HomeMy Public PortalAboutCHANEL POINT CORPORATIONAGREEMENT FOR PURCHASE AND SALE
OF REAL PROPERTY AND ESCROW INSTRUCTIONS
Escrow No.
Date of Opening of
Escrow: _, 2005
To: Fidelity National Title Company
("Escrow Holder")
1300 Dove Street, Suite 3 10
Newport Beach, California 92660
Attention: Robin Miller
Telephone: (949) 622-4845
Facsimile: (949) 477-6815
THIS AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY AND
ESCROW INSTRUCTIONS (this "Agreement") is made this 16A day of N 0 V- , 2005, by and
between the CITY OF CARSON, a municipal corporation duly organized under the laws of the
State of California ("Seller"), and CHANNEL POINT CORPORATION, a California
corporation ("Buyer").
RECITALS
A. Seller is the owner of that certain real property consisting of approximately
13,208 square feet located at 2535, 2541, 2547 and 2549 East Carson Street, Carson, Los
Angeles 90810 (bearing Los Angeles County APN 7316-01-901, 902, 903, 905, 906, and 908)
more particularly described on Exhibit "A" attached hereto (collectively, the "Land"), together
with (i) all rights, privileges, easements, licenses and interests appurtenant thereto, including,
without limitation, all oil, gas, water and water rights (but specifically excluding any pipelines or
pipeline easements appurtenant to the Land) (collectively, "Appurtenances"); and (ii) all
intangible property ("Intangible Property") owned or held by Seller in connection with the Land,
including, without limitation, development rights, governmental approvals and land entitlements.
The Land, Appurtenances and Intangible Property are collectively referred to herein as the
"Property." The Land and the Appurtenances are collectively referred to herein as the "Real
Property. "
B . Seller wishes to sell the Property to Buyer and Buyer wishes to buy the Property
from Seller pursuant to the terms and conditions of this Agreement.
C. The Seller may dispose of the Property pursuant to California Government Code
Section 37350 for the common benefit.
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D. The Seller desires to sell the Property to the Buyer for the sole purpose of
providing additional parking for the adjacent office use because there is limited parking in the
area.
E. The Seller desires to sell the Property to the Buyer at a price equal to the fair
market value of the property limited to the parking only use as detem-iined by the Summary
Appraisal, dated September 7, 2005 (the "Appraisal"), prepared by Goeppner and Associates,
Inc., providing for a value of $90,209.
F. The Seller wishes to sell the Property to Buyer and Buyer wishes to buy the
Property from Seller pursuant to the terms and conditions of this Agreement.
NOW, THEREFORE, the parties hereto agree as follows:
TERMS AND CONDITIONS
PURCHASE AND SALE OF PROPERTY.
Buyer hereby agrees to purchase from Seller, and Seller agrees to sell to Buyer the
Property, upon the terms and conditions hereinafter set forth.
2. OPENING OF ESCROW, CLOSING DATE.
2.1 Opening of Escrow. Within one (1) business day after the execution of this
Agreement by Buyer and Seller, the parties shall open an escrow ("Escrow") with the Escrow
Holder by causing an executed copy of this Agreement to be deposited with Escrow Holder,
together with a good funds deposit of $2,000 ("Good Funds Deposit"). Escrow shall be deemed
open on the date that a fully executed copy of this Agreement is delivered to Escrow Holder with
a Good Funds Deposit ("Opening of Escrow"). Escrow Holder shall fax written notice of the
Opening of Escrow date to Buyer and Seller.
2.2 Closing Date. Escrow shall close on or before sixty days from opening ("Closing
Date"). The terms the "Close of Escrow" and/or the "Closing" are used herein to mean the time
the Grant Deed (as hereinafter defined) is recorded in the Office of the County Recorder of Los
Angeles County, California.
3. CONSIDERATION.
3.1 Purchase Price. The purchase price for the Property is Ninety Thousand, Two
Hundred and Nine Dollars ($90,209) ("Purchase Price"). The Purchase Price is based on the fair
market value of the Land pursuant to the Appraisal and the parking use restriction.
3.2 PaMent of Purchase Price. On or before the day preceding Close of Escrow,
Buyer shall deposit the Purchase Price less the Good Funds Deposit with Escrow Holder in
41 good funds". "Good funds" shall mean a wire transfer of funds, cashier's or certified check
drawn on or issued by the offices of a financial institution located in the State of California, or
cash.
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3.3 Easements and Access. The Property shall be transferred burdened with the
easement described and depicted in the legal descriptions on Exhibit "A". Access shall be
required to the easement in a manner to be determined by the Seller's planning department prior
to any development of the Property. The Property is further burdened with that certain License
Agreement dated March 7, 2005 by and between the Seller and Shell Oil Products US
("Licensee"). Seller hereby transfers to Buyer all rights and responsibilities under the License
Agreement, including the right to receive any payments owed. A copy of the License Agreement
is attached hereto and incorporated herein as Exhibit "B".
3.4 Covenant For Parking Us . The Property shall be transferred conditional to its
use in perpetuity for parking. Any utilization of the Property in a manner that is inconsistent
with that use shall defeat the grant and it shall revert to the Seller. Alternatively, if Buyer pays
the City the additional Ninety Thousand, two Hundred and Nine Dollars ($90,209) which, when
combined with the purchase price ($90,209), has been found to be the fair market value of the
release of the parking restriction, then the City will record a release from the parking covenant.
4. ADDITIONAL FUNDS AND DOCUMENTS REQUIRED.. FROM BUYER AND
SELLER.
4.1 Buyer. Buyer agrees that on or before 1:00 p.m. on the business day preceding
the Closing Date, Buyer will deposit with Escrow Holder all additional funds and/or documents
(executed and acknowledged, if appropriate) which are necessary to comply with the terms of
this Agreement, including, without limitation, the following:
(a) A Preliminary Change of Ownership Statement completed in the manner
required in Los Angeles County; and
(b) Such funds and other items and instruments as may be necessary in order
for Escrow Holder to comply with this Agreement.
4.2 Seller. Seller agrees that on or before 1:00 p.m. on the business day preceding the
Closing Date, Seller will deposit with Escrow Holder such funds and other items and instruments
(executed and acknowledged, if appropriate) as may be necessary in order for the Escrow Holder
to comply with this Agreement, including, without limitation, the following:
(a) A grant deed conveying the Property to Buyer in the form attached hereto
as Exhibit "D" ("Grant Deed").
(b) Two duplicate originals of a Non -Foreign Affidavit in the forin attached
hereto as Exhibit "D" ("Non -foreign Affidavit");
(c) Two duplicate originals of California Form 593-C Real Estate
Withholding Exemption Certificates in the form required by the California Franchise Tax Board
("California Residency Affidavit"); and
(d) Such funds and other items and instruments as may be necessary in order
for Escrow Holder to comply with this Agreement.
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4.3 Recordation, Completion and Distribution of Documents. Escrow Holder will
cause the Grant Deed to be recorded when (but in no event after the Closing Date) it can issue
the Title Policy in the form described in Section 5.2 below, and holds for the account of Seller
the itenis described above to be delivered to Seller through Escrow, less costs, expenses and
disbursements chargeable to Seller pursuant to the terms hereof.
5. TITLE MATTERS.
5.1 A I
pproval of Title.
(a) Promptly following execution of this Agreement (but in no event later
than ten (10) days following Opening of Escrow), Seller shall cause to be delivered to Buyer a
preliminary title report issued through Fidelity National Title Company (the "Title Company"),
describing the state of title of the Property, together with legible copies of all exceptions
specified therein and a map plotting all locatable easements specified therein (the "Preliminary
Title Report"). Buyer shall notify Seller in writing ("Buyer's Title Notice") of Buyer's approval
of all matters contained in the Preliminary Title Report or of any objections Buyer may have to
title exceptions or other matters ("Disapproved Exceptions") contained in the Preliminary Title
Report within fifteen (15) business days after Buyer's receipt of the Preliminary Title Report
("Buyer's Title Notice").
(b) In the event Buyer delivers Buyer's Title Notice within said period, Seller
shall have a period of ten (10) days after receipt of Buyer's Title Notice in which to notify Buyer
of Seller's election to either (i) agree to attempt to remove the Disapproved Exceptions prior to
the Close of Escrow; or (ii) decline to remove any such Disapproved Exceptions ("Seller's
Notice"). Seller shall only elect to decline to remove Disapproved Exceptions which Seller in
good faith believes Seller's reasonable efforts would not result in removal or as to which
removal would result in cost or expense to Seller other than nominal administrative expense
incur -red in the process of removal. Seller's failure to deliver Seller's Notice within said ten (10)
day period shall be deemed Seller's election to decline to remove the Disapproved Exceptions.
If Seller notifies Buyer of its election to decline to remove the Disapproved Exceptions, if Seller
are deemed to have elected to decline to remove the Disapproved Exceptions or if Seller is
unable to remove the Disapproved Exceptions, Buyer may elect either to terminate this
Agreement and the Escrow or to accept title to the Property subject to the Disapproved
Exception(s). Buyer shall exercise such election by delivery of written notice to Seller and
Escrow Holder within ten (10) days following the earlier of (i) the date of written advice from
Seller that such Disapproved Exception(s) cannot be removed; or (ii) the date Seller declines or
are deemed to have declined to remove such Disapproved Exception(s).
(c) Upon the issuance of any amendment or supplement to the Preliminary
Title Report which adds additional exceptions, the foregoing right of review and approval shall
also apply to said amendment or supplement, provided, however, that Buyer's initial period of
review and approval or disapproval of any such additional exceptions shall be limited to ten (10)
days following receipt of notice of such additional exceptions, together with copies of the
underlying documents referenced therein.
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(d) Nothing to the contrary herein withstanding, Buyer shall be deemed to
have automatically objected to all deeds of trust, mortgages, judgment liens, federal and state
income tax liens, delinquent general and special real property taxes and assessments and similar
monetary encumbrances affecting the Real Property, and Seller shall discharge any such non -
permitted title matters of record prior to or concurrently with the Close of Escrow.
