Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My Public Portal
About
A2002-01-24LRA_sp
. •;. ., .. .i~.~aVw,.u.e. ... ,~a...:.. Yltl ~~~ LYNWOOD REDEVELOPMENT AGENCY 11330 BULLIS ROAD Plul H. Richards II, CHAIRMAN RIC81'(IO SlfICI1EZ, VICE CHAIRMAN 1Nu~$ By~fl, MEMBER A~mind0 REl, MEMBER AI'tuFO RCyC3, MEMBER LYNWOOD, CALIFORNIA 90262.3845 (310) 603-0220 This Agenda contains a brief general description of each item to be considered. Copies of the Staff reports or other written documentation relating to each item of business referred to on the Agenda are on file in the office of the City Clerk and are available for public inspection. A person who has a question concerning any of the agenda items may call the City Manager at (310) 603-0220, ext. 200 CITY 01` lYNW00[j CITY CLERKS OFFICE ~ JAAI 2.3 20G2 ~ 7181911011111211123141516 JANUARY 24, 2002 ~~~`~~`1~~ SPECIAL MEETING ,,~ ~.z~~ ~ , 6:30 P.M. ~~~~LYNWOOD CITY HALL, 11330 BULLIES ROAD ~~ ARTURO REYES CHAIRMAN FERNANDO PEDROZA VICE CHAIRMAN RAMON RODRIGUEZ MEMBER EXECUTIVE DIRECTOR FAUSTIN GONZALES OPENING CEREMONIES: A. Call Meeting to Order. LOUIS BYRD MEMBER PAUL H. RICHARDS, II MEMBER AGENCY COUNSEL MICHAEL MONTGOMERY B. Roll Call (REYES-PEDROZA-BYRD-RODRIGUEZ-RICHARDS) C. Certification of Agenda Posting by Secretary. AGENDA LYNWOOD REDEVELOPMENT AGENCY PUBLIC ORAL COMMUNICATIONS (REGARDING AGENDA ITEMS ONLY) PUBLIC ORAL COMMUNICATION ITEMS FOR CONSIDERATION PUBLIC HEARING JOINT PUBLIC HEARING FOR CONSIDERATION OF A PROPOSED AMENDED AND RESTATED DISPOSITION AND DEVELOPMENT ("DDA") BETWEEN THE AGENCY AND URBAN, LLC. Pur ose: To conduct a joint Public Hearing between the Lynwood City Council (the "City") and the Lynwood Redevelopment Agency (the "Agency") on a request to consider approval of an Amended and Restated DDA by and between the Agency and Urban, LLC., for the proposed development of a retail shopping center located on the west side of Long Beach Boulevard between Pluma Avenue and Martin Luther King Jr. Boulevard. Recommendation: Staff respectfully requests that after consideration that the Agency and City adopt and approve the following resolutions: A RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY APPROVING AN AMENDED AND RESTATED DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE AGENCY AND URBAN, LLC FOR THE DEVELOPMENT OF A RETAIL CENTER AT THE NORTHWEST CORNER OF PLUMA AND LONG BEACH BOULEVARD. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD APPROVING AN AMENDED AND RESTATED DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE AGENCY AND URBAN, LLC FOR THE DEVELOPMENT OF A RETAIL CENTER AT THE NORTHWEST CORNER OF PLUMA AND LONG BEACH BOULEVARD. REGULAR ITEM 2. DEVELOPMENT CONCEPT REVIEW. Comments: To have the Agency consider a request submitted by Whited & Associates to review a new proposal (Development Concept) for the redevelopment of the northeast corner of Imperial Highway and Alameda Street. Recommendation: Staff respectfully requests that the Agency direct staff accordingly. 3. REVIEW OF PROPOSALS FOR AN AGENCY OWNED PROPERTY AT 11116 WRIGHT ROAD, LYNWOOD. Comments: To allow the Agency Board the opportunity to review two unsolicited proposals for the Agency owned, industrial, property at 11116 Wright Road. Recommendation: Staff respectfully requests that after review the two proposal that the Agency direct staff accordingly. INFORMATION ITEM NONE CLOSED SESSION 4. WITH RESPECT TO EVERY ITEM OF BUSINESS TO BE DISCUSSED IN CLOSED SESSION PURSUANT TO SECTION 54956.8: CONFERENCE WITH REAL PROPERTY NEGOTIATORS Property: i 0831 Long Beach Boulevard Agency Negotiator: Agency members, Staff, Agency Counsel Negotiating parties: Agency and Urban LLC Under negotiation: Price and terms ADJOURNMENT Motion to adjourn to a Regular Meeting of the Lynwood Redevelopment Agency to be held February 5, 2002 at 6:00 p.m. in the Council Chambers of City Hall, 11330 Bullis Road, Lynwood California ,~, .-. DATE: JANUARY 24, 2002 TO: HONORABLE CHAIRMAN AND MEMBERS OF THE AGENCY HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FRAM: Faustin Gonzales, Executive Director '~(~ By: Louis Morales, Community Development SUBJECT: JOINT PUBLIC HEARING FOR CONSIDERATION OF A PROPOSED AMENDED AND RESTATED DISPOSITION AND DEVELOPMENT AGREEMENT ("ARDDA") BETWEEN THE AGENCY AND URBAN, LLC. Pur ose: To conduct a joint public hearing between the Lynwood City Council (the "City") and the Lynwood Redevelopment Agency (the "Agency") on a request to consider approval of an ARDDA by and between the Agency and Urban, LLC., for the proposed development of a retail shopping center located on the west side of Long Beach Boulevard between Pluma Avenue Martin Luther King Jr. Boulevard. Facts: 1. The original DDA and environmental findings was approved at a joint public hearing on November 12, 2001. 2. The Developer determined that he could not fulfill the terms under the original DDA requiring some renegotiations. 3. .The proposed development under the DDA and the ARDDA will remain the same and is consistent with the redevelopment goals of the Agency and Redevelopment Project Area "A'. 4. A draft ARDDA has been prepared and is attached for Agency and City review and consideration. Disposition and Development Summa: The purpose of the proposed ARDDA is to effectuate the Redevelopment Plan for the Redevelopment Project Area "A". The Site is comprised fifteen (15) parcels under eleven owners and is approximately 210,455 sq. ft. or 4.8 acres (see attached map). The Agency currently owns one parcel on the site located at 10831 Long Beach Boulevard. The Site is currently developed with several auto repair related uses, a motel, four single-family units, a duplex, and vacant land. The proposed project will require demolition of all existing improvements maintained on the site to accommodate the project. The proposed project will consist of a 20,950 sq. ft. Smart & Final, a 18,000 sq. ft. 99 Cents Only Store, a 15,000 sq. ft. Factory 2 U store, a 8,000 sq. ft. Kragen Auto Parts store, and additional retail stores, and related parking for a total building area of approximately 75,250 sq. ft. The project has a shortfall or gap of approximately $3,681,000. The Agency assistance or cost will be $1,000,000 (cash) plus the Agency owned property located at 10831 Long Beach Blvd. which has a value of $481,000 for total Agency consideration of $1,481,000. Under the ARDDA the Agency reduced its cost by~$100,000, which will now be picked up by the Developer. The Developer AGENDA ITEM costs shall be up to $2,200,000 and will in the form of a loan to the Agency. The Agency will pay back the loan from the proceeds of the project. The Developer shall advance the funds to the Agency and the Agency will be responsible to assemble the site (See Section 200 of DDA). The Agency contribution will come from the Bond proceeds. Recommendation: Staff respectfully requests that after consideration that the Agency and City adopt and approve the following resolutions: A RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY APPROVING AN AMENDED AND RESTATED DISPOSITOIN AND DEVELOPMENT AGREEMENT BETWEEN THE AGENCY AND URBAN, LLC FOR THE DEVELOPMENT OF A RETAIL CENTER AT THE NORTHWEST CORNER OF PLUMA AND LONG BEACH BOULEVARD. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD APPROVING AN AMENDED AND RESTATED DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE AGENCY AND URBAN, LLC FOR THE DEVELOPMENT OF A RETAIL CENTER AT THE NORTHWEST CORNER OF PLUMA AND LONG BEACH BOULEVARD. Lt~NG BEACH BLVD./PLU MA M&A Gabaee REDE~IELOPMENT PROJECT - V 10821 Long Beach Blvd. ~ $ ~' - -. (Ownership and Project Boundary Map) ~ s ~ r R'''. • ~~ w.~ "I Q - 0 3 -~ ~ Solanki Pro ~ ~ ' ~ ~ pertY ~ ~ /~ ~ ~ 10~ ong Beach Blvd. . . ~. o G~ /2 ° ,~ Lynwood 6~ ~9 Redevelopment Agency + ~~ d ® .6 46'30'70 h ®~ ... • PAN I o 6~' 3 os~Aa T°wEa --- G ~~" 'p9•~ 4~ ~I~lo ° ~ 5'45 A 0~ o a °' ~ • ' °' 1S3 a 13.38 ~ O '~ par. ~ n i L ~ 63•x' 2=~' 9~ s3 19.2 3/ ~ "~ ._ ~ g4•g7 ~ 8 ~d 9,1 I ~ ~ 43 ^ ~ Z ~ 0 0 0 ~D i3 ~ c atd ~ g9~ci ~ 1 ~n ~® ~ ti p Y ry h® ~l 2~ ail ~ 42 3 ~ Por, .-~ o' ni ~,,3 0 2~j5p: 4J ~ Pow I ~ © y ~ ~?0 ®~ ~ aDuran Property Aparicio Property Antonio Moreno h ~ .10725 & 10729 10733 8~ 10749 10801 & 10801 B ` - `y no.~7 60690' Z /00 ~ 24 ZS ~ N N a N N a /GY.7/ 4 42 '49.0/ 77.O,S S~.a4 50 S7 N6:/0f.