder of an irrevocable
commitment from LandAmerica Southland Title Company ("Title Company") to issue to Buyer
upon Close of Escrow its Standard Owner's Form Policy of Title Insurance ("Title Policy") in
an amount equal to the Purchase Price showing title to the Property vested in Buyer, subject only
to the Permitted Exceptions. Buyer may, at its option, and at its sole cost and expense, request
any title endorsements, provided that the issuance of such endorsements does not delay the Close
of Escrow. Seller shall request Title Company to issue to Buyer such Title Policy upon Close of
Escrow.
3.2. Permitted Exceptions. The term "Permitted Exceptions" as used herein shall
mean the following -described conditions and exceptions to title or possession:
3.2.1. A lien to secure payment of unpaid general and special real property taxes
and assessments, not delinquent, prorated as provided in Section 2.10.3 herein.
3.2.2. A lien of supplemental taxes assessed pursuant to Chapter 3.5 of Part 0.5
of Division 1 of the California Revenue and Taxation Code (commencing with Section 75)
accruing on or after the Close of Escrow.
3.2.3. Matters affecting the condition of title created by or with the consent of
Buyer.
3.2.4. Other exceptions to title disclosed by the Title Report (defined below) that
have been approved in writing by Buyer in its sole, arbitrary and absolute discretion prior to the
Close of Escrow.
Notwithstanding any other provision(s) in this Agreement, any exceptions to title to the Property
representing monetary liens or encumbrances are hereby disapproved and Escrow Holder is
hereby authorized and instructed to cause at Close of Escrow the satisfaction and removal of any
such monetary exceptions from funds otherwise payable to Seller at Close of Escrow.
3.3. Title Report. Within fifteen (15) calendar days following the Opening of Escrow,
Seller shall obtain, and provide a copy to Buyer, a standard preliminary report from the Title
Company, together with the underlying documents relating to the Schedule B exceptions set
forth in such report (collectively, the "Title Report").
4. SUITABILITY AND CONDITION OF PROPERTY
4.1. Determination of Suitability and Approval of Environmental and Other
Conditions. It is a condition precedent to the Close of Escrow for Buyer's benefit that Buyer has
provided notice in writing as provided in this Section 4.1 that it has determined the Property is
suitable for Buyer's intended use and development. It is understood and agreed that the
obligation of Buyer to purchase the Property is subject to and conditioned upon the Property
R V PUB\KRANDOLPH\729995.1
being suitable for Buyer's intended use and development, as determined by Buyer in its sole
discretion. Prior to the Closing Date, Buyer shall determine whether the Property is so suitable
and shall provide to Seller and Escrow Holder its written notice of such determination. In the
event Buyer determines that the Property is so suitable, such determination by Buyer shall not
alter or diminish Seller's representations and warranties made herein or under law, unless a
representation or warranty is specifically waived in whole or in part by Buyer. In the event
Buyer determines the Property is not so suitable, then Buyer may terminate this Agreement as
provided in Section 6.1 herein.
4.2. Inspections and Right of Ent y. Prior to Close of Escrow, Buyer may conduct, at
Buyer's sole expense, such inspections of the Property as Buyer may desire or deem appropriate,
in Buyer's sole discretion, to determine the suitability of the Property for Buyer's intended use
and development. Seller hereby grants to Buyer and its authorized employees, representatives,
agents and contractors, permission and a license to enter upon the Property at all reasonable
times prior to the Closing Date for the purpose of conducting such inspections.
5. SELLER'S ACKNOWLEDGMENT.
5.1. Full Satisfaction. Seller acknowledges that, in accordance with applicable
provisions of California law, Seller may be entitled to the payment of relocation expenses,
payments for loss of goodwill, just compensation, inverse condemnation, unlawful
pre -condemnation conduct, and other benefits and reimbursements other than those expressly
provided for in the Agreement (collectively, "Benefits") in connection with Buyer's acquisition
of the Property. Seller, on behalf of itself and its heirs, executors, administrators, successors and
assigns, acknowledges that Buyer's performance under this Agreement constitutes full and
complete satisfaction of Buyer's obligations to provide the Benefits to the Seller.
5.2. Waivers and Releases. Seller hereby waives, to the maximum legal extent, any
and all claims, remedies and causes of action for damages, liabilities, losses or injuries related to
the Benefits arising from Buyer's acquisition of the Property. The Parties hereto agree that this
Agreement shall not, in any manner be construed as an admission of the fair market value of the
Property, or of any liability by any party to this Agreement. Seller on behalf of himself and his
heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its
successors, agents, representatives and assigns, from all claims and causes of action arising from
any claims relating to the Benefits.