5.2 Title Polic . When Escrow Holder holds for Buyer the Grant Deed in favor of
Buyer executed and acknowledged by Seller covering the Real Property, Escrow Holder shall
cause to be issued and delivered to Buyer and Seller as of the Close of Escrow a CLTA standard
coverage owner's policy of title insurance ("Title Policy") issued by Title Company, with
liability in the amount of the Purchase Price, covering the Real Property and showing title vested
in Buyer free of encumbrances, except:
(a) All non -delinquent general and special real property taxes and assessments
for the current fiscal year;
(b) Those easements, encumbrances, covenants, conditions, restrictions,
reservations, rights-of-way and other matters of record shown on the Preliminary Title Report
which have been approved by Buyer pursuant to Section 5.1 above;
(c) The standard printed exceptions and exclusions contained in the CLTA;
(d) Any exceptions created or consented to by Buyer, including, without
limitation, any exceptions arising by reason of Buyer's possession of or entry on the Property.
6. DUE DILIGENCE.
6.1 Due Diligence Date. The "Due Diligence Date" shall mean the date which is
twenty (20) days following the date of the Opening of Escrow.
6.2 Scope of.Due Diligence. Buyer shall have the right to make an analysis of the
Property consisting of such engineering, feasibility studies, soils tests, environmental studies and
other investigations as Buyer may desire to permit Buyer to determine the suitability of the
Property for its intended purpose and to conduct such other review and investigation which
Buyer deems appropriate to satisfy itself to acquire the Property.
6.3 Review of Documents. Upon the execution of this Agreement by both parties,
Seller shall make available to Buyer true, correct and complete copies of all contracts which
relate to the Property (together with any amendments or modifications thereto), and all reports in
Seller's possession respecting the physical condition of the Property, if any, and any other
information in Seller's possession or control reasonably requested by Buyer regarding the
Property.
6.4 Entry for Investigation.
(a) Subject to the conditions hereafter stated, Seller grants to Buyer, its agents
and employees a limited license'to enter upon any portion of the Property for the purpose of
conducting engineering surveys, soil tests, investigations or other studies reasonably necessary to
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evaluate the condition of the Property, which studies, surveys, investigations and tests shall be
done at Buyer's sole cost and expense. The license herein granted shall be co -extensive with the
term of this Agreement or any extension thereof.
(b) Buyer shall (i) conduct all studies in a diligent, expeditious and safe
manner and not allow any dangerous or hazardous conditions to occur on the Real Property
during or after such investigation; (ii) comply with all applicable laws and goverm-nental
regulations; (iii) keep the Real Property free and clear of all materialmen's liens, lis pendens and
other liens arising out of the entry and work performed under this paragraph; and (iv) return the
Real Property to its original condition following Buyer's entry. Buyer agrees to inderrinify,
defend, protect and hold Seller and the Property free and harmless from any and all loss, liability,
claims, damages and expenses (including, but not limited to, attorneys' fees and costs) arising
directly or indirectly from the exercise of said license. Such undertaking of indemnity shall
survive Close of Escrow or the termination of this Agreement for any reason.
6.5 Approval of Due Diligence Matters. Buyer shall notify Seller in writing
("Buyer's Due Diligence Notice") on or before the Due Diligence Date of Buyer's approval or
disapproval of each item delivered to or available for review by Buyer pursuant to this Section 6
and of Buyer's approval or disapproval of the condition of the Property and Buyer's
investigations with respect thereto (excluding title matters which are to be approved or
disapproved pursuant to Section 5.1 above) (collectively, the "Due Diligence Items"), which
approval may be withheld in Buyer's sole and absolute discretion.
6.6 Approval of Additional Due Diligence Matters. In the event Seller becomes
aware of or obtains possession of any new Due Diligence Items after the Due Diligence Date,
Seller will provide Buyer with written notice of such Due Diligence Item to Buyer. Buyer shall
have the right to review and approve such Due Diligence Item in the same manner as set forth in
Section 6.5 above; provided, however, that Buyer's period to review and approve or disapprove
such additional Due Diligence Item shall be limited to fifteen (15) days following receipt of
notice of such new Due Diligence Item, together with a copy of any wri'tten document relating
thereto.
7. CONDITIONS PRECEDENT TO CLOSE OF ESCROW.
7.1 Conditions to Buyer's Obligations. The obligations of Buyer under this
Agreement shall be subject to the satisfaction or written waiver, in whole or in part, by Buyer of
each of the following conditions precedent:
Agreement. (a) Title Company will issue the Title Policy as required by Section 5.2 of this
(b) Buyer has approved or deemed to have approved the condition to title of
the Property on or before the date provided in Section 5. 1.
(c) Buyer has approved or deemed to have approved all Due Diligence Items
on or before the Due Diligence Date.
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(d) Seller has removed from the Property all equipment, personal property,
debris and waste.
(e) Escrow Holder holds and will deliver to Buyer the instruments and funds,
if any, accruing to Buyer pursuant to this Agreement.
(f) All representations and warranties specified in Section 9.1 are true and
correct.
(g) Buyer's approval of any other conditions specified in this Agreement.
(h) Seller shall not be in default of any term or condition of this Agreement.
Buyer's approval shall be based upon Buyer's sole and absolute discretion; provided, however, if
Buyer has not delivered written notice of approval of the above conditions to Seller and Escrow
Holder by the times provided above, or if no time is provided, on or before the Close of Escrow,
each such condition shall automatically and conclusively be deemed to have been disapproved
by Buyer. Buyer may waive such automatic disapproval in writing.
7.2 Conditions to Seller's Obligations. The obligations of Seller under this
Agreement shall be subject to the satisfaction or written waiver, in whole or in part, by Seller of
each of the following conditions precedent:
(a) Escrow Holder holds and will deliver to Seller the instruments and funds
accruing to Seller pursuant to this Agreement.
(b) Buyer shall not be in default of any term or condition of this Agreement.
If requested by Escrow Holder or Buyer, Seller shall deliver to Escrow Holder
and Buyer written notice of satisfaction of the conditions set forth in this Section 7.2.
7.3 Reserved.
7.4 Covenant of Seller and Buye . Buyer and Seller agree to cooperate with one
another, at no cost or expense to the cooperating party, in satisfying the conditions precedent to
Close of Escrow. Buyer shall be responsible for proceeding with diligence and in good faith to
satisfy the conditions to Buyer's performance set forth in Section 7.1 and Seller shall be
responsible for proceeding with diligence and in good faith to satisfy the conditions to Seller's
performance set forth in Section 7.2.
7.5 Termination for Failure of Condition. In the event Buyer fails to approve or
disapprove any condition precedent specified in Section 7.1 or elsewhere in this Agreement on or
before the date for approval set forth therein, Seller shall notify Buyer of such failure and Buyer
shall have a period of twenty (20) days from receipt of such notice to elect to approve such
matter or to disapprove such matter and terminate this Agreement. The failure of Buyer to
approve such matter within said twenty (20) days shall be deemed to constitute disapproval
thereof and Buyer's election to terminate. In the event Seller fails to approve or disapprove any
condition precedent specified in Section 7.1 or elsewhere in this Agreement on or before the date
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for approval set forth therein, Buyer shall notify Seller of such failure and Seller shall have a
period of twenty (20) days from receipt of such notice to elect to approve such matter or to
disapprove such matter and terminate this Agreement. The failure of Seller to approve such
matter within said twenty (20) days shall be deemed to constitute disapproval thereof and
Seller's election to terminate.
8. ADDITIONAL COVENANTS OF BUYER AND SELLER.
8.1 Environmental Claims. Buyer shall and does hereby release Seller from any
liability, cost or expense Buyer may incur as a result of Buyer's purchase of the Property or the
presence of any Hazardous Materials (hereinafter defined) which are or may be located in, on or
about the property commencing on the Close of Escrow or at any time thereafter. Such release
shall survive the Closing Date. For the purposes of this Agreement, Hazardous Materials shall
be deemed to mean asbestos, polychlorinated biphenyls, petroleum or by-products thereof,
radioactive materials, or any chemical, material or substance included in the definitions of
"hazardous substances", "hazardous materials", "hazardous waste", "toxic substances" and/or
words of similar import under any federal, state and local laws, ordinances, rules and regulations
whether present or future, relating to and/or dealing with the protection of the environment
and/or human health and safety and/or applicable to the generation, handling, manufacture,
installation, treatment, storage, use, transportation, discharge, disposal, presence and/or release
into the air, soil, water at, above or below ground level (whether accidental or intentional) of
such substances or materials.
8.2 As Is Sale. Buyer acknowledges that it is a sophisticated purchaser who is
familiar with real property of the same type as the Property and that Buyer is acquiring the
Property on an "As -Is, Where -is" basis and no implied representations or warranties are intended
or made in connection with such transfer. No statements or promises of any kind have been made
by Seller or any person on Sellers' behalf to induce Buyer to sign this Agreement except those
specifically set forth in this Agreement. Buyer acknowledges that it has had or otherwise will
have had prior to the expiration of the Due Diligence period a reasonable opportunity to make
and has made an independent investigation of all aspects of the Property that it deems
appropriate. Buyer and not Seller assumes any and all costs with respect to the development of
the Property. It is acknowledged that Seller makes no representations or warranty that the
Property can be developed in the manner intended by Buyer and that the entire risk as to
development of the Property is with Buyer.
8.3 Survival. Notwithstanding any other provision of this Agreement, the provisions
of this Section 8 shall survive the Close of Escrow and the delivery of the Grant Deed.
9. REPRESENTATIONS AND WARRANTIES.
9.1 Representations and Warranties. Seller hereby make the following
representations and warranties to Buyer, each of which (i) is material and relied upon by Buyer
in making its determination to enter into this Agreement; (ii) to Seller's actual knowledge, is true
in all respects as of the date hereof and shall be true in all respects on the date of Close of
Escrow on the Property; and (iii) shall survive the Close of Escrow of the purchase and sale of
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the Property as well as any future transfer of the Property to Buyer or any transferee, successor
or assignee of Buyer:
(a) There are no pending or threatened litigation, allegations, lawsuits or
claims, whether for personal injury, property damage, property taxes, contractual disputes or
otherwise, which do or may affect the Property or the operation or value thereof, and there are no
actions or proceedings pending or, to the best of Seller's knowledge, threatened against Seller
before any court or administrative agency in any way connected with the Property and neither
the entering into of this Agreement nor the consummation of the transactions contemplated
hereby will constitute or result in a violation or breach by Seller of any judgment, order, writ,
injunction or decree issued against or imposed upon it. There is no action, suit, proceeding or
investigation pending or threatened against Seller which would become a cloud on Buyer's title
to or have a material adverse impact upon the Property or any portion thereof or which questions
the validity or enforceability of the transaction contemplated by this Agreement or any action
taken pursuant hereto in any court or before or by any federal, district, county, or municipal
department, commission, board, bureau, agency or other governmental instrumentality.