} ~ ® h .• N /59.72 7x90 ~ ~ N a . ~ H ~ ~ b huh ~ i W °~ °~ a~~ ~b ~I~ ~ _~. o ~ 0 `I` I` tiia . z~ ...1 4 5 6 0 8 0 e 0 io ii O I I I. Q u ~- ~z ~ - ,¢ O ~6 ~~ ~e I I 0 ~ ~~: I~ ~~ ~r ~- 9 10 II 12 13 14 15 l6 17 18 19 20.21 ~ 0 ,J a a~ 0 2223242526272829 0313 3~ 435 6073 °' j ~ 0 ~ ~ ~ ~~ Z ioo ~ I I i /J ~01•Q ~' a r N N a w e ~~ ,,•• Q. ~- ~ d N N N N N N N • N V~ ~~ ~ a~ N N N N N. N N \Ilh ~I~ ti~u 3~f1 N. 6 .Q ~ a a r ~ 2S a • 25 .(S J . ~,., Q BARLOW ~9 4 ~ e~~~h LAtiC~PACHBD~Afi'dl®E18YA770,N L~ ~ `~ N ~~ •ry If1C 1 ~1 WSJ ~, ~~ 0 a ~ ' ' b1 .'~' n~~'' , ~-•~ • ~• ' ~ : T~'TAI. BUILDING AREA .- ~" ~ ~ •J ReOUIREO PARKING: • ~o~: •=-'~•~~ ~ PROVIDED PARKING: I~ ~~ ~ ~iV~ ' STANDARD PARKING: b BQ~ I COMPACT PARKING: ~p,G~ ~ N.C. PARKING: ON{j B i01'A~ PPOVIDEti: L ' _. 75, 25a 301 270 6 7 283 rp'~ ui(1 4A Eg1lq Yi - SF sPACes i SPACES SPACES SPACES SPACES C f L i C J c R U 33433 SUMMARY REPORT PURSUANT TO SECTION 33433 OF THE CALIFORNIA HEALTH AND SAFETY CODE FOR THE SALE OF REAL PROPERTY TO URBAN, LLC., A CALIFORNIA LIMITED LIABILITY COMPANY. LYNWOOD, CALIFORNIA The Lynwood Redevelopment Agency (Agency) proposes to sell for redevelopment purposes certain real property in the Lynwood Redevelopment Project Area A (the "Site"), pursuant to the California Community Redevelopment Law. The Site is partially owned by the Agency and is generally bounded by Martin Luther King on the north, Pluma Avenue on the south, Long Beach Boulevard on the east. The Agency property located at 10831 Long Beach Boulevard is proposed to be sold pursuant to a Disposition and Development Agreement (the "Agreement") with Urban, LLC.,(the "Developer"). I. PUBLIC COSTS The proposed Agreement calls for the Agency to dispose of the Site, subject to certain terms contained in the proposed Agreement. The Agency's costs to implement the proposed Agreement include the cost of the acquisition of the land and improvements and contribution of Tax Bond proceeds. Agency subsidy and assistance will be utilized for the development of the Site as proposed in the Agreement. The estimated cost of the Site to the Agency is: Real Property Acquisition $1,000,000 Agency owned land $ 481,000 TOTAL $1,481,000 H:WORD/REDEVELP/LMORALES/URBANDDA33433 RESOLUTION NO. A RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY APPROVING THE PROPOSED AMENDED AND RESTATED DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN THE LYNWOOD REDEVELOPMENT AGENCY AND URBAN, LLC., A CALIFORNIA LIMITED LIABILITY COMPANY WHEREAS, the Redevelopment Plan for Lynwood Project Area "A" ("Redevelopment Plan"), was duly approved and adopted on July 3, 1973 by Ordinance No. 945 and subsequently amended on December 27, 1973 by Ordinance No. 960, on August 19, 1975 by Ordinance No. 990, on June 1, 1976 by Ordinance No. 1000, on December 7, 1976 by Ordinance No. 1010, on December 16, 1980 by Ordinance No. 1111, on July 19, 1988 by Ordinance No. 88-1308, and on March 20, 2001 by Ordinance No. 1504; and WHEREAS, the Lynwood Redevelopment Agency ("Agency"} is engaged in activities necessary to execute and implement the Redevelopment Plan for Redevelopment Project Area "A" ("Redevelopment Project") in the City of Lynwood and in order to do so the Agency proposes to enter into a Amended and Restated Disposition and Development Agreement ("ARDDA") with Urban, LLC ("Developer"), which provides for the development of a retail center on developer and Agency-owned property; and WHEREAS, the Agency desires to consider the disposition of the Agency property in connection with the development of the Site by the Developer; and WHEREAS, the proposed ARDDA contains all the provisions, terms, conditions and obligations required by state and local law; and WHEREAS, the Developer possesses the qualifications and parcels necessary to insure development of the Site proposed in accordance with the purposes and objectives of the Redevelopment Plan; and WHEREAS, the Agency and City Council of the City of Lynwood have held a duly noticed joint public hearing on the proposed ARDDA and related agreements; WHEREAS, the Agency and the City Council have duly considered the proposed ARDDA and believe that development pursuant thereto is in the best interest of the City of Lynwood and in furtherance of the goals and objectives of the Lynwood Redevelopment Agency to reduce blight in the Project Area; NOW, THEREFORE, IT IS RESOLVED by the City Council of the City of Lynwood and the Lynwood Redevelopment Agency as follows: Section 1. The Agency and City Council hereby find and determine that the development of the Site pursuant to the ARDDA is in the best interest of the City of Lynwood and the health; safety, morals and welfare of its residents, and in accord with the public purposes and provisions of applicable State and local law. Section 2. The Agency and City Council hereby find and determine that the development of the Site pursuant to the proposed ARDDA is necessary to effectuate the purpose of the Redevelopment Plan for the Redevelopment Project. Section 3. The Agency and the City Council hereby find and determine that the development of the Site pursuant to the proposed ARDDA will be consistent with the development permitted at that location by Lynwood's Zoning Ordinance. H:WORD/REDEVELP/LMORALES/URBANARDDALRARESO Section 4. The Agency has held a joint public hearing with the City Council and has received, heard and considered all oral and written objections to the proposed ARDDA and to the actions connected therewith, and hereby overrules all such oral and written objections. Section 5. The Executive Director of the Agency is hereby authorized to execute the ARDDA. Section 6. The Executive Director of the Agency, or his designee, is hereby authorized, on behalf of the Agency and the City, to sign all documents necessary and appropriate to carry out and implement the ARDDA, and to administer and implement the Agency's obligations, responsibilities and duties to be performed under the ARDDA. APPROVED AND ADOPTED this 24T" day of January 24, 2002. ATTEST: Andrea L. Hooper, Secretary APPROVED AS TO FORM: Mike Montgomery Agency Counsel ARTURO REYES, CHAIRMAN Faustin Gonzales, Executive Director APPROVED AS TO CONTENT: Louis Morales, Deputy Director Community Development (Redevelopment) H:WORD/REDEVELP/LMORALES/URBANARDDALRARESO RESOLUTION NO. A RESOLUTION OF CITY COUNCIL OF THE CITY OF LYNWOOD APPROVING THE PROPOSED AMENDED AND RESTATED DISPOSITION DEVELOPMENT AGREEMENT BY AND BETWEEN THE LYNWOOD REDEVELOPMENT AGENCY AND URBAN, LLC., A CALIFORNIA LIMITED LIABILITY COMPANY WHEREAS, the Redevelopment Plan for Lynwood Project Area "A" ("Redevelopment Plan"), was duly approved and adopted on July 3, 1973 by Ordinance No. 945 and subsequently amended on December 27, 1973 by Ordinance No. 960, on August 19, 1975 by Ordinance No. 990, on June 1, 1976 by Ordinance No. 1000, on December 7, 1976 by Ordinance No. 1010, on December 16, 1980 by Ordinance No. 1111, July 19, 1988 by Ordinance No. 88-1308, and on March 20, 2001 by Ordinance No. 1504; and WHEREAS, the Lynwood Redevelopment Agency ("Agency") is engaged in activities necessary to execute and implement the Redevelopment Plan .for Redevelopment Project Area "A" ("Redevelopment Project") in the City of Lynwood and in order to do so the Agency proposes to enter into a Amended and Restated Disposition and Development Agreement ("ARDDA") with Urban LLC. ("Developer"), which provides for the development of a retail center on developer and Agency-owned property; and WHEREAS, the Agency desires to consider the disposition of the Agency property in connection with the development of the Site by the Developer; and WHEREAS, the proposed ARDDA contains all the provisions, terms, conditions and obligations required by state and local law; and WHEREAS, the Developer possesses the qualifications and parcels necessary to insure development of the Site proposed in accordance with the purposes and objectives of the Redevelopment Plan; and WHEREAS, the Agency and City Council of the City of Lynwood have held a duly noticed joint public hearing on the proposed ARDDA and related agreements; WHEREAS, the Agency and the City Council have duly considered the proposed ARDDA and believe that development pursuant thereto is in the best interest of the