In connection with the paragraph above and limited to the matters therein discussed, Buyer
expressly waives the benefits of Section 1542 of the California Civil Code, which provides as
follows:
"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS
WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT
TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING
THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE
MATERIALLY AFFECTED HIS SETTLEMENT WITH THE
DEBTOR."
RVI'LIMRANDOLPH\728895.1 8
BUYER'S INITIALS:
5.3. Lease Following Close of Escrow. As additional consideration to Seller for
Seller's waivers and releases as provided in this Article 5, Seller and Buyer shall enter into a
standard form lease agreement ("Lease") reasonably acceptable to both of them. The Lease shall
be for a term not to extend beyond December 31, 2007. The Lease shall be at a rental rate of
One Dollar ($1.00) for the entire term. The Seller shall be wholly responsible for the payment of
all taxes, insurance, maintenance of all types, utilities, and the like, it being the intent of the
Parties that Buyer shall be put at no risk, liability, or expense in connection with Seller's
occupancy of the Property pursuant to the Lease. Without limiting the generality of the
foregoing, Seller acknowledges that the Lease will be subject to the payment of possessory
interest taxes and that Seller will be solely responsible for the payment thereof. The Lease shall
be negotiated by the Parties diligently and in good faith following the Opening of Escrow and a
fully executed copy of the Lease shall be delivered to Escrow Holder prior and as a condition to
the Close of Escrow.
6. TERMINATION, DEFAULTS AND REMEDIES.
6.1. Exercise of Rights to Terminate. In the event Buyer elects to exercise its rights to
terminate this Agreement and the Escrow as provided in Sections 2.3, 4.1 or 8.3, then Buyer may
so terminate by giving notice, in writing, of such termination to Seller and Escrow Holder. In the
event Seller elects to exercise its rights to terminate this Agreement and the Escrow as provided
in Sections 2.3 or 8.3, then Seller may so terminate by giving notice, in writing, of such
termination to Buyer and Escrow Holder. In such event, the Party so terminating shall pay all
Escrow Holder and Title Company termination fees and charges (collectively, "Termination
Costs"). Upon such termination, all obligations and liabilities of the Parties under this
Agreement, excepting for the obligation of Party so terminating to pay Termination Costs as
provided herein, shall cease and terminate.
6.2. Buyer's Breach. In the event Buyer breaches any obligation hereunder which
Buyer is to perform prior to the Close of Escrow, and fails to cure such breach within a
reasonable period of time determined at the sole discretion of Seller, then Seller, as its sole and
exclusive remedy, may terminate this Agreement and the Escrow by giving notice, in writing, of
such termination to Buyer and Escrow Holder. In such event, Buyer shall pay all Termination
Costs. Upon such termination, all obligations and liabilities of the Parties under this Agreement,
excepting for Buyer's obligation to pay Termination Costs as provided herein, shall cease and
terminate.
6.3. Seller's Breach. In the event Seller breaches any obligation hereunder which
Seller is to perform prior to the Close of Escrow, and fails to cure such breach within a
reasonable period of time determined at the sole discretion of Buyer, then, in addition to
pursuing any other rights or remedies which Buyer may have at law or in equity, Buyer may, at
Buyer's option, (i) terminate this Agreement and the Escrow by giving notice, in writing, of
such termination to Seller and Escrow Holder, or (ii) initiate an action for specific performance
of this Agreement. Should Buyer elect to terminate this Agreement and the Escrow as provided
herein, then Seller shall pay all Termination Costs, and upon such termination, all obligations
RVPUBNCRANDOLPHV28895.1 9
and liabilities of the Parties under this Agreement, excepting for Seller's obligation to pay
Termination Costs as provided herein, shall cease and terminate.
6.4. Return of Funds and Documents; Release of Liability as to Escrow Holder. In the
event Escrow Holder terminates this Escrow as a result of having received notice, in writing,
from Buyer or Seller of its election to terminate Escrow as provided in Article 6, then Escrow
Holder shall terminate the Escrow and return all funds, less Termination Costs, as appropriate,
and documents to the Party depositing the same. Further, the Parties hereby release Escrow
Holder, and shall hold Escrow Holder free and harmless, from all liabilities associated with such
termination excepting for Escrow Holder's obligations to return funds and documents as
provided herein.