N There are no contracts, leases, claims or rights affecting the Property and
no agreements entered into by or under Seller shall survive the Close of Escrow that would
adversely affect Buyer's rights with respect to the Property, except as heretofore disclosed in
writing by Seller to Buyer pursuant to Sections 3.3, 3.4, and 6.3.
(c) Seller has delivered or, within the period required in Section 6.3, will have
delivered true, correct and complete copies of all the documents and other information specified
in Section 6.3 in Seller's possession or control (or has reasonable access thereto). To the best of
Seller's knowledge, the information contained in the said documents is true and accurate.
(d) There are no executory contracts, options or agreements existing (other
than this Agreement) relating to the purchase of all or any portion of the Property.
(e) All federal, state, municipal, county and local taxes, the nonpayment of
which might become a lien on or affect all or part of the Property, which are due and payable
prior to the Closing have been paid, or on the Closing Date will have been paid in full.
(f) Seller has obtained, or will obtain before the Close of Escrow, all required
consents, releases and permissions in order to vest good and marketable title in Buyer.
(g) The closing of the various transactions contemplated by this Agreement
will not constitute or result in any default or event that with the notice or lapse of time, or both,
would be a default, breach or violation of any lease, mortgage, deed of trust or other agreement,
instrument or arrangement by which Seller or the Property are bound. The execution and
delivery of this Agreement and the consummation of the transactions contemplated hereby will
not violate any provision of, or require any consent, authorization or approval under any law or
administrative regulation or any order, award, judgment, writ, injunction or decree applicable to,
or any governmental permit or license issued to Seller relating to the Property.
(h) Other than those conditions or encumbrances expressly identified in the
Preliminary Title Report which have been approved by Buyer pursuant to Section 5.1 above, no
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defects or conditions of any portion of the Property or the soil exists which may impair the use of
the Property.
(1) All representations and warranties made hereunder are in addition to any
representations and warranties implied by law and in no event shall this Section 9.1 be construed
to limit, diminish or reduce any obligation of disclosure implied upon Seller by law.
9.2 Changed Circumstances. If Seller becomes aware of any fact or circumstance
which would change or render incorrect, in whole or in part, any representation or warranty
made by Seller under this Agreement, whether as of the date given or any time thereafter through
the Close of Escrow and whether or not such representation or warranty was based upon Seller's
knowledge and/or belief as of a certain date, Seller will give immediate written notice of such
changed fact or circumstance to Buyer, but such notice shall not release Seller of its liabilities or
obligations with respect thereto. Seller shall issue a certificate as of the Close of Escrow stating
that all the representations and warranties contained in Section 9.1 are true and correct as of said
date, or setting forth in detail which of such matters are not true and correct. Buyer shall have
ten (10) days from the receipt of any notice by Seller of the material change of any
representation or warranty made by Seller hereunder to terminate this Agreement by providing
written notice to Seller and Escrow Holder, and receive return of its Deposit and any other sums
deposited in the Escrow.
10. ESCROW PROVISIONS.
10.1 Escrow Instructions. This Agreement, when signed by Buyer and Seller, shall
also constitute escrow instructions to Escrow Holder. If required by Escrow Holder, Buyer and
Seller agree to execute Escrow Holder's standard escrow instructions, provided that the same are
consistent with and do not conflict with the provisions of this Agreement. In the event of any
such conflict, the provisions of this Agreement shall prevail.
10.2 General Escrow Provisions. Escrow Holder shall deliver the Title Policy to the
Buyer and instruct the Los Angeles County Recorder to mail the Grant Deed to Buyer at the
address set forth in Section 14.14 after recordation. All funds received in this Escrow shall be
deposited in one or more general escrow accounts of the Escrow Holder with any bank doing
business in Los Angeles County, California, and may be disbursed to any other general escrow
account or accounts. All disbursements shall be made by Escrow Holder's check.
10.3 Prorations.
(a) All non -delinquent general and special real property taxes and assessments
shall be paid by Seller, prorated to the Close of Escrow on the basis of a thirty (30) day month
and a three hundred sixty day (360) year. Buyer acknowledges that Seller is a governmental
agency, not subject to payment of taxes. In the event that property taxes are assessed on a parcel
of real property which includes land other than the Property, such proration shall include only
taxes attributable to the Property, calculated in terms of total gross square feet of land assessed
pursuant to the tax statement versus total gross square footage of the Property. Any
supplemental tax bills received after Close of Escrow shall be paid by Seller to the extent they
relate to a period prior to Close of Escrow. If a supplemental tax bill covers a period
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commencing before and continuing after Close of Escrow, Buyer will pay the tax and shall be
solely responsible for seeking any refund from the appropriate taxing agency. The provisions
of this Section shall survive Close of Escrow.
(b) Utilities and other expenses of the Property which are payable by or to the
owner of the Property shall be prorated to the Close of Escrow on the basis of a thirty (30) day
month and a three hundred sixty (360) day year. Any party who is obligated to pay net amounts
based on said final proration shall reimburse the other party said amount within five (5) business
days after completion of the final proration.
(c) Seller shall receive a credit for any refundable utility or governmental
deposits made by Seller with respect to the Property and shall assign Buyer all rights to refund of
same.
(d) The provisions of this Section shall survive Close of Escrow. If either
party fails to pay its pro rata share of taxes or other expenses by the times herein provided,
interest shall accrue on all unpaid amounts from when owing until paid at five percent (5%) over
the Federal Discount Rate quoted by the Federal Reserve Bank of San Francisco on the 25th day
of the month preceding the date interest commences to accrue.
10.4 PaMent of Costs. Seller shall pay one-half (1/2) of the Escrow fee, all
documentary transfer taxes, all title insurance premiums for that portion of the Title Policy
premium which would be incurred for a CLTA form policy, and the charge for drawing the
Grant Deed. Buyer shall pay one-half (1/2) of the Escrow fee, all charges for recording the
Grant Deed. Seller and Buyer shall each be responsible for their respective attorneys' fees and
costs. All other costs of Escrow not otherwise specifically allocated by this Agreement shall be
apportioned between the parties in a manner consistent with the custom and usage of Escrow
Holder.
10.5 Termination and Cancellation of Escrow. If Escrow fails to close as provided
above, Escrow shall terminate automatically without further action by Escrow Holder or any
party, and Escrow Holder is instructed to return all funds and documents then in Escrow to the
respective depositor of the same with Escrow Holder; provided that any document which has
been signed by a party who is not to receive the return of such document, shall be marked "void
and of no force or effect" by Escrow Holder before it is delivered. Cancellation of Escrow, as
provided herein, shall be without prejudice to whatever legal rights Buyer or Seller may have
against each other arising from the Escrow or this Agreement.
10.6 Information Repo . The "Reporting Person" within the meaning of Treasury
Regulation Section 1.6045-4(e)(5) with respect to the transactions contemplated by this
Agreement shall be Escrow Holder. The name and address of Escrow Holder is set forth on the
first page of this Agreement. It is agreed that Escrow Holder is an eligible person under Section
1.6045-4(e)(5)(ii) of said Regulations. Escrow Holder hereby agrees to be responsible for
complying with the reporting and other requirements of Internal Revenue Code Section 6045(e)
and the income tax regulations promulgated thereunder. Pursuant to said regulations, the address
for the transferor and transferee are as set forth for Seller and Buyer respectively in Section
14.14 below, and the identifying information regarding the real estate transferred is the legal
01018/0101/41345.03
description for the Property set forth on Exhibit "A" attached hereto. Escrow Holder agrees to
file the forrn required by said regulations between the end of the calendar year in which the
Close of Escrow occurs and the end of the following calendar year. Buyer and Seller agree (i) to
cooperate with Escrow Holder and with each other in completing any report and/or other
information required to be delivered to the Internal Revenue Service pursuant to Internal
Revenue Code Section 6045(e) regarding the real estate sales transaction contemplated by this
Agreement, including, without limitation, Internal Revenue Service Form 1099-S as such may be
hereafter modified or amended by the Internal Revenue Service, or as may be required pursuant
to any regulation now or hereafter promulgated by the Treasury Department with respect thereto;
(ii) that Buyer and Seller, their respective employees and attorneys, and Escrow Holder and its
employees may disclose to the Internal Revenue Service, this Agreement or the transaction
contemplated herein as such party reasonably deems to be required to be disclosed to the Internal
Revenue Service by such party pursuant to Internal Revenue Code Section 6045(e); (iii) that
neither Buyer nor Seller shall seek to hold any such party liable for the disclosure to the Internal
Revenue Service of any such information; and (iv) to retain this Agreement for at least four (4)
years following the close of the calendar year in which the Close of Escrow occurs.
11. BROKERAGE COMMISSIONS.
Buyer and Seller each represent and warrant to the other parties that no third party is
entitled to a broker's commission and/or finder's fee with respect to the transaction contemplated
by this Agreement. Buyer and Seller each agree to indemnify and hold the other parties harmless
from and against all liabilities, costs, damages and expenses, including, without limitation,
attorneys' fees, resulting from any claims or fees or commissions, based upon agreements by it, if
any, to pay a broker's commission and/or finder's fee.
12. POSSESSION.
Possession of the Property shall be delivered to Buyer as of Close of Escrow. In the
event any personal property remains on the Property following the Close of Escrow, it shall
automatically become the property of Buyer.