City of Lynwood and in furtherance of the goals and objectives of the Lynwood Redevelopment Agency to reduce blight in the Project Area; NOW, THEREFORE, IT IS RESOLVED by the City Council of the City of Lynwood and the Lynwood Redevelopment Agency as follows: Section 1. The Agency and City Council hereby find and determine that the development of the Site pursuant to the ARDDA is in the best interest of the City of Lynwood and the health, safety, morals and welfare of its residents, and in accord with the public purposes and provisions of applicable State and local law. Section 2. The Agency and City Council hereby find and determine that the development of the Site pursuant to the proposed ARDDA is necessary to effectuate the purpose of the Redevelopment Plan for the Redevelopment Project. H:WORD/REDEVELP/LMORALES/URBANARDDACCRESO Section 3. The Agency and the City Council hereby find and determine that the development of the Site pursuant to the proposed ARDDA will be consistent with the development permitted at that location by Lynwood's Zoning Ordinance. Section 4. The Agency has held a joint public hearing with the City Council and has received, heard and considered all oral and written objections to the proposed ARDDA and to the actions connected therewith, and hereby overrules all such oral and written objections. Section 5. The Executive Director of the Agency is hereby authorized to execute the ARDDA. Section 6. The Executive Director of the Agency, or his designee, is hereby authorized, on behalf of the Agency and the City, to sign all documents necessary and appropriate to carry out and implement the ARDDA, and to administer and implement the Agency's obligations, responsibilities and duties to be performed under the ARDDA. APPROVED AND ADOPTED this 24T" day of January 24, 2002. ARTURO REYES, MAYOR ATTEST: Andrea L. Hooper, City Clerk APPROVED AS TO FORM: Mike Montgomery City Attorney Faustin Gonzales, City Manager APPROVED AS TO CONTENT: Louis Morales, Deputy Director Community Development (Redevelopment) H:WORD/REDEVELP/LMORALES/URBANARDDACCRESO DATE: January 24, 2002 TO: HONORABLE CHAIRMAN AND MEMBERS OF THE AGENCY ~~ FROM: Faustin Gonzales, Executive Director Louis Morales, Deputy Director of Community Development BY: Shirley Wolf, Redevelopment Project Manager SUBJECT: Development Concept Review PUPRPOSE To have the Agency consider a request submitted by Whited & Associates to review a new proposal (Development Concept) for the redevelopment of the northeast corner of Imperial Highway and Alameda Street. BACKGROUND FACTS An ENA between the Agency and Whited & Associates was executed on December 7, 1999. The ENA required a Developer Deposit of $25,000 to cover the cost of appraisals and studies related to the project. The ENA was subsequently extended on several occasions and finally expired on June 1, 2001 when the Agency declined an additional extension request. 2. The Developer submitted the deposit pursuant to the ENA and staff has commissioned and has received the initial studies, which include appraisals for the various properties, and a partial phase I environmental review. The environmental review was incomplete because the consultant could not acquire access to some of the privately owned parcels. 3. The ENA was initially for the development a 140,000 sq. ft. big box type retail store and one or more restaurants. On February 19, 2001, when the final extension was granted, the concept was modified to include not only a big box type development but also a combination retail and manufacturing type hybrid use. 4. The Developer had to modify the site description to exclude the 55,000 square foot parcel located near the corner of Imperial Highway and Fernwood Avenue. This parcel is owned by Cal Trans and the County of Los Angeles was proposing a child care facility for this site. This put constraints on the developer, as the parcel was now not large enough for abig-box single tenant. 5. The Developer also requested approval to submit, on behalf of the City, an application to the County Community Development Commission to use the County's section 108 loan funds and EDI grant funds. This approval was never granted and the application never was submitted. 6. The site has a history of ground water and surface contamination issues. The major issue is an underground plume located near the southwest corner of the property. 7. Staff has also received a proposal from Alan Hart who owns a portion of the site. This proposal was for an Industrial project exclusively on his property, parcels 1 and 2 (See attached parcel map). AGENDA ITEM a~ H:IWORDFI LEIREDEVELPISWOLFIW htdCncptRv.doc ANALYSIS Whited and Associates would now like to present the attached concept proposal for an industrial building with site developments that look like a commercial center. The building will be approximately 200,000 square feet and will be designed to accommodate a large single user or up to 6 smaller users. The Developer has not yet identified a specific tenant(s) for the project. The development will accommodate the groundwater contamination issues by stepping back the building away from the corner of Alameda and Imperial where that primary contamination plume lies. This corner area will be landscaped with berms and foliage to resemble a more commercial look. (See the attached site plan/building layout) It is also the developers intention to erect a `Welcome to Lynwood' City Entry sign that projects the vision and pride of the Lynwood Community. This concept is similar to the original idea that Mr. Whited presented to the Redevelopment Agency in 1999 except that the design now takes into account the ground water contamination and subsequent remediation. However, at that time, the Agency indicated they did not want an Industrial Development and they sent Mr. Whited out to redesign the site with a Retail Development, possibly a big-box single user. Whited and Associates has not been able to interest any big-box single or large pad multiple users in this site because of the problem with the Cal Trans parcel that was set aside for a daycare use and the irregular shape of the site. Therefore, the Developer has come back with this original design after two years of trying diligently to attract a commercial user(s). RECOMMENDATION Staff respectfully requests that the Agency direct staff accordingly. H:IWORDFILEIREDEVELPISW OLF1W htdCncptRv.doc 69 ~ S p 40 MO~f ti rYQOo c ~lpf N ~ o, 19~8q 095tAc= S _ 195.,X9 p 562. J 75 & 0 Fy2j.~i I ~'SF f h L95t Ac. _ O ' B49aoso• hIW a ~ ~ _.----~_ 597.29 __ ~~'050 /~~b N ~~ 4 TRY ~ R. S. 99 _ 94- 99 A ~ ~'I I m Poi hr i 3q ~ ~ 164~Ac . 0I i~10 b M m i~s,ooo_o~ O i. ~r VI0 yl! ~ . I of 1WGor, LotA O ~I , E q ~ i00 N9- S 03'~ ~••~•~r ~~ ~ I o ~J o j ~ ~Q ~I, Z j Q s Q ~' R' 4~h i W `~ ~~ Q 100 ., ,; - eEVi B•3-6¢ 7/OPP26GtQ ~ia9o35o2 1448/9 eB~o26 i' ~) i i RR , i q~F ~ 867 II y ~1 N. Ln, /p f p~ 9~ M1 ~ 4513 • ~~~ f ~ Q ~~~ 3 ~ 44 ~I [. F. /~2l _, F CODE o ~~ 89yQ-2 RWV ~ 6529 m ~ IMPER~A~ '''' TRACT N0. 6066 j WHITED aN~ ASSOCIATES ADRIAN W. WHITED, MANAGER 1200 WILSHIRE BOULEVARD, SUITE 408 LOS ANGELES, CALIFORNIA 90017 TELE f213) 481-8145 FAX (2131481-8149 January 3, 2002 Honorable Arturo Reyes, Mayor City of Lynwood 11330 Bullis Road Lynwood, CA 90262 Subject: Creation of a Disposition and Development Agreement (DDA) for The Lynwood Corridor Industrial Center Dear Mayor Reyes: Whited and Associates has spent two years creating a workable development plan for the triangle of property bounded by Imperial Highway, Alameda Avenue and Fernwood Street. We spent more than a year attempting to interest a "big box" retailer in the site without success. We have become familiar with the environmental problems on the site and have explored a number of financing options with a wide range of sources. We have now created a site plan and financing strategy that will maximize the potential of the property. We are now asking to go forward with a DDA based on an industrial usage for the property. We have taken the draft document that your staff provided and have roughed in the initial language for our agreement. We have not yet worked with our attorney, hoping that we can have a general understanding agreed to before legal terminology is added. We have included the Site Plan (which may be