7. REPRESENTATIONS AND WARRANTIES.
7.1. Seller's Representations and Warranties. Seller hereby represents and warrants to
Buyer that the following statements are true and correct as of the Effective Date, and shall be
true and correct as of Close of Escrow, and the truth and accuracy of such statements shall
constitute a condition precedent to all of Buyer's obligations under this Agreement:
7.1.1. Authority. Seller has full power and authority to own, sell and convey the
Property to Buyer and to perform its obligations pursuant to this Agreement. This Agreement
and all other documents delivered by Seller to Buyer now or at Close of Escrow have been or
will be duly executed and delivered by Seller and are or will be legal, valid and binding
obligations of Seller, and are enforceable in accordance with their respective terms.
7.1.2. No Unrecorded Possessory Interests; No Agreements or Undertakings. To
Seller's actual knowledge, there are no agreements for occupancy in effect for the Property and
no unrecorded possessory interests or unrecorded agreements that would adversely affect
Buyer's title to or use of the Property. Seller will not enter into any agreements or undertake any
obligations prior to Close of Escrow which will in any way burden, encumber or otherwise affect
the Property without the prior written consent of Buyer, including, without limitation, any
agreements for occupancy for the Property. The term "Seller's actual knowledge" means the
actual knowledge of Lyle A. Moritz and Mary A. Moritz., with no duty of investigation into the
matter so qualified.
7.1.3. Hazardous Materials. Seller is aware of its obligation under California
Health and Safety Code Section 25359.7 to disclose information to Buyer regarding the
environmental status of the Property. Seller warrants to Buyer that to the best of Seller's actual
conscious knowledge the Property and any contiguous real property owned by Seller: (i) is not
in violation of any federal, state or local statute, regulation or ordinance relating to
environmental conditions on, under or about the Property, including, without limitation, soil and
groundwater conditions underlying the Property which could affect the Property or its use or
development; and (ii) neither Seller nor any other person or predecessor in interest has used,
generated, manufactured, stored or disposed of on, under or about the Property or transported to
or from the Property any "Hazardous Materials" as defined in any state, federal or local
statute, ordinances, rules or regulation applicable to the Property, including without limitation
RVPUBUCRANDOLPH\728895.1 10
any flammable materials, explosives, radioactive materials, hazardous or contaminated materials
or substances, toxic or noxious materials, substances or related materials or substances.
7.1.4. Litigation. To the best of Seller's actual knowledge, there are no claims,
actions, suits or proceedings continuing, pending or threatened against or affecting Seller or the
Property, or involving the validity or enforceability of this Agreement or of any other documents
or instruments to be delivered by Seller at Close of Escrow, at law or in equity, or before or by
any federal, state, municipal or other governmental department, board, commission, bureau,
Buyer or instrumentality. Seller is not subject to or in default under any notice, order, writ,
injunction, decree or demand of any court or any governmental department, board, commission,
bureau, Buyer or instrumentality.
7.1.5. No Breach. To the best of Seller's actual knowledge, the execution and
delivery of this Agreement and the consummation of the transaction contemplated hereby will
not violate or result in any breach of or constitute a default under or conflict with or cause any
acceleration of any obligation with respect to any provision or restriction of any lien, lease,
agreement, contract, instrument, or, according to Seller's knowledge, any order, judgment,
award, decree, statute, regulation or ordinance, or any other restriction of any kind or character.to
which Seller is a party or by which Seller or the Property are bound.
7.1.6. No Condemnation or Other Proceedings. To the best of Seller's actual
knowledge, other than actions undertaken by the Buyer, Seller is unaware of any contemplated
condemnation of the Property or any portion thereof by any public entity other than the Agency.
7.2. Survival of Representations and Warranties. The covenants, representations and
warranties of Seller under this Agreement shall be true on and as of the Close of Escrow and
shall survive the recordation of the Grant Deed and the Close of Escrow. Seller shall defend,
indemnify and hold Buyer harmless from and against any and all claims, liabilities, obligations,
losses, damages, costs and expenses, including, without limitation, reasonable attorney's fees,
court costs and litigation expenses, which Buyer may reasonably incur or sustain by reason of or
in connection with any misrepresentation made by . Seller pursuant to this
Section 7.