13. DEFAULTS, ENFORCEMENT.
13.1 Defaults and Right to Cure. Failure or delay by either party to timely perfon-n any
covenant of this Agreement constitutes a default under this Agreement, but only if the party who
so fails or delays does not commence to cure, correct or remedy such failure or delay within
thirty (30) days after receipt of a written notice specifying such failure or delay, and does not
thereafter prosecute such cure, correction or remedy with diligence to completion. The injured
party shall give written notice of default to the party in default, specifying the default complained
of by the injured party. Except as required to protect against further damages, the injured party
may not institute proceedings against the party in default until thirty (30) days after giving such
notice. Failure or delay in giving such notice shall not constitute a waiver of any default, nor
shall it change the time of default.
13.2 Specific Performance. In addition to any other remedies permitted by this
Agreement, if either party defaults hereunder by failing to perform any of its obligations herein,
-12-
01018/0101/41345.03
each party agrees that the other shall be entitled to the judicial remedy of specific performance,
and each party agrees (subject to its reserved right to contest whether in fact a default does exist)
not to challenge or contest the appropriateness of such remedy.
14. MISCELLANEOUS.
14.1 Successors and Assigns. This Agreement shall be binding upon the parties hereto
and their respective heirs, representatives, transferees, successors and assigns. The transfer of all
or any part of the interest of any party hereunder in the Property shall not release Seller of its
obligations under this Agreement.
14.2 Time of Essence. Time is of the essence in this Agreement and with respect to
each covenant and condition hereof. Buyer and Seller each specifically agrees to strictly comply
and perform its obligations herein in the time and manner specified and waives any and all rights
to claim such compliance by mere substantial compliance with the terms of this Agreement.
14.3 Time Period Computations. All periods of time referred to in this Agreement
shall include all Saturdays, Sundays and California state or national holidays unless the reference
is to business days, in which event such weekends and holidays shall be excluded in the
computation of time and provide that if the last date to perfonn any act or give any notice with
respect to this Agreement shall fall on a Saturday, Sunday or California state or national holiday,
such act or notice shall be deemed to have been timely performed or given on the next
succeeding day which is not a Saturday, Sunday or California state or national holiday.
14.4 Qualification; Authodty. Each individual executing this Agreement on behalf of
a partnership or corporation represents and warrants that such entity is duly formed and
authorized to do business in the State of California and that he or she is duly authorized to
execute and deliver this Agreement on behalf of such partnership or corporation in accordance
with authority granted under the formation documents of such entity, and, if a corporation, by a
duly passed resolution of its Board of Directors, that all conditions to the exercise of such
authority have been satisfied, and that this Agreement is binding upon such entity in accordance
with their respective terms. Upon request of either party, Escrow Holder or Title Company,
Buyer and Seller agree to deliver such documents reasonably necessary to evidence the
foregoing.
14.5 Attorneys' Fees. In the event of any dispute between the parties hereto arising out
of the subject matter of this Agreement or the Escrow, or in connection with the Property, the
prevailing party in such action shall be entitled to have and to recover from the other party its
actual attorneys' fees and other expenses and costs in connection with such action or proceeding
(including expert witness fees) in addition to its recoverable court costs.
14.6 InteMretation; Governing Law. This Agreement shall be construed according to
its fair meaning and as if prepared by both parties hereto. This Agreement shall be construed in
accordance with the laws of the State of California in effect at the time of the execution of this
Agreement. Titles and captions are for convenience only and shall not constitute a portion of
this Agreement. As used in this Agreement, masculine, feminine or neuter gender and the
-13-
01018/0101/41345.03
singular or plural number shall each be deemed to include the others wherever and whenever the
context so dictates.
14.7 No Waiver. No delay or omission by either party hereto in exercising any right or
power accruing upon the compliance or failure of performance by the other party hereto under
the provisions of this Agreement shall impair any such right or power or be construed to be a
waiver thereof A waiver by either party hereto of a breach of any of the covenants, conditions
or agreements hereof to be performed by the other party shall not be construed as a waiver of any
succeeding breach of the same or other covenants, agreements, restrictions or conditions hereof.
14.8 Modifications. Any alteration, change or modification of or to this Agreement, in
order to become effective, shall be made by written instrument or endorsement thereon and in
each such instance executed on behalf of each party hereto.
14.9 Severabilit . If any term, provision, condition or covenant of this Agreement or
the application thereof to any party or circumstances shall, to any extent, be held invalid or
unenforceable, the remainder of this instrument, or the application of such term, provision,
condition or covenant to persons or circumstances other than those as to whom or which it is
held invalid or unenforceable, shall not be affected thereby, and each term and provision of this
Agreement shall be valid and enforceable to the fullest extent permitted by law.
14. 10 Merger of Prior Agreements and UnderstandiM. This Agreement and other
documents incorporated herein by reference contain the entire understanding between the parties
relating to the transaction contemplated hereby and all prior or contemporaneous agreements,
understandings, representations and statements, oral or written, are merged herein and shall be of
no further force or effect.
14.11 Covenants to Survive Escrow. The covenants and agreements contained herein
shall survive the Close of Escrow and, subject to the limitations on assigm-nent contained in
Section 14.1 above, shall be binding upon and inure to the benefit of the parties hereto and their
representatives, heirs, successors and assigns.
14.12 Consent of Parties. Whenever by the terms of this Agreement the consent or
approval of Buyer or Seller is to be given, such consent or approval shall be evidenced by the
signature of one person designated for such purpose. Initially such person for Seller shall be
Executive Director of the Agency and such person for Buyer shall be the Nick Liadis, Principal.
Such designated persons may be changed by the party so designating at any time by the delivery
of a written notice to the other party.
14.13 Execution in CounteMgg. This Agreement and any modifications, amendments
or supplements thereto may be executed in several counterparts, and all so executed shall
constitute one agreement binding on all parties hereto, notwithstanding that all parties are not
signatories to the original or the same counterpart.
14.14 Notices. Any notice which either party may desire to give to the other party or to
the Escrow Holder must be in writing and shall be effective (i) when personally delivered by the
other party or messenger or courier thereof-, (ii) three (3) business days after deposit in the United
States mail, registered or certified; (iii) twenty-four (24) hours after deposit before the daily
-14-
01018/0101/41345.03
deadline time with a reputable overnight courier or service; or (iv) upon receipt of a telecopy or
fax transmission, provided a hard copy of such transmission shall be thereafter delivered in one
of the methods described in the foregoing (i) through (iii); in each case postage fully prepaid and
addressed to the respective parties as set forth below or to such other address and to such other
persons as the parties may hereafter designate by written notice to the other parties hereto:
To Seller: City of Carson
701 East Carson Street
Carson, California 90745
Attention: City Manager
Copy to: Aleshire & Wynder, LLP
18881 Von Karman Avenue, Suite 400
Irvine, CA 92612
Attn: David J. Aleshire, Esq.
Facsimile: (949) 223-1180
To Buyer: Channel Point Corporation
2561 Carson Street
Carson, California 90810
Attention: Nick Liadis
14.15 Exhibits. Exhibits "A" through "C", inclusive, attached hereto, are incorporated
herein by this reference.
14.16 Warranty and Representation of Non -Collusion. No official, officer, or employee
of the Seller has any financial interest, direct or indirect, in this Agreement, nor shall any official,
officer, or employee of the Seller participate in any decision relating to this Agreement which
may affect his/her financial interest or the financial interest of any corporation, partnership, or
association in which (s)he is directly or indirectly interested, or in violation of any interest of any
corporation, partnership, or association in which (s)he is directly or indirectly interested, or in
violation of any State or municipal statute or regulation. The determination of "financial
interest" shall be consistent with State law and shall not include interest found to be "remote" or
11non interest" pursuant to California Government Code Sections 1091 and 1091.5. Buyer
warrants and represents that (s)he/it has not paid or given, and will not pay or give, to any third
party including, but not limited to, any City of Carson official, officer, or employee, any money,
consideration, or other thing of value as a result or consequence of obtaining or being awarded
this Agreement. Buyer further warrants and represents that (s)he/it has not engaged in any act(s),
omission(s), or other conduct or collusion that would result in the payment of any money,
consideration, or other thing of value to any third party including, but not limited to, any City of
Carson official, officer, or employee, as a result or consequence of obtaining or being awarded
any agreement. Buyer is aware of and understands that any such act(s), omission(s) or other
-15-
01018/0101/41345.03
conduct resulting in the payment of money, consideration, or other thing of val e will render this
Agreement void and of no force or effect.
-16-
01018/0101/41345.03
Developer: Initials
IN WITNESS WHEREOF, the parties hereto have executed this Agreement of Purchase
and Sale of Real Property and Escrow Instructions as of the date set forth above.
"SELLER"
CITY OF CAR 0
Jerome e , City Managger
ATTEST:
— +tfc
Helen S. Kawagoe, 6tjCl��
APPROVED AS TO FORM
ALESHIRE & WYNDER, LLP
/W. /X)J6 /(--�
Ciq�7ttorney U
L -In
"Escrow Holder"
AGREED AND ACCEPTED AS OF THIS
DAY OF 2005
FIDELITY NATIONAL TITLE COMPANY
L -6A
Escrow Officer
-17-
01018/0101/41345.03
CORPORATION
SCHEDULE OF EXHIBITS
EXHIBIT "A" LEGAL DESCREPTION OF LAND
EXHIBIT "B" LICENSE AGREEMENT
EXHIBIT "C" GRANT DEED
EXHIBIT "D" NON -FOREIGN AFFIDAVIT
ME
01018/0101/41345-03
EXHIBIT "A"
LEGAL DESCRIPTION OF LAND
The Land is that certain real property located in the City of Carson, County of Los Angeles, State
of California, described as follows:
-I-
01018/0101/41345.03
1
2 UGAL DESCRIPTION
3 EXIMIT "A".
4
5 nose pottions of'Lt� 906 through 915 of Tract No 6720 as shown on the map filed in
6 Book 71, Pages 79 and 80 of Maps in the City of Catson. County of Lo's Angeles, State
7 of Califoinia, lying noitheily of the following LtCSCTibed line:
9 Cornmencing at the southeast coiner of said Lot 915, thence along the easterly line of
10 said Lot North 00" 1 VI 7" West 6 59 feet to the beginning of a non -tangent cutye.