altered to incorporate the yet to be received environmental reports and the off-site considerations). A project schedule and other information will be provided as needed. Our first priority is to assemble, clean and clear the site so that a building can be constructed. As we have all agreed, getting the site redeveloped into a modern facility will increase taxes, create jobs and stimulate a number of other developments in Lynwood and create the atmosphere for a revitalized City. We obviously need to start work on this immediately as our ENA expired at the end of May. We should meet with the Redevelopment Agency soon in order to confirm our plan. Please call me if you have any questions or need further documentation. Yours t , A rlan W. Whited, Whited and Associates PROJECT PROPOSAL We propose to build a major industrial project on the triangle formed by the new Alameda Corridor, Imperial Highway and Fernwood Avenue. Our development will maximize the existing potential for the site. We plan to capture the benefits available from the strong, modern infrastructure and the access to several freeways which link Lynwood to the ports, LAX and the largest manufacturing market in the USA. Our research, and over two years involvement with this site, clearly shows a 200,000 sq. ft. +/- state-of-the-art industrial building, designed for one to six tenants, will be successful. We have a good preliminary site plan, which will be finalized when CalTrans completes their current field study and testing to determine the extent of the contaminated underground water plume and the soils problems. We will seek tenants from the large number of manufacturers that widely distribute their products in the Greater Los Angeles Market and need a central location with a proven labor force available. Assembly and fabrication firms can benefit form Lynwood's excellent transportation corridors to all of the Los Angeles Metropolitan Area, as can the numerous distribution businesses. It may be possible we can secure a tenant(s) desiring regional retail exposure for their products such as a factory outlet. Thanks to the excellent local and regional infrastructure and the #105 Freeway, the site offers easy access to LAX, both the Los Angeles and Long Beach Harbors, as well as the #605, #710, #110, #405 and #91 Freeways. Within minutes, these arteries provide direct routes to all of the industrial and business centers in Southern California. This is a very strong and unique marketing package. The #105 Freeway offers exceptional views of the site and locations for tenant signs. The passengers in the 220,000+ vehicles on the #105, that pass each day, plus another 50,000 vehicles on the adjacent surface streets, will see these signs. We are confident our new major building will give these same hundreds of thousands of people passing a new impression of the business vitality of Lynwood, a place to do business. We also believe this prominent new building located at the major industrial/commercial entry to the City, will be a prime contributor to the success of Lynwood's Re- development program. The proposed building will use the highest architectural and design standards. It will be beautifully landscaped and present an exciting entry to the City, projecting Lynwood's business strength and resurgence. We will offer an attractive entry that boldly states Lynwood's new vision, energy and a "Welcome To Lynwood" sign that means it. The plan is to have minimal access and impact on Imperial Highway, being primarily used to serve the offices and visitors. The main ingress/egress points for trucks will be along East Alameda St. and Fernwood Ave. This will best utilize the existing traffic signals and patterns at the three corners of the property and minimizing the new traffic's impact. Wrought iron fences and some berms will enhance the project's perimeter. We plan to locate the truck and service yards along the north portion of the property. BENEFITS FOR THE CITY OF LYNWOOD The project will be a major accomplishment for the LYNWOOD'S REDEVELOPMENT AGENCY. Besides creating jobs, it will eliminate blight, expedite the remediation of the soils and water problem and defining Lynwood's boundary and "new look". The property tax rolls will be advanced to $11,000,000-$12,000,000. These new businesses, attracted to Lynwood, will generate additional City taxes and fees. Government economists estimate each new job generates a total of $6,000 in new taxes for all levels of government. Using the Los Angeles Economic Development Commission's formula, we estimate the proposed project will provide the opportunity for 300 new jobs, with a new $10,000,000- $12,000,000 payroll created. It should also stimulate several hundred new jobs within the local economy. One of the major beneficiaries will be Lynwood's existing retail merchants. They will have the opportunity to capture a large portion of this new multi-million dollar payroll. SUMMARY Our project will certainly assist Lynwood in recapturing the stature and identity that was lost when the #105 Freeway devastated the local economy in the past 10-20 years. Now is the time to use the #105 Freeway as a major marketing tool to enrich Lynwood. We believe all of this can be created without any net out-of-pocket expense to the City of Lynwood. Besides acquiring the land, and selling it to us at cost, the City may be asked for assistance with expediting permits, plan checks and minimizing any fees when possible. Also, we will probably ask the City to cooperate as an applicant and conduit for the various governmental financing sources we will identify and use. During the past two+ years we have gained federal, county and other agencies support for the project. Included are the Economic Development Administration (EDA), the Los Angeles County Community Development Commission (CDC) and Los Angeles County I \ \\ ~ `~ \\ \ ,4 I i '~~ ` I ' ~ ~ \ 0' 50' 100' 200' ' ', ' ~ \ ' ~ 1 s"17~IJJC~ - New pRo P~ '~~ UnrE' '- `~\ '° ~~'L'''u~' ~ ~ ~ ~'LYNWOOD GATEWAY CENTER ~ •'~\ ~ I `;9 '~, ~. ~, ~ ~ ~ ~ ~ I ~ . ,~ ~ ~ ~ r;~~ z~7 200 i ~ ' ~~ ~ \ ~ `, ~ ~ ~, I . ~ r ~ ~•\ \\ I` ~ I 1 _ ~ \ I ~•~\ \ ~I I Q I, ' ~ ~ ~ ~ ' ~, ~ ~ ~~ ~ ° 'I ' 'V ~ , ' o ~ ~ ; _~_~~ __ ___. _ . . _____ _ IMPERIAL HIGHWAY ~, ` r ` _ _ ____ _ ._-- - - - -- - --- I ____ - --~_ - - - ---- - --~ a• ' _ ---------------------~ zI ~_ ,~~~ . I a - ---__ _ _ - - - ---- - - _ . ~. ~' ~ -- -- ~ W ~~ i ~ \\ ' \ // ~ ,\~ ~ \ 0' S0' 100' 200' ' ' \ ~ DIs77~uc.~- New Ar~oP~'I'i"Y LrvE , ~~, '0 u"'''"'~~ LYNWOOD GATEWAY CENTER •• / \\ I '_ '\ ~'• • ~ \ ~ , ~ ~ ~ \\ WIQfN sT,QEFI' /o ~ ~ log- ~ ' \ , ~ ~ ~, ~o+ ' I ~ ~ . F ~ +~osS ~.F ?'~~ L~R st1~s 8 , 5 ~rQ? ~ \ , ~ ~ I,~ ~ ro ~~,\ , „~ ,~ , ~ ~, Da~ to ~~ ~ \ Zoe ,I o $ ~ ~ ' Q I rJDO `~ ~\ , ~o ~ ~ l7d ~----- ' \ + ~ ~ ~~ I N ~ ~ ~3o~r9oc~~ ~. ~_ ~ , ~f , I I ~~ o I, ~ ., -' ~ IMPERIAL HIGHWAY -___ ~- _ _.._._ _ -I------ $_.__ .~- Q, _ ~-~- --~ ~ r __ 1 W. ~ ----------- ~. DATE: January 24, 2002 TO: HONORABLE CHAIRMAN AND MEMBE THE AGENCY FROM: Faustin Gonzales, Executive Director Louis Morales, Deputy Director of Com nity Development BY: Shirley Wolf, Redevelopment Project Manager SUBJECT: REVIEW OF PROPOSALS FOR AN AGENCY OWNED PROPERTY AT 11116 WRIGHT ROAD, LYNWOOD PUPRPOSE To allow the Agency Board the opportunity to review two unsolicited proposals for the Agency owned, industrial, property at 11116 Wright Road. BACKGROUND The property is located on Wright Road adjacent to the 710 freeway and is owned by the Lynwood Redevelopment Agency. The site is 10,890 square feet with a frontage of 74 feet and a depth of about 150 feet. It is developed with a 2847 square foot concrete block industrial building. The building is in a state of deferred maintenance. The property appraised in June 2000 for $125,000 "as is" or $190,000 after a complete rehabilitation. Anew appraisal would need to be completed for an accurate current market value. Proposal One Staff received an offer from W. A. Rasic Construction Company to purchase the property. They are currently located nearby at 11126 Wright Road, Lynwood, two lots south of the subject. Mr. Rasic has indicated they would like to purchase the property to accommodate their growing business. He indicated that they have outgrown their current location and would like to add to