7.3. Buyer's Representations and Warranties. Buyer hereby represents and warrants
to Seller, for the benefit of Seller and Seller's successors and assigns, that the following facts are
true as of the Effective Date, and shall be true as of the Closing Date:
7.3.1. Authority. Buyer has the legal capacity, power and authority to, and has
duly authorized, pursuant to the Brown Act, the persons signing this Agreement on its behalf to,
enter into and perform under the terms of this Agreement.
7.3.2. No Conflicts. Neither this Agreement, nor anything provided to be done
hereunder, knowingly violates any contract, instrument, document, understanding or agreement
to which Buyer is a party, or by which Buyer may be bound.
7.3.3. Reliance of Buyer's Warranties and Representations. Buyer
acknowledges that as of the Effective Date and the Closing Date, Seller shall be relying on all
representations or warranties of Buyer that are contained or referred to in this Agreement.
RVPWKRANDOLPH\728895.1 11
7.3.4. Legal Action Against Buyer. To the best of Buyer's knowledge, there are
no pending or threatened legal proceedings against Buyer that would adversely effect, restrict or
prohibit Buyer's performance of this Agreement. Buyer's execution, delivery and performance
of this Agreement will not conflict with, or with or without notice or the passage of time, or both,
result in a breach of any of the terms and provisions of or constitute a default under any legal
requirement, indenture, mortgage, loan agreement or instrument to which Buyer is a party or by
which Buy is bound.
7.3.5. "As Is" Purchase. Buyer specifically acknowledges and agrees that Seller
is selling and Buyer is purchasing the Property on an "As Is, With All Faults" basis and that
Buyer is not relying on any representations or warranties of any kind whatsoever, express (other
than as otherwise expressly provided in this Agreement) or implied, from Seller, its agents, or
employees as to any matters concerning the Property, including without limitation: (i) the
quality, nature, adequacy and physical condition of the Property (including topography, climate,
air, and water rights); (ii) the quality, nature, adequacy, and physical condition of soils, geology
and any groundwater; (iii) the presence or absence of Hazardous Materials on, under or about the
Property or the adjoining or neighboring property, (iv) -the status of entitlements, permits and
approvals with respect to the Property and (v) the development potential of the Property, and/or
the Property's use, habitability, merchantability, fitness, suitability, value or adequacy for any
particular purpose.
7.3.6. Release. Except as to matters and liabilities attributable to the negligence
or intentional tortious acts of Seller or its agents, employees, affiliates, members, partners,
officers, directors and shareholders, Buyer waives, effective as of the Close of Escrow
hereunder, on behalf of itself and its agents, employees, affiliates, members, partners, officers,
directors, shareholders, successors and assigns, any and all right to recover from Seller, and from
Seller's respective members, shareholders, directors, officers, .partners, parent company,
affiliates, employees and agents (collectively, the "Seller Related Parties"), and forever
releases and discharges Seller and the Seller Related Parties, from any and all damages, claims,
losses, liabilities, penalties, fines, liens, judgments, costs or expenses whatsoever (including,
without limitation, attorney's fees and costs), whether direct or indirect, known or unknown,
foreseen or unforeseen, that may arise on account of or in any way be connected with the
Property, including without limitation title to the Property, the physical and environmental
condition of the Property or any law or regulation applicable thereto (including, without
limitation, the Comprehensive Environmental Response, Compensation and Liability Act of
1980, as amended (42 U.S.C. Sections 9601 et seq.), the Resource Conservation Recovery Act of
1976 (42 U.S.C. Sections 6901 et seq.), the Federal Water Pollution Control Act (33 U.S.C.
Sections 1251 et seq.), the Toxic Substance Control Act (15 U.S.C. Sections 2601 et seq.), the
California Hazardous Waste Control Law (California Health and Safety Code Sections 25100 et
seq.), the Porter -Cologne Water Quality Control Act (California Water Code Sections 13000 et
seq.), and the Safe Drinking Water and Toxic Enforcement Act (California Health and Safety
Code Section 25249.5 et seq.). The provisions of this Paragraph 7.3.6 shall survive the Close of.
Escrow under this Agreement.
In connection with the paragraph above and limited to the matters therein discussed, Buyer
expressly waives the benefits of Section 1542 of the California Civil Code, which provides as
follows:
RVPUBTRANDOLPH\728895.1 12
"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS
WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT
TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING
THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE
MATERIALLY AFFECTED HIS SETTLEMENT WITH THE
DEBTOR."