I 1 1 concave noitheily. having a radius of 462 00 feet, a iadial line to said be inning bears
12 South 11046'16" West, said beginning also being the TRUE P(-XNT OF BEGIN-NZINC.
13 mcnee Icaving said eastefly line and wcstaily along said cuive 20.67 feet through a
14 cenual angle of 02'33'47". thence 'Noith 66"'28'26" West 110 19 feet to the beginning of
15 a etave concave wuthwestetly having a radius of 980 00 fed; thence northwestefly along
16 said cLuve 137 14 feet thiough a central angle of 8"01'05 to the westerly line of said Lot
17 906 and thetCTminus of the herein desciibed line
18
19
Said patcel contains 13,208 square teet, More OT ICSS
'YO
21 Resciving thetuftorn a IS foot wide eatment f ot maintenarem and acem purpases, Iving
15 feet noTtheily and parallel with the line herein described above
22
23
24 See Exhibit "B" attached herelo and made a patt hereof
25
26 This legal desciiption is not intended to be used in the conveyance of land in violation of
27 J the SubdivisMon Map Act of the State of California
28
29
30
.31
M:UCAR I J0702VurYc)AJcga1.-;%2CARJ 107(P- doc Page I of 2
Lam Wmed 71MM5 1 - 19 F%f
-2-
01018/0101/41345.03
F;&"O ivd T.AV-"
I Prepared undet my supeivision
3
4 Petet I 1-itzpatTicki'LS6777 Date
5 Expiies: 9/3(VO6
6
10
01018/0101/41345.03
EXHIBIT
WASHINGTON STREET
Lr�
Cli
"Ble
NOT TO SCALE
/_1 9
T R A C I 1\1 D IV]
13 3-721
2 E34 1 F3 23 3 9 2 1 a@ I 1800 1 2-75, 8-731 8-7-7 1876 1275 874 8
�89*50'09"E 250-00
—4-
0
91 1 912 913 1911 1,:) 1,5
aqo� 0
0
ice WID- 1 1 17"Wl
z I- -.,TPOB
-4
905 1 qf16 1 'IV
L
— 4_4�,
f
'T
v
CARSON STREET
0
r)
DESCP IF f t CANJ
PORTiDN Or LLT5 9D6 THKC.^� gi!5. TH4CT t4p, 6710
ma 71. ns 79-40, cliy or cAR"-N, cooNry or
1_0$ AmGZL9% STATr Or CALIFORNIA
Ar eQ : 41 , 206 so f, gross
Area .. �33 �tq. 4t. "t- 4 0�;�i tt,e Is C,1584r".-�t
-4-
01018/0101/41345.03
SHc-ET , OF I
n 04lb 7/24/0� SCALEi NOK
I DATE, 7/2vos
DRAfILDo NPC
PSOMAS
Pl�Mai - ClAid IA"C, P)F
1107 Rod "PA�enma -?ID
Cosm wlmcahr�,Ao �2sllii
714/751-7313 0
7316 1 10
1995
County of Los Angeles Ri-k Auerbach, Assessor
1 53---;—,0Gq
CARSON
5)
c 3 c: E
TRACT rqO. 6720
Mrs
,P- �.
-5-
01018/0101/41345.03
ST
....... ...
C*uHTY,0FLiiiWQiCE3,CALIF.
EXHIBIT "B"
LICENSE AGREEMENT
License Agreement with Shell Oil Products US provided in the following pages.
-I-
01018/0101/41345.03
EXHIBIT ((B99
LICENSE AGREEME'l\fT
'IT
TFUS LICENSE AGREETNENT (this License -")is dated as of-March7,200.5.
and is entered into by and between the CITY OF CARSON, a public body, corporate and
11�91%
politic ("Licensor"), and SHELL OIL PRODUCTS TUS ("Licensee"or "She'
RECITALS
W-BEREAS, Licensor is the owner of fee simple title to that certain real
property consisting of approximately two tenths (0.21) acres located in the City of Carson,
County of Los Angeles. State of California, commonly known as 2535 East Carson Street.
Carson, California, and more particularly described in Exhibit "A" attached hereto and
incorporated herein by this reference (the "Premises"); and
WTIEREAS, Licensee owns and o erates the Shell Carson Terminal located at
p
20945 S. Wilmington Avenue, Carson, California (the "Site"), west of the Premises; and
WEEREAS, Licensee has been directed b California Regional Water Qualit-
y y
Control Board — Los Angeles Region (CRWQCB), Cleanup and Abatement Order No. 97-
120, to assess and, as necessary, remediate soil and groundwater impacts originating at the
S ite; and
WHEREAS, in order to perform its obligations under the Cleanup and
Abatement Order and as part of the ongoing investigation and remediation of the Site,
Licensee desires for it and its agerits, employees, representatives and contractors to have
11nobstructed access to the Premises to conduct. the Assessment Work �'as defined bellow)
pursuant to the Cleanup and Abatement Order; and
i
`NBEREAS, Licensor is willing to permit License-, and its agents. Implovels,
I 1� I � I
representatives, consultants, contractors and subcontractors to access +the Premises in order to
allow Licensee to perform its obligations under the Cleanup and Abatement Order, upon the
terms and conditions stated in this License; and
NOW, THEREFORE, in consideration of the foregoing Recitals which are
incorporated herein by this reference and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the Licensor and Licensee agree
as follows:
I . LICENSE. Licensor hereby grants to Licensee and Licensee's
employees, representatives, agents, consultants, contractors and subcontractors a non-
exclusive, temporary license to enter upon the Premises to conduct Lhe work required by the
Cleanup and Abatement Order, including without limitation the following:
(a) with Licensor's written approval as to location, the right of Licensee- to
install. at Licensee's sole cost and expense, groundwateir monitoring
LAA0273397.5
wells in the approximate locations identified on Exhibit "B" attached
hereto and;
(b) on a continuous basis until 1--icensee receives written notice from
CRWQCB that the portion of the assessment for which the temporary
g c
oundwater monitoring wells were installed is complete, the right 0I
Licensee to maintain, sample and monitor, at Licensee�s sole cost and
expense, wells installed on the Premises by Licensee,
(all of -the foregoing constituting the "Assessment 'York'") upon and subject to the terms and
conditions set forth herein.
11). , SOR'S COVENANTS. Licensor covenants and agrees:
LICEN
,a) to ensure that access to any existing and future monitoring and/or
remediation wells on the Premises ;s not and shall not be materially and
substantially inhibited or obstructed, including ensuring that any lessee,
licensee or other party using or occupying the Premises cooperates with
Licensee -in providing access to the Premises as and -when needed by
Licensee, upon seventy-two (72) liours noilce, in its perforrrianco of the
Assessment Work;
"o) that it will not undertake any actions that would materially and
substantially adversely impact Licensee's ability to operate, monitor and
maintain any equipment, wells, or othe.- instailments that may be
necessary to !)erform the Assessment Work drid meet -he -equircments of
the Cleanupand Abaterrieni,_.;rder. unless required ;aw,,
to -�_-irc) ide -his I any, of -he P,crnises ana
v a c, o 1.) y o f 1 2—tc2rise �o, As nants.
f . o 'Ile Pr
to 1;rlsen a orovision m -ach 'ease with dnv enanL ,_,overin,__
�,Vhich requires such tenant and an,,7 of Its subtenants '.o ' e bound )v 1-lize
provisions Ilereof, and
'd) As required by iaw, Licensor -%,vlil provide notice of this License to any
purchaser or assignee of !he Premises.
3. TERM. This License shall terminate upon the earlier of (a) receipt of a
letter or other document from CRWQCB or any successor agency to CRWQCB that
substantively communicates the following: Licensee., acting under the Cleanup and
Abatement Order, has completed any and all investigatory and remedial work required by the
Cleanup and Abatement Order related to soil and subsurface conditions on the Premises and
that CRWQCB concludes +that "no further action," (using that term or substantively similar
language) is necessary at that time under the Cleanup and Abatement Order, or (b) mutual
agreement of Licensor and Licensee.
4. FEE. Licensee shall pay to Licensor a license fee of Two Thousand
and 00/ 100 Dollars ($2,000.00) per year -in advance on or before the first (1 "11 business day of
'-A!40273397.5
each calendar year during the term he.-eol' beginning in January '1005. as adjusted annually
commencing with the second annual license fee payment in accordance with the changes in
r
the Consumer Price Index, All Urban Consumers, Los �Angeies-Anaheim-I;Uverside
T 'Metropolitan Statistical Area (1982-1984=100), from the Consumer Price Index figure for
March 2005, to the most currently available Consumer Price Index figure available '30 days
before the date each annual license fee payment is made. The license fe�e shall be payable in
lawful money of the United States to Licensor at the address stated herein or to such other
persons or at such other places as Licensor may designate in -�,vrifing.
5. PERMITS. Licensee is responsible t1or obtaining all permits, 'licenses,
and any other governmental authorizations required for Licensee's use of the Premises.
1�
6. TiTILITIES. Licensee shall pay all charges for electricity and all other
utility services, if any used in or about the Premises by Licensee or its agents, employees.
representatives, consultants, contractors or subcontractors during -,the term of this License.
7 INDEMNIFICATION.
Effective as of the date of this License first set forth above, Licensee
agrees to indemnify, defend and hold Licensor and its officers, directors, agents, representatives,
Agency Board inembers, employees, tenants and subtenants harmless --,rom and a(yainst all liens
and encumbrance,-, of any nature whatsoever which may arise in the exercise of Licensee's rights
hereunder, and any liability, loss, damage, fine, penalty, claim, cause of action. suit. cost or
"oense (including but not limited to reasonable attorneys' fees) (collectively. "Loss") to the
L
��xtent arising out Of T icensee's perform ance of the Assessment Work, or the presence o, f * t h e
=ni I N
ior ng -, ells and other facilities linstalled by Lic'ellsee. at the Premises
,:,)n or after the date of
,�hls Lic'--i-ISO tirst Set "br-th above or ffom any �,-reach of �his Llcense by Licensee or its aLyents,
'he ?,-,tent causei by iegiigence
�_)r invilee-Q. but in -no ve.,it to T
vii1ful Misconduct of the Licensor. its officers. agents. rind ��mployees. The 'indemnities set -Forth
In dils Sec�,Ion �,` shall survive -1e �ermination of` the Heense granted herein.