the existing site by purchasing the Agency's property. They have not indicated what type of improvements would be performed on the property. They are also trying to negotiate to obtain the site between the Agency site and themselves known as S & A Bumper Fixing Company. Their initial offer is $130,680.00 "as is", and have indicated a willingness to negotiate (proposal attached). Proposal Two Staff has received a proposal from Raul Varela to rehabilitate the subject property and consolidate his business into this site. Mr. Varela owns and operates a towing business in the City of Lynwood which he would like to relocate to this site as it will give him the opportunity to expand into private impounds. The proposal indicates the expansion of this business will create jobs, eliminate the blight at the site, and create revenues for the City. The proposal indicates they are interested in either purchasing or leasing the property, however they have not made an offer at this time. Mr. Varela has indicated that he is willing to improve the property to meet any of Agency's designs relative to facade improvements and appropriate property screening (proposal attached}. Recommendation Staff respectfully requests that after reviewing the two proposal that the Agency direct staff accordingly. AGENDA I T~'? ::~. ~ t ~;, STANDARD OFFER, AGREEMENT AND ESCROW INSTRUCTIONS FOR PURCHASE OF REAL ESTATE (Non-Residential) American Industrial Real Estate Association July 17, 2001 (Date for Reference Purposes} 1. Buyer. 1.1 PETER BASIC, FRANK BASIC, AND WALTER BASIC, JR. ,("g„y~) hereby offers to purchase the real property, hereinafter described, from the owner thereof ("Seller') (collectivety, the "Parties" or individualty, a "Part>~"), through an escrow ("Escrow") to close on sixty (60) days from Date of Agreement ("Expected Closing Dots") to be held by Downey Escrow Company ("EaCf01N Holder') whose address is 7826 East Florence Avenue, Downey, California 90240 ,PhoneNo. (562) 927-4448 ,FacsimiieNo. (562) 927-7795 upon the terms and conditions set forth in this agreement ("Agneerrrerrt"). Buyer shall have the rlgM to assign Buyer's rights hereunder, but any such assignment shall not relieve Buyer of Buyers obligations herein unless Seller expressty rel~ses Buyer. 1.2 The term "Date of Agraernerrt" as used heroin shall be the date when by execution and delivery (as defined In paregreph 20.2) of this document or a subsequent counteroffer thereto, Buyer and Salter have reached agreement in writing whereby SeNer agrees to sell, and Buyer agrees to purchase, the Property upon terms accepted by both Parties. 2. Property. 2.1 The real property {"Property") that is the subject of this offer consists of {insert a brief physical description) a small industrial building situated on approximately 10,800 square feet of land. Is located in the City of Lynwood ,County of Los Angeles , State of California , is commonty known by the street address of 11116 Wright Road and is legally described as: to be described in the Title Commitment -See Paragraph 9.1 (f) . 2.2 if the legal description of the Property fs not complete or is inaccurate, this Agreement shalt not be Invalid and the legal descrtpdon shall be completed or corrected to meet the requlremerrts of North American Title Company {Debi Kroman) ("~ Company"), which shall issue the title policy hare~nafter descnbed. 2.3 The Property Includes, at no additional cxrst to Buyer, the permanent Improvsmerrts thereon, including those items which the pursuant to applicable law are s part of the property, as well as the following kerns, if any, owned by SsNer and at present located on the Property: electrical distribution systems (power panel, bus ducting, conduits, disconnects, lighting fuchues); telephone distribution systems (lines, jacks and connections only}; space heaters; heating, veMf~ting, air conditioning equipment ("HVAC"); air lines; fire sprinker systems; security and firs detection systems; carpets; window covsringa; wall coverings; and - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - (c;oAectivety, the "Nnproverxents'7. 2.4 The fire sprinkler monitor: O is owned by Seiler and included in the Purchase Price, or ^ is leased by Seller, and Buyer will need to negotiate a new lease with the fire monftoring company. 2.5 Except as provided in Paragreph 2.3, the Purchase Price does not Include SeUet's personal property, furniture and furnishings, and - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 3. Purchase Prbe. 3.1 The purchase price ("Purchase Prke") to be paid by Buyer to Seller for the Property shall be 313 0 , 6 8 0.0 0 ,payable as follows: (a) Cash down payment, including the Deposit as defined in paragraph 4.3 (or if an all cash transaction, the Purchase Price): 34 5 , 0 0 0.0 0 (Strike If not applicable) (b) Amount of "New Loan" as defined in paregraph 5.1, if any: 38 5 , 6 8 0. 0 0 Total Purchase Price: 3130,680.00 3.2 If Buyer is taking title to the Property subject to, or assuming, and Exiting Deed of Trust and such deed of trust permits the beneficiary io demand payment of fees induding, but not limited to, points, processing fees, and appraisal fees as a conditbn to the transfer of the Property, 8 agrees to pay such fees up to a maximum of 1.5% of the unpaid principal balarue of the applicable Existing Note. Initials Psge 1 Of 8 initisls 9flAA_Arnnriron leul..~hlal Aoal Fetde Ae~Mlstinn IRIF111:CIFI'1 f:~.rn /1C61JlIr111G 4. Deposits. 4.1 ^ Buyer has delivered to Broker a check in the sum d $ - - - - - - - - - - - , payable to Escrow Holder, to be held by Broker until both Parties have executed this Agreement and the exscuted Agreement has been delivered to Escrow Holder, Qr ® Buyer shall deliver to Escrow Holder a check in the sum d $ 5, 0 0 0.0 0 when bdh Parties have executed the Agreement and the executed Agreement has been delivered to Escrow Holder. When cashed, the check shall be deposited into the EscraHfs trust acount in tie applied toward the Purchase Price d the Property at the Closing. Should Buyer and SeNer not errtisr into an agreement for purchase and sale, Buyer's check or furvis shall, upon request by Buyer, lie prompty returned to Buyer. 4.2 Addkional deposits: (a} Within 5 business days aRer the Date d Agreerrrent, Buyer shall deposit with Escrow Holder the additional sum d $ - - - - - - - - - to be applied to the Purchase Price at the Closing. (b) Within 5 business days after the cortingencies discussed in paragraph 9.1 (a} through (k) are approved or waived, Buyer ahaN deposit with Escrow Mohler the additional Sion d $- - - - - - - - - to be applied to the Purchase Price at the Cosing. 4.3 Escrow Helder shall deposit the funds deposited with it by Buyer pursuant to peregrapha 4.1 and 4.2 (cdiadiveiy the "Depoalt"), in a State or Federely chartered bank in an interest lx~ring account whose term ~ appropriate anti consistent with the timing requirements d this transaction. The Interest therefrom shall accrue to the benefit d Buyer, who hereby acknowledges that there may be penalties or interest forfeitures ff the applicable instrument Is redeemed prior to its specified maturity. Buyers Federal Tau Ident~cation Number is provided in escrow. .NOTE: Suds interest bearing account cannel be opened until Buyers Feder Tax Identffication Number is provided. 5. Financing Contingenry. (Strike ii'not epp6cablb) 5.1 This offer is contingent upon Buyer obtaining from en insurance company, financial institution or other lender, a commitment to lend to Buyer a sum equal to at least - - - % d the Purchase Price, at td'rns ressonaby acceptable to Buyer. Such loan ("New Loan") shall be securod by a fast trust or mortgage on the Property. If this Agreement provides for Seller to carry bads junior finandng, then Selbr shall have the right to approve the farms of the New Loan. Seller shall have 7 days from receip! d the commitment setting forth the proposed temrs d the New Loan to approve or disapprove d such proposed terms. if Seller fails to notify Escrow Holder, in writing, d the disapproval vvithtn said 7 days it shall tae conciusiuely presumed that Seller has approved the terms d the New Loan. 5.2 Buyer hereby agrees to diligently pursue obtaining the New Loan. tf Buyer shall fail to notify its Broker, Escrow Holder and Seller, in writing within - - -days following the Date of Agreement, that the New Loan has not been obtained, it shall be conclusively presumed that Buyer has either obtained said New Loan or has waived this New Loan contingency. 