BUYER'S INITIALS:
8. OTHER.
8.1. Notices and Demands. All notices or other communications required or permitted
between the Parties hereunder shall be in writing, and shall be (i) personally delivered,. (ii) sent
by United States registered or certified mail, postage prepaid, return receipt requested, (iii) sent
by facsimile transmission with confirmation of receipt, or (iv) sent by nationally recognized
overnight courier service (e.g., Federal Express or United Parcel Service), addressed to the Party
to whom the notice is given at the addresses provided below, subject to the right of any Party to
designate a different address for itself by notice similarly given. Any notice so given by
registered or certified United States mail shall be deemed to have been given on the third
business day after the same is deposited in the United States mail. Any notice not so given by
registered or certified mail, such as notices delivered by personal delivery, facsimile transmission
or courier service, shall be deemed given upon receipt, rejection or refusal of the same by the
Party to whom the notice is given. Rejection or other refusal to accept or the inability to deliver
because of changed address of which no notice was given shall be deemed to constitute receipt of
the notice or other communication sent.
To Buyer: The Redevelopment Agency of the City of Azusa
Attn: Bruce Coleman, Economic and Community Development
Director
213 E. Foothill Blvd.
Azusa, CA 91702
Facsimile: (626) 334-5464
Telephone: (626) 812-5236
With Copy to: Best Best & Krieger LLP
Attn: Kevin K. Randolph
3750 University Avenue
Suite 400
Riverside, CA 92501
Facsimile: (951) 686-3083
Telephone: (951) 686-1450
RVPUMKRAND0LPM728895.1 13
To Seller: Lyle A. & Mary A. Moritz, Trustees
1028 North Soldano Avenue
Azusa, CA 91702
Telephone: (626) 834-8173
To Escrow Holder: LandAmerica Southland Title
Attn: Judy Arrington
7530 N. Glenoaks Boulevard
Burbank, CA 91504
Telephone: (949) 453-9000 x314
8.2: Risk of Loss. All risk of loss or damage to the Property will pass from the Seller
to the Buyer at the Close of Escrow. In the event that material loss or damage occurs to the
Property prior to the Close of Escrow, either Party may terminate this Agreement as provided in
Section 6.1.
8.3. Brokers and Sales Commissions. Seller and Buyer each represent and warrant to
the other that no broker, agent or finder has been engaged by them in connection with the
transaction described in this Agreement. Each of the parties shall indemnify and defend the
other party and hold it harmless from any and all loss, damage, liability or expense, including
costs and reasonable attorneys' fees, which the other party may incur or sustain by reason of or
in connection with any misrepresentation or breach of warranty by the indemnifying party with
respect to the foregoing.
9. MISCELLANEOUS.
9.1. Survival of Covenants. The covenants, representations and warranties of both
Buyer and Seller set forth in this Agreement shall survive the recordation of the Grant Deed and
the Close of Escrow.
9.2. Required Actions of Buyer and Seller. Buyer and Seller agree to execute such
instruments and documents and to diligently undertake such actions as may be required in order
to consummate the purchase and sale herein contemplated and shall use their best efforts to
accomplish the Close of Escrow in accordance with the provisions hereof.
9.3. Time of Essence. Time is of the essence of each and every term, condition,
obligation and provision hereof.
9.4. Counter -parts. This Agreement may be executed in multiple counterparts, each of
which shall be deemed an original, but all of which, together, shall constitute one and the same
instrument.
9.5. Captions. Any captions to, or headings of, the paragraphs or subparagraphs of
this Agreement are solely for the convenience of the Parties, are not a part of this Agreement,
and shall not be used for the interpretation or determination of the validity of this Agreement or
any provision hereof.
RVPUB%KRANDOLPHV28895.1 14
9.6. No Obligations to Third Parties. Except as otherwise expressly provided herein,
the execution and delivery of this Agreement shall not be deemed to confer any rights upon, nor
obligate any of the Parties to, any person or entity other than the Parties.
9.7.. Exhibit. The Exhibit attached hereto is hereby incorporated herein by this
reference.
9.8. Waiver. The waiver or failure to enforce any provision of this Agreement shall
not operate as a waiver of any future breach of any such provision or any other provision hereof.
9.9. Applicable Law. All questions with respect to this Agreement, and the rights and
liabilities of the Parties and venue hereto, shall be governed by the laws of the State of
California. Any and all legal actions sought to enforce the terms and provisions of the
Agreement shall be brought in the courts of the County of Los Angeles.