3. DAMAGE C_)R LOSS. Excopt to -,he 2xteni provided otherwise in this
License (including but not limited to the indemnity provisions of Section 7 hereof), L1censee. as
a material part of the consideration to Licensor, hereby (a) assumes all risk of damage to its
property or injury to persons arising out of its activities in or upon the Premises, and (b) releases
and relieves Licensor, and waives its.right of recovery against Licensor, for any loss or damage
arising out of or incident to Licensee's performance of the Assessment Work and/or its use of the
Premises, unless any loss or damage in 3a. or 8b. is caused by the sole negligence or willful
misconduct of the Licensor, its officers, agents, and employees.
9. CONDITIONS AND RESTRICTIONS. The use of the Premises is
subject to the following conditions and restrictions:
(a) Licensee shall not aite.- the Premises or any improvements on
,he.L remiseS. excent as expressly permitted pursuant to thi License.
I S T '
3
IJV40273397,5
(b) Licensee shall provide Licensor with reasonable prior written
notice of any Assessment Work or other activity on the Premises to be performed pursuant to
this License. Licensor acknowledges *that representatives of CRWQCB may accompany
Licensee or its renresentatives in performing the Assessment Work.
(c) Licensee shall, at its sole cost and expense, in conjunction with
the portion(s) of the Premises being paved or otherwise developed in the future by Licensor,
install all equipment below grade and install flush mounted covers on all monitoring wells
and patch commensurate with the finish grade, to allow parking and unobstructed access by
vehicular traffic, as well as to allow routine sampling of the groundwater; provided, however,
that Licensor shall not pave over any existing monitoring or other well on the Premises and
shall otherwise comply with its obligations under Section 2 hereof. Licensee shall diligently
pursue such activities to completion but in no event later than thirty (30) days after
Licensor's reasonable request therefor.
(d) Licensee shall, once the Assessment Work is complete and
CRWQCB has concluded that "no further action" (using that term or substantively similar
language) is necessary at that time under the Cleanup and Abatement Order: (i) promptly
remove any surface structure improvements it has placed on the Premises and deliver to
Licensor a map identifying +the locations of known piling and subsurface structures placed on
'he Premises by Licensee, and (ii) further restore those portions of said Premises used by
Licensee as nearly as practicable to the same state and condition they were in prior to
Licensee's erection of any facilities thereon or installation of facilities thereunder.
!�e) Licensee shall at all times perform the Assessment Work and
�._In�� �)thcr �,ICTivities on -,he 'Premises in compfiance ,vith any and all almlicable i,`ederal. state
,r -ocai laws, building or use codes, statutes. ordinances, rules. and regulations.
r ,
(f) License-- shall keep the Premises 11'ree from all lieris, taxes and
assessmenis resulting from or -caused by Licensee's use of Lhe Premises, and Licensee shall
e T
:eImburs �_Ilcensor the sums (including reasonable attorneys' and in-house --ounsel fees and
aid by Licensor ro protect its interest in the Property against any such lien, tax
Court costs) p
or assessment.
(g) Licensee shall keep the Premises clear of all litter and debris
caused by its performance of the Assessment Work. Licensee shall not permit any waste or
damage to be done by Licensee or its agents, employees, representatives, contractors,
subcontractors, construction workers or invitees to the Premises.
10. INSURANCE. Licensee shall maintain in Rill force and effect during
�'he term of this License, at Licensee's sole cost and expense:
(a) Commercial General Liability. A policy of commercial general
liability insurance in terms satisfactory to Licensor, in an amount of no less than Two Million
Dollars ($2,000.000.00) combined sin le limit per occurrence combined single limit bodily
1 9
injury, personal injury, death and property damage, covering any accident or incident arising
LA/40273397.5
in connection with the presence of Licensee or its a2=ts, employees, representatives,
construction workers, guests, invitees or sub-licerisees on the Premises. Such covera2e shall
also contain endorsements: (1) deleting any employee exclusion on personal injury coverage;
(ii) deleting any liquor liability exclusio '. yer-s
n* and (iii' providing for coverage of emplo
automobile non -ownership liability. Coverage shall include. but not be limited to, personal
injury liability, premises and operation, blanket contractual', cross liability, severability of
interest, broad form property damage, and independent contractors.
(b) Workers' Compensation and Employer's Liability. Workers'
compensation insurance in the amoun . t required by the State of California and employer's
liability insurance in the amount of One Million 'Dollars ($1,000,000-00) per accident for
bodily injury or disease.
(c) Automobile.Liabilit . Automobile liability insurance in the amount
of One Million Dollars (S 1,000,000.00) per accident for bodily injury and property damage.
(d) Contractors Pollution Liabilit . Contractors pollution liability
insurance in the amount of Two Million Dollars (S2,000,000.00) per occurrence covering the
Premises.
T '
Licensor shall be named as an additional insured under each insurance policy
required herein. Such insurance shall be primary and noncontributing, and shall not b�e
cancelable or subject to reduction of coverage or other modification without at least thirty
f'.10) days pri tice to Licensor. All insurance policies required under this Section'
lor written no I
shall be obtained from a reputable and financially responsible 'insurance company or
-ompanies Qualified to do business ,,vithin the State aif California and �satisfac'tory �,o
icensor. witha minimum Be.t's insurance Guide atingof A:V11 -or higher. Licensee 'shall
,,;oncurrencly with the execution of this License deliver to Licensor a copy of 2ach Such
insurance policy, or a Certificate of insurance �widencing such coverage. in the event
Licensee"s insurance policy is renewed, replaced or modified, Licensee shall -promptly
furnish Licensor with a copy of such policy, or a -certificate of insurance, as renewed.
replaced or modified.
RULES. Licensor shall have the right to:
a. Establish and enforce reasonable rules concerning the management,
use, and operation of the Premises consistent with this License;
of the Prem' b. Upon reasonable advance written notice to Licensee, close any portion
ISeS to whatever extent required in the reasonable opinion of the Licensor's counsel
to prevent a dedication of any of the Premises or the accrual of any prescriptive rights of any
person or of the public to the Premises, provided that such closures do -not materially and'
adversely affect Licensee's use of the Premises; and
LA/40273397,5
c. Upon reasonable advance -written lotice to License--, close temporarily
any Portion of 'the Premises for maintenance purposes. provided that such cllosureos do not
materiailv and adverse, y affect Licensee's use of [he Premises.
12 - SECURITY MEASURES. Licensee hereby acknowledges that Licensor
is not obligated to provide any security measures, and Licensor shall not be liable for any defects
or negligence in the implementation of any security measures that Licensor may, in fact, provide.
Licensee assumes all responsibility for the protection of any facilities installed at 'the Premises.
vehicles ' or other personal property of Licensee, its agents, employees, representatives',
construction workers or invitees.
13 - -WAIVER. The waiver by either party hereto of any breach of the other
party hereunder, or the failure on the part of a party to enforce any right it may have
hereunder, shall not constitute a waiver of any other'or subsequent, similar, or different
breaches, or a waiver of that party's power to enforce such rights.
T I , ASSIGNMENT AND SUBLETTING.
14 L11ICENSEE'S PROPERTY,
This License is coupled with an interest in TiCense-.,^s property on and under the Premises,
including, without limitation, Licensee's monitoring and remediation wells and related
piping and other equipment. Licensee agrees not �o sublease. assign, sell, transfer,
encumber, pledge fir otherwise hypothecate any part of the License or ��),remise.- or T
3-icensee's
interest herein to any entity (other than an entity controlling, controlled by, or under common
control of Licensee without The prior written consent of Licensor, which consent may be
withheld in Licensor's sole and absolute discretion. Any purported assignment or subiease
I-V T
b. �;icensee of this License �.VlthoUt T icensor"s consent shall be vold ab inftio. in the f_ -vent
That Licensor shall provid-c its prior written consent to an ass'
ignment or .,zublease bv
_;C_-riset�, any assignment t)r subtease ,7hail
cllie"7e L.Cerisee of its. ibagations under
7
15. A77-OF1,FEY'S' Tc
_1 my Dart,, named _,`ierein brings an action �,o
enforce 1.erms hereof or to declare its rights '.1ereunde,r, '-the 1)revailing art,, any 3uch
action� on trial and appeai. shall be --rititled to recover i
As costs and reasonable attorneys-' fees
including those of in-house counsel.
16. NOTICE. All notices, consents. requests. demands, approvals, waivers,
and other communication desired or required to be given hereunder (referred to collectively
as "notices") shall be in writing and signed by the party so giving the notice, and shall be
effectively given or served: (i) on the date of personal service upon the person to whom it is
directed; (ii) on the date of receipt via electronic facsimile transmission, provided service is
confirmed by documentation of a completed transmission of all pages without error; (iii) on
the date the notice is received or rejected provided it is sent U.S. first class registered or
certified mail, postage prepaid, return receipt requested, to the address of the person to whom
it is directed; or (iv) on -L�e date the notice is delivered by a nationally recognized courier
-service to the address of the person to whom it is directed provided it is sent postage paid by
the sender to the address of the person to whom it is directed. The addresses and facsimil'e
numbers of the par -ties are:
I.AJ-10273397.5
To Licensor: CITY OF CARSON
701 East Carson Street
Carson, California 90745
Attn: City Manager
Phone: (310) 830-7600
Fax: (310) 835-5749
With a copy to: Aleshire & Wynder, LLP
18881 Von Karman Avenue, Suite 400
Irvine, California 92612
Attn: David J. Aleshire, Esq.
Phone: (949) 223-1170
Fax: (949) 223-1180
To Licensee: Shell Oil Products US
20945 South Wilmington Avenue
Carson, California 908 10
Attn: Edward Paden
Phone: (310) 316-2075
Fax: (310) 816-2431
With a copy to:
Shell Oil Products US
One Shell Plaza
910 Louisiana Street, Suite OSP 655
Houston, Texas 77002
Attn: Nfichael McEntire
Phone: (71-1) 2241-0553
-v ax: ('17 13 )' 2 -4 1 - 6 926
Either partv may, from time to dme. change As -ddress by giving written
I � 01
notice thereof in the manner outlined above.