5.3 ff, after due diligence, Buyer shall notify its Broker, Escrow Holder and Seller, in writing, within the time specified in paragraph 5.2 trereof, that Buyer has not obtained said New Loan, the Agreement shall be terminated, and Buyer shall be entitled to the prompt return d the Deposit, plus any interest earned thereon, less ony Escrow Holder and Title Company cancellation fees and costs, which Buyer sl-all pay. T. Real Estate Brokers. 7.1 The fdlovNng real estate brnker(s} ("Brokers") and brokerage relationships exist in this transaction and are consented to by the Parties (check the applicable boxes): ^ N/A- - - - - - - - - - - - - - - - - - - - - - - - - - - - -represents Seller eoadusively ("8elters Broker"); ^ N/A- - - - - - - - - - - - - - - - - - - - - - - - - - - - represerrts Buyer exclusively ("Buyer's Broker"); or Cs~1HEGER REALTY CORPORATION represerrts both Seller and Buyer ("Dwl Agsnoy'~. The Parties adcnawledge that Brokers are the procuring cause d this Agreemer><. See paragraph 24 for disclosures regarcling the nature d a red estate agency relationship. Buyer shalt use the services d Buyers Broker auaclusivey in connection with any and ail negotiations and offers with respect to the Property for a period d 1 year from the Date d Agreement. 7.2 Buyer and Seller each represent and warrant to the other that helshe(rt has had no deatirps with any person, fum, broker or finder in cornectlon with the negotiation d this Agreement andlar the consummation d the purchase and sale contemplated herein, other than the Brokers named In paragraph 7.1, and no broker or other person, firm or entity, other than said Brokers islare entited to any commission or finders fee in connection with this transaction as the result d any dealings or acts d such Party. Buyer and Seler do each hereby agree to lndemrtEfy, de[end, pr+oted and held the other harmless fran and against any costs, expenses or liability far campansation, commission or charges which may be chimed by any broker, furder or other similar party, dher than said named Brokers by reason d any dealings or ad d the indemnifying Party. 8. Escrow and Closing. 8.1 Upon acceptance hereof by Soler, this Agreement, induding any counter-affws incorporated herein by the Partks, shal consucute nd ony ms egreerrrent d purohase and sale between Buyer and Seib, but also irastrvctions to Escrow Holder for the cansixrxnaticn d the Agreement through tiffs Escrow. Escrow Holder shall nd prepare any further escrow inatrudions restating or amending the AgreerrrerK unless specfficedy so instructed by the Parties or a Broker herein. Subject to the reasanabie approval d the Parties, Escrow Holder may, however, indude its standard ger-eral escrow pncvaiorrs. 8.2 As soon as practical alter the receipt d this f4preement and any relevant oourfferaffere, Escrow Haber shall ascertain the Date d Agreerrrerrt a. defined in paragraphs 1.2 and 20.2 and advise the Parties and Brokers, in writing, d the date asrxrtained. 8.3 Escrow Holder is hereby authorized and instructed to conduct the Escrow in accardanoe with this Agreement, applicable law and custom end practice d the community in which Escrow Helder is located, irrcluddrg any reporting requirements d the Internal Revenue Code. In the event d a corrflid between the law d the state where the Property is located and the law d the state where the Escrow Holder is located, the law d the state where the Property is located shall prevail. 8.4 Sul~jed to satisfaction d the contingencies herein described, Escrow Mohler shall dose this escrow (the "Closing") by recording a general warranty deed (a great deed in Calffomia) and the other documents required to bs reoorrded, and by disbursing the funds and documents in arxordenoe with this Agreement. , ~, Initials Page 2 Of 8 Initials 9Anr1_Amm~iwan Inil~wlriei Aosl FafaM OceMisFinn Q1Nt.~'Ffl Cn.... AFAZAfMF 8.5 Buyer and Seller shall each pay one-~ raH d the Escrow Holders charges and Seller shall pay ume usual recording fees and any required documentary trensfer taxes. Seiler shall pay the premium for a standard coverage owners or jdnt prdectian policy d tide Insurance. 8.6 Escrow Helder shall verify that atl d Buyers contingencies have been satlsfied err waived prior to Closing. The matters contained in paragraphs 9.1 subparagraphs (b), (c), (d), (a), (g), (i), {n), and (o), 9.4, 9.5, 12, 13, 14, 16, 18, 20, 21, 22, and 24 are, however, matters d agreement between the Parties only and are rid instructions to Escrow Holder. 8.7 If this transaction is terminated for non-satisfaction and non~~vaiver of a Buyers Contingency, as defined in paragraph 6.2, then neittbr of the PaRies shalt ther~fter have any liability to the other under this Agr+eermertt, except to the extent d a breach d any affirmative covenant a wam3nty in this Agreement. In file event d such termination, Buyer shall be promptly refunded all funds deposited by Buyer with Escrow Holder, less only Title Company and Escrow Holder cancellation fees and casts, alt d which shall be Buyers obligation. 8.8 The Closing shall okxur on the Expected Closing Date, or as soon thereafter as the Escrow is in condition for Closing; Provided, however, that H the Closing does not oceur by the Expected Closing Date and said Date is not emdended by mutual instructior~ d the Parties, a Party not then in defauit under this Agreement may notify the other Party, Escrow Holder, and Brokers, in writing that, unbss the Closing occurs within 5 business days folowing said rmotice, the Escrow shell be deemed temmtnatad without further notice or instructions. 8.9 Except as otherwise provided heroin, the temminffiion d Escrow shall rid relieve or release either Party from any obligffiion to pay Escrow Hoders fees and costs or constitute a waiver, release or discharge d any breech or defauit that has occurred in the perfommanoe d the obligations, ggneerrments, kx„~enants or warranties contained theroin. 8.10 If this Escrow is terminated for any reason other than Sellers txeactt err default, amen at Sedbrs request, and ea a condition to the return d Buyer's deposit, Buyer shall within 5 days after written rm?Iquest deliver to Seller, at no , copies d all surveys, engineering studies, soil reports, rmaps, master plans, feasibility studies and outer similar iterrma prepared by or for Buyer that pertain to the Property. Provided, however, that Buyer shall rid be required to deliver any such report ff the written contract which Buyer entered into with the consultant who prepared smxh report specifically forbids the dissemination d the report to others. 9. Corrtingencies to Closing. 9.1 The Closing d this transaction is contingent upon the satisfaction or waiver d the following contingencies. fF BUYER FAILB TO NOTIFY ESCROW HOLDER, IN WRITING, OF THE DISAPPROVAL OF ANY OF 8AID CONiWGENCIE8 WITHIN 7HE TIME 8PECIFIED THEREIN, R 8HALL BE CONCLUSIVELY PRE8UME0 THAT BUYER HAS APPROVED 8UCH ITEM, MATTER OR DOCUMENT. Buyers caMidonal approvd shall constitute disapproval, unless provision is made by the Seller wittmin the time specified therefore by the Buyer in such conditional approval err by this Agreement, whichever is !afar, for the satisfaction d the condition imposed by the Buyer. Escrow Holder shall promptly provide all Parties with copies d any written disappra~ai or conditional approval which it receives. With regard to subparagr~tha (a) through (i) the pro-printed time periods shat! contrd unless a different number d days is inserted in the apac~s provided. (a) Disclosure. Seller shall make to Buyer, through escrow, all d the applicable discosuros required by law (See American Industrial Real Fatale Association ("AIR") standard foam entitled "Seller's Mandatory Discosure Statement") and provide Buyer with a k.ormpleted Property tnfammffiion Sheet ("Property Information Sheet") conkxming the Property, duly etecuted by or on behalf d Seller in the current fore a equivalent to that published by elms AIR within 38-~r 4 5 days following the Date d Agreement. Buyer has 10 days from the receipt d said disclosures to approve or disapprove the matters