9.10. Assignment. Buyer shall have the absolute right to assign this Agreement, and
any right or obligation herein, to any party of its choice. Seller shall not assign this Agreement,
or any right or obligation herein, to any party without the prior written consent of Buyer.
9.11. Successors and Assijzns. This Agreement shall be binding upon and shall inure to
the benefit of the successors and assigns of the Parties hereto.
9.12. Ratification. This Agreement is subject to the approval and ratification by the
Buyer's governing body or its delegated representative.
9.13. Severability. If any term or provision of this Agreement shall be held invalid or
unenforceable, the remainder of this Agreement shall not be affected.
9.14. Construction. This Agreement will be liberally construed to effectuate the
intention of the Parties with respect to the transaction described herein. In determining the
meaning of, or resolving any ambiguity with respect to, any word, phrase or provision of this
Agreement, neither this Agreement nor any uncertainty or ambiguity herein will be construed or
resolved against either Party (including the Party primarily responsible for drafting and
preparation of this Agreement), under any rule of construction or otherwise, it being expressly
understood and agreed that the Parties have participated equally or have had equal opportunity to
participate in the drafting thereof.
9.15. Legal Fees. Each Party shall be responsible for payment of its own attorney's
fees with respect to negotiation and preparation of this Agreement and processing of the Escrow.
In the event of the bringing of any action or proceeding to enforce or construe any of the
provisions of this Agreement, the prevailing Party in such action or proceeding, whether by final
judgment or out of court settlement, shall be entitled to have and recover of and from the other
Party all costs and expenses of suit, including actual attorney's fees and expert witness fees.
9.16. Fees and Other Expenses. Except as otherwise provided herein, each of the
Parties shall pay its own fees and expenses in connection with this Agreement.
RVPUB\KRANDOLPH\728895.1 15
9.17. Entire Agreement. This Agreement supersedes any prior agreements,
negotiations and communications, oral or written, and contains the entire agreement between
Buyer and Seller as to the subject matter hereof. No subsequent agreement, representation, or
promise made by either Party hereto, or by or to an employee, officer, agent or representative of
either Party, shall be of any effect unless it is in writing and executed by the Party to be bound
thereby.
9.18. Amendment to this Agreement. The terms of this Agreement may not be
modified or amended except by an instrument in writing executed by each of the Parties hereto.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the
date(s) set forth below next to their respective signatures.
[Signatures on following pages]
RVPUBUCRANDOLPH\728895.1 16
SIGNATURE PAGE TO AGREEMENT FOR PURCHASE AND SALE
AND JOINT ESCROW INSTRUCTIONS
Date: BUYER:
THE REDEVELOPMENT AGENCY OF THE
CITY OF AZUSA
a public body, corporate and politic
LE
F. M. Delach
Executive Director
ATTEST:
Agency Secretary
APPROVED AS TO FORM:
BEST BEST & KRIEGER LLP
Agency Counsel
RVPUBW ANDOLPH\728895.1 17
SIGNATURE PAGE TO AGREEMENT FOR PURCHASE AND SALE
AND JOINT ESCROW INSTRUCTIONS
Date: SELLER:
LYLE A. & MARY A. MORITZ
TRUSTEES OF THE MORITZ REVOCABLE
MARITAL TRUST NO. 1, UNDER
AGREEMENT DATED JUNE 29, 1989
10
RVPUBTRANDOLM728895.1 18
Lyle A. Moritz
Mary A. Moritz
EXHIBIT A
TO AGREEMENT FOR PURCHASE AND SALE
AND JOINT ESCROW INSTRUCTIONS
Legal Description of Property
Assessor's Parcel Number: 8608-027-009
Lot(s) 4 in Block 19 of Azusa, in the City of Azusa, County of Los Angeles, State of California,
as per map recorded in Book 15 Page(s) 93 to 96 inclusive of Maps, in the Office of the County
Recorder of said County.
Together with that portion of that certain North/ South Alley, 20 feet wide, as shown on Map of
Azusa, in the City of Azusa, County of Los Angeles, State of California, as per map recorded in
Book 15 Page(s) 93 et seq. of Miscellaneous Records, in the Office of the County Recorder of
said County, included within Block 19 of said Map of Azusa, shown as Parcel "A" on Exhibit
"B" of that certain Resolution to Vacate No. 94-C34, recorded July 19, 1994 as Instrument No.
94-1339841, Official Records.
EXHIBIT A
R V PUBUCRANDOLPH\728895.1