17. GOVERNING LAW. This License shall be interpreted, enforced and
governed by the laws of the State of California.
18. AMENDNIENTS. No provisions of this License may be amended or
modified except by an agreement in writing executed by both parties hereto.'
19. SEVERABILITY. In the event that any one or more of the provisions
contained in this License shall for any reason be held by a court of competent jurisdiction to
be invalid, illegal, or unenforceable in any respect, such invalidity, illegality or
unenforceabilitv shall not affect any other provision hereof, and the remainder of the
Tect without impairment.
provisions of ihis License shall continue in full force and eff
'-A/4,',273397.5
20. SOLE AGREENMNINT. This License replaces and supercedes in its
entirety the Prior License Agreement -and constitutes the sole agreement between Licensor
and Licensee with respect to the subject matter hereof.
21. CONSENTS OF PARTIES. Any requirements under this License that
Licensee obtain consents or approvals of Licensor are in addition to and not in lieu of any
requirements of law that Licensee obtain approvals or permits.
22. -NO ADMISSION. Licensee's entry into this License shall not
constitute an admission of any kind for any purpose.
23. HEADINGS. The section headings used herein are for convenience
only and shall not affect the interpretation of any provision hereof.
24. COUNTERPARTS. This License may be executed simultaneously in
one or more counterparts, each of which shall be deemed an original, but all of which together
shall constitute one and the same instrument. For purposes of this License, facsimile signatures
shall be deemed to be original signatures, and shall be followed by the immediate overnight
dellivery of original signature pages.
[Signatures appear on the nextpage.-I
LN40273397.5
IN WITNESS WHEREOF, each of the parties has caused its authorized
representative to execute duplicate original counterparts of this License as of the date first set
forth above. .
ATTEST-
Cilty Clerk
APPROVED AS TO FORM:
ALESHIRE & WYNDER, LLP
W�illiam W7n
I -A/402 73397.5
LICENSOR:
CITY OF CARSON
Mayor
LIC Z NSEE:
SHELL OIL PRODUCTS US
Bv:
1 �.
Name: EcIlwe4 yc4 JD
,a j e r,
Title: ffinvironoien4-,tj C-n,3(nee3,
By:
Name
Title:
Exhibit "A"
Legal Description of the Prouertv
THE FOLLOWING DESCRIBED REAL PROPERTY IN THE COUNTY OF LOS
ANGELES, STATE OF CALIFORNIA:
Exhibit "B"
Site Plan of the Premises
(with Licensee Well Locations)
- 10-
I -A/40273397.5
3
4
5
6
7
8
9
10
i I
12
1 ')
16
7
i Q !i
20
23
-2 4
n r�
4-
2 6
27
-1
,8
PS OMAS
LEGAL DESCRIPTION
EXHIBIT "A"
All of Lots 899 through 913 of Tract No. 6720 as shown on the map filed in Book 71,
Pages 79 and 80 of Maps in the City of Carson, County of Los Angeles, State of
California, exceptilig therefrom those portions Iving southerly of the following described -
line:
Commencing at the southeast comer of said Lot 913; thence along the eastedy line of
s 'd Lot 913 North 0104'5 1 " East 20.21 feet to the True Point of BeOinning; thence
al Z�
leavina said easterly line North 71'48'33" West 106.94 feet to the beginning of a curve
concave southwesterly having a radius of 1038.00 feet; thence northwesterly and westerly
along said curve 285.38 feet through a central angle of 15'45'08" to the westerly line of
said Lot 899, -mad the terminus of the herein described line.
'd -,oarcel contains 11-3, 3 11 square feel 0.3- 17 acres, more or less.
`3" attached hereto anci made a part �ereof.
-.hl's ",egal description i's not, ntended to be used in the conveyance of land inviolation of
The Subdivision Map Act of the State of California.
Prepared under my supervision.
Peter J. Fitzpa(rick PLS 67 77
Expires: 9/310/06
Date
��L LA
L 2-
N 6777
Ln\Exp.
C A�
!M:",2BR00402\survev\iecrals\\exhibit afi.doc
Page I of I
Last printec 2.117,2005 2:22 PM
--------------------------------------------------------------------------------------------------------------------------------
EXHIBIT B
WASHINGTON
CD STREET
----------
c 7 j\1 67
890 889 888 887 886 885
1 884 1 883 882 8si 880 879
I 1 878 877 876'1 1 875 1874 171 872 1 871 8701869
NI 7* 18' oi 11E I 1 1 1
4. 96' 9 11E � I i i
1 1 S89*53'2 380. ' 3
luj
R��1038.iool Sd F T
L ,, 8,5
..38,
909 191,c 91 1 9
12 913
900 901 905 L9 0, 7
902 jqo3 904 008 1 TP08 0 9151916 �9171918 919�1 920 921
899 /V? 706
17 V)
NO' 04
57 E
2 1
t
N8 91 n 7
E 7
<
I LLJ
< >
Cc <
�WL L A
No. 6777
tp-
DESCRIPTION.-
PORTION OF LOTS a99 THROUGH 913. TRACT NO. 627C, S H E T
I MB 71 GS 79-80 C17Y OF CARSON, COUNTY OF OF
LOS A�GELES, STA�E OF CALIFORNIA.
ISCALE: NONE
�;P S 0 M ORAF:ED, LCY
31117 R,d Hill A-... CHECKED; PJF
Costa mes' 4�ulifor g7626
7141 7 JOB
ox) NUMBER 2BROO402
--------------------------------------------------------
-----------------------------------------------------
EXHIBIT 13
PROPOSED WELL LOCATION(S)
RECORDING REQUESTED BY AND
VMEN RECORDED MAIL TO:
Channel Point Corporation
2561 Carson Street
Carson, California 908 10
Attn: Nick Liadis
MAIL TAX STATEMENTS TO
Channel Point Corporation
2561 Carson Street
Carson, California 908 10
Attn: Principal
EXHIBIT "C"
GRANT DEED
DOCUMENTARY TRANSFER TAX
... Computed on the consideration or value of property
conveyed; OR
... Computed on the consideration or value less liens or
encumbrances remaining at times of sale.
Signature of Declarant or Agent determining tax -
Firm Name
GRANT DEED
Order No.
Escrow No.
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, The CITY
OF CARSON, a municipal corporation and charter city under the laws of the State of California, hereby
grants to CHANNEL POINT CORPORATION, a California corporation, the real property in the City of
Carson, County of Los Angeles, State of California, described in Exhibit "I" attached hereto and
incorporated herein by reference (the "Property"). The Property conveyed hereby is subject to (1) non -
delinquent general and special real property taxes and assessments; (ii) a use restriction limited solely to
parking which shall apply unless released by the City of Carson upon receipt of additional consideration
in the amount of Ninety Thousand, two Hundred and Nine Dollars ($90,209); and (i1ii) matters of record
already on title, including, but not limited to, the License Agreement dated March 7, 2005 with Shell Oil
Products US and the easement retained by the City of Carson for access to their remaining parcels.
Dated: 52005
Helen S. Kawagoe, City Cttl`—
01018/0101/41345.03
ZCITY 0 CAR
erome s, ity Manage
49&;�
-2-
STATE OF CALIFORNIA
) ss.
COUNTY OF LOS ANGELES
0117 /J Vft4bn & , before me, j3e4jv)jq T fvzs— -, Notary Public,
personally appeared G,300mc's personally known to me
to be the person
,(sl whose nameK ishare-
subscribed to the within instrument and acknowledged to me that he/ade/thoy executed the same
in his/4en4hei-r authorized capacity(ies), and that by his/hm*huft signature
the personf-� or the entity upon behalf of which the person�A acted, execute 0 on the instrument
Y" Y-) d the instrument.
Witness my hand and official seal.
DOM
Notary Public
[SEAL]
-3-
01018/0101/41345.03
low$ mu".'lik
EXHIBIT "I" TO GRANT DEED
LEGAL DESCRIPTION OF LAND
The Land is that certain real property located in the City of Carson, County of Los Angeles, State
of California, described as follows:
-I-
01018/0101/41345.03
1
2
3
4
5
6
7
8
LF�GAL DWRIPTION
E=JaIT "A"
Those poitions of Lots 906 through 915 of Tract No 6720 as shown on the map filed in
Book 7 1, Pages 79 and 80 of Maps in the City of Car son. County of Los Angeles, State
of California, lying northerly of tile following dMTjbed line. -
0
9 Commencing at the southeast coiner of said Lot 915; thence, along the easterly line of
10 said Lot North 00' 1 V1 7" West 6 59 feet to the beginning of a non -tangent curve,
concave noitheily, having a radius of 462,00 feet, a tadial line to said beginning bears
12 South 11"4616" West. said beginning also being the TRUE POINT OF BEGM-N)ING
13 thence leaving said easterly line and westerly along said cuivc 20.67 feet through a
14 central angle of 02'33'47", thence North W28*26" West 110 19 feet to the beginning of
15
a curve concave southwesterly having a radius of 980 00 f'ed; thence northwesterly along
16 said ciuve 137 14 feet through a central angle of 8'01'0.5 to the westerly line of said LA)t
17 906 and thC teTminus of the herein dcsciibed line
19 .1 Said parcel c4ontains 13,208 square feet, more Or JW% S
20
21 ill Reserving therefrom a IS foot wide ea-Atment tot majnten,,jwt and aems purposes, J�jng
22 15 feet northerly and parallel with the bne herein described above
23
24 See ahibit "B" attached hereto and rnadc a patt hereof
25
26 "is legal desciiption is not intended to be used in the conveyance of land in violation of
27 the Subdivision Map Act of the State of California
28
P9
30
31
M:UCARI 10702Uurve)�kpk\2CARJ 10702 doc
LaM Pdowd 71M2,005 1: 1 it F%t
-2-
01018/0101/41345.03
Page I of 2
PSOMAS
I Plepared undet my supeivision
4 :
3
4 Petei I Fitzpatrick PUS 6777 Date
5 Expiies: 9/30/06
6
7
8
9
10 4
01018/0101/41345.03
� F ).r,
No 71�76
EXHIBIT O'B'D
WASHINGTON STREET
TO SCALE
T R A 2 0 V I
1,325 1234 1 a23 18.12 1 ga I 9�3D 375 2-7a 187-7 a76 1276
8-J3 18-72
N89 -56'09-E' 250.00!