disclosed. (b) Physical Inspection. Buyer has ~BeF 4 5 days from the receipt d the Property Irrfontmation Sheet or the Date d Agrearment, whichever is later, to satisfy itself with regard to the physical aspects and size d the Property. (c) Hazardous Substance Corrdritions Report. Buyer has 3g-eF 4 5 days from the receipt d the Properly Information Sheet ~ the Date d Agreement, whichever is later, to satisfy itself with regard to the environmental aspects d the Property. Seller recommends that Buyer otttain a Hazardous Substance Conditions Report concemirmg the Property and relevant edjdning properties. Any such report eheA be paid far by Buyer. A "Hazardous Substwnkw" for purposes d this Agreerent is defined as any substance whose odors and/or quantity d etdstartce, use, manufacture, disposal or effect, render it subject to Federal, state or local regu{ation, investigation, remediatiksn or removal as potentially injurious to public health or welfare. A "HazaMous Substance Condition" for purposes d this Agreement is defined as the eudstence on, under or relevantly adjacent to the Property d a Hazardous Substance thffi would regtirre rertediffiion and/or removal under applicable Federal, state or local law. (d) Soil fispectiorr. Buyer has 36-eF 4 5 days from the rek~ipt d the Property Infomtation Sheet err the Date d Agreement, whichever is later, to satisfy itself with regard to the condition d the soils on the Property. Seller recommends that Buyer obtain a sell test report. Any such report shelf be paid for by Buyer. Seiler shalt provide Buyer copies d any sells report that Seiler may have within 10 days d the Date d Agreement. (e) Governmental Approvals. Buyer has 3!}sr 4 5 days from the Date d Agreement to satisfy itself with regard to approvals and permits from goverrtmentai agenc~s or departments which have or may have jurisdiction over the Property and which Buyer deems necessary or desirable in connection with its intended use d the Property, inducting, but rrot limited to, permits and approvals requirod with respect to zoning, planning, building and safety, tiro, police, handicapped and Americans with Disabilities Act requirements, transportation and environmental matters. (f) Conditions of T~Is. Escrow Helder shall cause a current corrumibnent for title insurance ('Title Commftrnent"} cortceming the Property issued by the Title Company, as well as legible copies d all documents referred to in the Title Commitment ("Underylnp Documents") to be delivarted to Buyer wlthtn a0-oF 4 5 days following the Date d Agreement. Buyer has 10 days from the receipt d the Tide Commitrnermt and Underlying Documents to satisfy itself with regard to the condition d title. The disapproval d Buysr d any ma~metary encumbrance, which by the terms d this Agns'rrment is not to remain against the Property after the Closing, shall rid be considered a failure d this contingency, as Seller shall have the obligation, ffi Sellers expanse, to asdsfy end remove such disapproved monffiary encumbrance at or beforo the Closing. (g) Survey. Buyer has 29-er 4 5 days from the receipt d the Title Commitment and Underlying Documments to satisfy itself with rogard to any ALTA title supplement based upon a survey prepared to American land Title Association ("ALTA") standards for an owners pdicy by a Goensed surveyor, showing elms legal description and boundary lines d the Property, any easements d record, and any impnarenments, poles, structures and things located within 10 feet d either side d the Property boundary lines. Any such survey shall be prepared at Buyer's direction and expense, If Boyar has obtained a survey and approved the ALTA title supplement, Buyer may elect within the pericct allowed for Buyers approval d a survey to have an ALTA etrrermded coverage owners farm d title pdicy, in which event Buyer shall pay any additional promium attritwtable thereto. (h) Existing Leases and Tenancy Statements. Seiler shall within ABec 4 5 days d the Dffie d Agreement provide both Buyer and Escrow Holder with legible copies d ail I~ses, subleases kx rental arrangements (coiectively, "Existing Leases") affecting the Property, and with a tenancy statement ("Estoppel Certificate") in the latest form or equivalent to drat published by the AIR, executed by Seller and/or each tenant end subtenant d the Property. Seilx shill use its best efforts to have each tenant krorrmplete and execute an Estoppel Cerdficabe. H any tenant fails or n#uses to provi~ an Estoppel Certificate then Seller shat! complete and eoaecute arm Estoppel Certificate for that tenancy. Buyer has 10 days from the roceipt d said Existing Leases and Estoppel Certdficabea to satisfy itself with regard to the Existing Leases and any other tenancy Issues. (i) Other Agreements. Seller shall within ~&er 4 5 days d the Date d Agreemert provide Buyer with legible copies d ail other egroements ("Other Agreements") known to Seller that will affect the Property after Closing. Buyer has 10 days from the receipt d said Other Agreerrterds to satisfy itself with regard to such Agrearnents. (j} Financing. If paragraph 5 hereof dating with a financing txtntingency has eat bean stricken, die sadstacxion or waiver d such New Loan contingency. (k) Existing Notes. ff paragraph 3.1(c) has rid been stricken, Seller shalt within 4A-eF 4 5 days d the Date d Agroemermt provide Buyer with legible copies d the 6dsGng Hates, Existing Deeds d Trust and related agreatmants (collectively, "Loan Documenb") to which the Property will remain subject after the Closing. Escrow Holder shall promptly request from the holders d the Existing Notes a benaficery stffiement ("Beneficiary 8liatemsnC') cxtnflrming: (1) the amount d the unpaid principal balance, the current interest rate, and the date to which interest is paid, and (2) the nffiure and amount d any impounds held by the beneficiary in connection with such loran. Buyer has 40-er 4 5 days from the receipt d the Loan Docurttenb and 8eneficary Statertsrmfs to satisfy itself with regard to such financing. Buyers obligation to close is kxxtditianed upon Buyer beirg able to pu-rlmase the Property without acoebradan err change in the terms d any F~dsting Notes or charges to Buyer exkxpt as ottmenaise provided in this Agreement or approved by Buyer, proMded, however, Buyer shall pay the transfer fee referred to in paragraph 3.2 hared. (q Personal Properly. In the event that any personal property is incuded in the Purchase Price, Buyer has 38-ec 45 day8 from the Date d Agreement to satisfy itself with regard to the title kxxtdition d such personal property. Seller recommends that Buyer detain a UCC-1 repot. Army such report shall be paid for by Buyer. Seiler shall provide Buyer copies d any liens err encumbrances affecting such personal property that it is awaro d witlmin ~ 4 5 days d the Date d Agroemermt. {m) Desbuctuon, Damage or Loss. There shall not have occurred prior 6o the Closing, a kiestruction d, or darrmage or lass to, the Property err any portion tttered, from any cause whatsoever, which would txtst more than 510,000.00 to r~r kx cure. ff the cost d repair or curo is $10,000.00 or l'ga~sp~s~~,pSppe~ller shall repair or curo the loss prior to the Closing. Buyer shall have the option, within 10 days after receipt d written ndiee d a loss Costing more thitr~~-00 to repair or Initials Page 3 of 8 In;dels 9kUNm_Aenar•iran Inil~~elrist 1ias1 GM4Fa aevnnis/inn QFVtQIPdn Cn.rn /1CA.J.RInnF cure, to either terminate this transaction or to ~.rchase the Property noMrithstsnding such bas, but wiL,.,.,t dadudion or offset against the Purchase Price. ff the cost to repair or cure is mare than 510,000.00, and Buyer does nil ebd to tertniriata this transaction, Buyer shall be enttlted to any insunirice proceeds applicable to such loss. Unless otherwise notified in writing, Escrow Holder shall asaurra no such destnxxian, damage or Ions h~ occurred prig to Closing. (n) Maternal Change. Buyer shalt have 10 days following receipt d written notice d a Material Change within which to satisfy itself with regard to such change. "Malarial Change" shall mean a change in the status d the use, oxupancy, tenants, or condition d the Proporty that occurs after the dale d this offer and prior to the Closing. Unless otherwise notified in writing, Escrow Helder shall assume that no Mated Change has occurred prior to the Closing. (o) Seller Per/ormar-ce. The delivery d ~I documents and the due perforrrianoe by Seller d each and every undertaking and agreement to be perfomried by Soler under this Agreement. (p} Warran6~es. That each representation and vvertanty d Seller herein be true and caned as d the Cbstng. Escrow Haider shall assume that this condition has been satisfied unless notified to the contrary in writing by any Party prior to the Closing. (q) Brokerage Fee. Payment ffi the Closing d such brokerage fee ~ is specfied in this Flgreement or later written instructions to Escrow Holder executed by Seller and Brokers ("Brokerage Feo"). It is agreed by the Parties and Escrow Holder that Brokers are a third party ber-aficlary d this Agreement inadar as the Brokerage Fee is concerned, and thffi no change stiali be made with respect to the payrnertt d the Brokerage Fee spedfiad in this Agreement, without the written consent d Brokers. 