-4
4Ve.
91
(0) 913 19 1-4 1 c) 15 1 9 1-71918 1
0. 00
IJ -1 0
wo - I I 17 wl
1 z �0 9 o a 9091 910t �,TP 'OB 0 1/1 6.59' 1
1 ow
�0
CARSON STREETI
P
—r —
ul)
ry
if
u)
DE'Ki? IF 7�:DN I
PORTIM Or LC;TS SD6 415. TRACT "p, QIC�
kin '10", 79 - Arl �r' ITY or cawsm MONTY OFF
LOS CLE VrA OF CALIFORNOA
Area : 03 * 206,r.Q To. qrof,-1
Ar�a q 333 cl - f f. nb, d!� �i t re 15 60-e0w.,
me
01018/0101/41345.03
R;�VfSION 0,
0 000EW 7/24/05
1 DATF. 7/28,105
PSOMAS
p5cmal - C"ta 'A"o
-5187 Red "&A—.ue -2-T)
rm.a masm cwil'u-io 92fin
Ml '�?C41411-,�702\
SHEET � OF I
SCALE, NONE
DRAF7LD. NPC
Cli-E-C K Mi P JF
JOB
NLAWDER 2CAR I 10 702
7316 10
Z51- 50,
199.5
County of Los Angeles. Ri-k Auerbach, Assessor
�069
WASHINGTON
CARSON
ST
COOE
TRACT rqO. 6720
01018/0101/41345-03
cotar—T
EXHIBIT "C"
NON -FOREIGN AFFIDAVIT
Section 1445 of the Internal Revenue Code provides that a transferee of a U.S. real
property interest must withhold tax if the transferor is a foreign person. To inform the transferee
that withholding of tax is not required upon disposition of a U.S. real property interest by the
City of Carson ("Transferors"), the undersigned hereby certifies the following on behalf of
Transferors:
I . Transferors are not a foreign corporation, foreign partnership, foreign trust or
foreign estate (as those terms are defined in the Internal Revenue Code and Income Tax
Regulations);
2.
Transferors' U.S. employer identification or social security numbers are
- and
3. Transferors' office address is
The undersigned understands that this certification may be disclosed to the Internal
Revenue Service by the transferee and that any false statement contained herein could be
punished by fine, imprisonment, or both.
Under penalties of perjury, we declare that we have examined this certification and to the
best of our knowledge and belief, it is true, corTect, and complete, and we further declare that we
have authority to sign this document on behalf of Transferors.
Dated: 2005 [TRANSFEROR] CITY OF CARSON
"Transferors"
Address of Property for Sale:
See legal description attached as Exhibit "A"
01018/0101/41345-03
EXHIBIT "A" TO NON -FOREIGN AFFIDAVIT
LEGAL DESCRIPTION OF LAND
The Land is that certain real property located in the City of Carson, County of Los Angeles, State
of California, described as follows:
2
01018/0101/41345.03
1
2 LEGAL DE$CRIPT]QN
3 fAMIT "A"
4
5 Those pottions of Lots 906 through 915 of Tract No 6720 as shown on the map filcd in
6 Book 7 1, Pages 79 and 80 of Maps in the City of Cai son, County of Los Angeles, State
7 of Califoinia, ly�ing noitheily of the following Licsciibed line:
8
9 1 Commencing at the southeast coiner of said Lot 915, thence along the easterly line of'
10 said Lot North 00" 1 VI 7" West 6 59 feet to the beginning of a non-langent curve,
concave noitheily, having a tadius of 462,00 feet, a iadial line to said beginning bears
12 inning also being the TRUE POINT QF BEGLL4�VN
South 1 V46'1 6" West, said beg
13 thence leaving said easterly line and westerly along said cuive 20-67 feet through a
14 cenualangle of 02"33'47", thence North 66c,28'26" West I tO 19 feet to the beginning of
15 a curve concave southwesterly having a radius of 980 00 lbet; thence northwesterly along
,16 said ewye 137 14 feet through a central angle of 8'01'05 to the westerly line of said Lot
17 1,906 and the terminus of the herein dcsciibed line
19 Said paicel contains 13,208 square teet, more or less -
20
21 Reserving therefrom a 15 foot wide emwent tot mainterana and aems purpws, lying
22 ;j 15 feet northerly and pariallel with the line herein described above,
23
24 ' See Exhibit "B" attached hereto and inade a part hereof
26 This legal de-sciiption is not intended to be uscd in the conveyance of land in violation of
27 the Subdivision Map Act of the State of California
29
29
30
31
NIA2CAR I 10702nIUrvCY\lCgalsQCAR 110702 doc
Lan v6sted 712&M5 I? 19 PM Nge I of 2
3
01018/0101/41345.03
PSOMAS
I PI-cpared undet my supetvision
3
4 Petel I FitzpatTick PUS 6777 Date
5 Expires: 9/3tV06
6
7
9
10
01018/0101/41345.03
EXHIBIT RIB"
WASHINGTON STREET
I -1-1--l-t. NOT TO SCALE
T----,- T
............. 7- J
ID
1 Z325 18241823 3,92 1 aalla@D�' -97 5 1 4 313 1 a72
2721 971 1876 1@75 J
N695 09"E 2501-00
4-
4V8.
co
7- .0,5 1911 9 12 913 191-1 1915
I t 10 r- 0 9171918 1
-�l 00,
0 go
INO- I Vl 7 -WI
z r C4-071 gc),3 9D9 f) 6.59
1 9 0 5 f cl 6
CARSON STREET. -
p
N89"47'19"E
f7v (DO z W it U)
tn
D 5-T TT—
r Cl? 7 r ON,
S H
PORTIDN Or UOTS 1§06 THPCUL,� 915. yAACT #4p, 62;0 SHEET OF I
MR 7 1 ,Dcs 7q -An. CITY or caksoii, couvy or RFVISION
LOS I ZL�iS, S7ATr Or CALIFORNIA 11 tIATEv 7/24/os NON4
DATF, 7/2&/05
DRArILDI NPC
Ared 206 sq fi, P SO M A S
Ar�a III A0 'i cs,� tr,,g 15 psamos - costa u4sr, K CO. p -IF
103 Red
co�� 0 "03� Cwifv� 92F,76
?CAP
?,D2
MI \ 2C AQ I I V02\SURVE ".DES 11,14% X�8 I T DC;N
5
01018/0101/41345.03
County of LosAngeles, Ri-kALierbach, Assessor
7316
10
"WIZ
SCAU A
1995
Mr,"Y
'-9
WASH INGTON ST
� 1 �
CODE
01018/0101/41345.03
7191
p 892
ago,
889
see
7
alla
885
14
884 1. a5z
aal Ga a79 77 a78 875 874
873
93
894
—0 "21
—!q ago
goo
1
902
903
904
906 907 9oa
oll gio oil
.0
CAR50N ST
R.)
TRACT NO. 6720
coolin, iF Lilf AkECES, CALIF.
city of Carson
Report to Mayor and City Council
October 4, 2005
New Business Consent
SUBJECT: CONSIDERATION OF PURCHASE AND SALE AGREEMENT BETWEEN THE
CITY OF CARSON AND CHANNEL POINT CORPORATION FOR THE SALE OF
CITY -OWNED REMNANT PARCELS LOCATED AT 2535, 2541, 2547 AND 2549
EAST CARSON STREET
Submitted by Ronald E. Winkler
Economic Development General
SUNMARY
by Jerome
In January of 1982, the City of Carson purchased several properties on East
Carson Street to facilitate the construction of the Alameda Corridor overpass.
Channel Point Corporation, the owner of the adjacent property, has submitted a
$90,209 offer to purchase the city -owned properties commonly known as 2535,
2541, 2547 and 2549 East Carson Street. The reasonableness of that offer has
been confirmed by an independent appraisal. The properties will be deed
restricted for parking use only and will include a fifteen foot access easement to
allow for maintenance of the remaining city property. This transaction is
permitted under California Government Code Section 37350.
RECOMMENDATION
TAKE the following actions:
1. APPROVE the sale of the properties.
2. AUTHORIZE the Mayor to execute the Purchase and Sale Agreement and
related documents between the city and Channel Point Corporation for the
disposition of city -owned reninant property, following approval as to form by
the City Attorney.
ALTERNATIVES
1. Do not approve the sale of the properties.
2. Take whatever action the Council deems necessary.
IV. BACKGROUND
The properties located at 2535, 2541, 2547 and 2549 East Carson Street were
purchased along with other adjoining properties to facilitate the construction of
the Alameda Corridor overpass along East Carson Street. As the Alameda
Corridor overpass is now complete, there is no benefit to the city for continued
ownership of these properties. The properties were appraised under two
I Ile
City of Carson Report to Mayor and City Council
October 4, 2005
scenarios that included restricting the property for parking use only, and an
unrestricted use that allows for some minimal level of development. Under the
restricted scenario, the properties are valued at $90,209. Under the unrestricted
scenario, the properties are valued at $180,418. Channel Point Corporation, the
adjacent property owner, has elected to purchase the properties under the
restricted scenario and has submitted an offer to purchase the properties for
$90,209. The sale will allow them to provide the additional parking they need to
conduct their business. - The sale will require the properties to be deed restricted
for parking use only and that a fifteen foot access easement is provided on the
southern boundary of the properties in order to maintain access to the remaining
city property located west of the subject properties. The sale of these properties
by the city to a private entity is authorized by Government Code Section 37350,
which provides that "a city may purchase, lease, receive, hold, and enjoy real
and personal property, and control and dispose of it for the common benefit. "
V. FISCAL IMPACT
Land Sale proceeds will be received in the amount of $90,209 and will benefit
the General Fund.
V1. EXHIBITS
None
Prepared by: Jose Amador, Consultant
sf:Rev061902
n : A 1,
.1 L
City Clerk
City Treasurer
Administrative Services
Development Services
tconoffiic Development Services
Public Services
Date
Action taken by City Council
Action
ON