9.2 Ail d the contingencies specified in subparagraphs (a) through (p) d Paragraph 9.1 are for the benefit d, and may be waived by, Buyer, and may be elsewhere herein rofernad to as "Buyer Corrthtgendes " 9.3 If any Buyers Contingency or any other matter subject to Buyer's approval is disappr~o~ad as pr~ovirisd far herein in a limey rriaax~r ("Disapproved Item"), Seller shall have the right within 10 days fdbwing the receipt d notice d Buyers disapproval to elect to cure such Disapproved item prior to the Expected Ctasing Date ("Seller's Election"). Seller's failure to plus to Buyer within sudi Period, written notloa d Seller's corrvrdtrrient to cure such Disapproved Item cn or before the Expected Closing Dffie shall be eanclusiveiy presumed to be Seller's Ekiciion oat m cure such Disapproved item. If Seiler elects, either by written notice or failure to give wn'tkerr notice, rat to cure a Disapproved Item, Buyer shill have the ebetbn, within 10 days after Bettis Eisetion to eitt-er accept title to the Property sut~jed to such Disapproved (tern, or to terminate this transaction. Buyers failure to notify Soler in writing d Buyers election to accept title to the Property subject to the Disapproved item vvitt-aut deductfori or dfset shall constltute Buyers election to ter-nina~ this tr'snsadlon. Unless expressly provided otherwise herein, Sailers right to cure shall not apply to the remediffiiors d Hazaniaus Substance Conditions err to the Financing Contingency. Unless the Parties mutuadiy instruct otherwise, ff file time periods for the satisfaction d coertingsrrcies or for Selbr's and Buyers said Elections wool! e~ire on a date aRer the Expected Closing Date, the Er~eded Closing Date shall be deemed wdended for 3 business days fdlovYirig the eoq~iretion d: (a) the applicable corrtingertcy Period(s), (b) the period within which the Soler may sled to cure the Disapproved Item, err (c) if Seller sleds oat to cure, the period wkhin which Buyer may elect to proceert with this transaction, whichever is later. 9.4 Buyer urderstends and agrees that untll such time as all Boyars Contingencies have been satlsfied or walled, Seller and/or its agents may solicit, emtartain and/or accept bade-up fifers to purchase the subject Pn~perty. 8.5 The Parties acknoHAedge that extensive local, state and Feder legislation estabNsh broad liability upon owr~rs and/or users d real property for the investigation and rernedietlon d Hazardous Substances. The determination d the eoastence d a Hazadais Substance Condition and the evaiuatlan d the impact d such a condition are hu,~hly technical and beyond the eoe d Brokers. The Parties advrowledge that they have bean advised by Brakes to consult their own technical sod legal with respect to the possible presence d Hazardous Substances on this Property or adjoining properties, and Buyer and Seller are oat relying upon any investigation by or statement d Brokers with reaped thereto. The Parties hereby assume all responsbility far the impact d such Hazardous Substances upon their respective interests herein. 10. Documents Required sit or before Closing: 10.1 Five days prior to the Closing data Escrow Helder shall obtain art updated Title Commitment concerning the Property from the Title Company and provide copies thereof to each d the Parties. 10.2 Seller shall deliver to Escrow Holder in time far delivery to Buyer at the Clasing: (a) Grant err general warranty deed, duly executed and in iecondabie farts, conveying fee title to the Property to Buyer. (b) If applicable, the Beneficiary Steternents c~rrcerning Exsting Note(s). (c) If applicable, the Exsting Leases end Other Agreements together with duy executed assignments thereof by Seller and Buyer. The assignment d Exsting Leases shaft be on the most recall Assignment and Assumptiori d Lessors Interest in !.ease form published by the AtR or its equivalent (d) ff applicable, Estoppel Ce~cffies executed by Seller and/or the tenant(s) d the Property. (e) An affidavit executed by Seller to the effect that Seiler ~ not a "foreign person" within the meaning d Intem~ Revenue Code Section 1445 or successor statutes. If Seller does nil provide such affidavit in form reasonably satisfactory to Buyer at Merit 3 business shall ffi the Closing deduct from Sellers proceeds and remit to Intert>al Revenue Santos such sum as is trod ~ ~ to the Closing, Escrow Haider purchases from foreign sellers. ~ by apPiicaWs Fedsrad law with respect to (f) If the Property is located in California, an affidavit executed by Seller to the effect that Seth is note "norxesident" within the meaning d California revenue and Tax Code Section 18662 or successor statutes. If Seller does not provide such affidavit inform reasonably satisfactory to Buyer ffi leas! 3 business days prior to the Closing, Escrow Holder shall ffi the Closing deduct from Sailers proceeds and remit to the Franchise Tax Board such sum as is required by such statute. (g) If applicable, a bill d sale, duly exasauted, conveying title to any included personal property to Buyer. (h) if the Seller is a corporaticn, a duly executed corporate resdution authorizing the execution d this Agreerment and the sale d the Property, i 0.3 Buyer shall deliver to SONer through Escrow: (a) The cash portion d the Purctiaae Price and such addtlional sums ss are required d Buyer under this Agreement shall be deposited by Buyer with Escrow Ffofder, try federal funds wire transfer, or any other method acceptable to Escrow Holder ss irrvriediabefy cdlectable funds, no later than 2:00 P.M. on the business day prior to the Expected Closing Date. (b) ff a Purchase Mossy Nobs sod Purchase Money Deed d Trust are called for by this Apresrrient, the duly executed originals d those documents, the Purchase Money Deed d Trust being in recordable forth, together with evidence d fire insurance on the irriprvvemer~s in the amount d the full replacement cast naming Seller ~ a mortgage loss payee, and a reei estate tax service contract (ffi Buyers expense), assuring Seller d native d the status d payment d real property tames during the life d the Purdiase Money Note. (c) The Assignment and Assumption d laesors interest in Lease form specifbd in paragraph 10.2(c) above, duty exreeuted by Buyer. (d) Assumptions duty executed by Buyer d the abfigffiiarts d Seller that accrue after Closing under any Other Agreements. (e) if appGcabie, a written assumption duty exrecuted by Buyer d the ban documents with reaped to Existng Notes. (f) If the Buysr is a carporatbn, a duty e>ecuted corporate reaolirtior- authorizing the exxecution d rids Agreement and the purohass d the Property. 10.4 At Closing, Escrow Holder shall cause to be issued to Buyer a standard causrage (err ALTA axterxisd, if ebcted pursuant to 9.1(g)) owner's form policy d title insurance effective as d the Closing, issued by tlia Title Company in the full amount d the Purchase Price, insuring title to the Property vested in Buyer, sutxject only to the exaceptiore approved by Buyer. in the event fliers is a Purchase Money Deed d Trust in this transacton, the policy d title insurffiice shall be a joint protection pdicy insuring both Buyer and Seller. iMPORTANT: iN A PURCHABE OR EXCHANGE OF REAL PROPERTY, R MAY BE ADVISABLE TO OBTAIN TITLE INSURANCE iN CONNECTION WfrH THE CLOSE OF ESCROW SINCE THERE MAY BE PRIOR RECORDED LIENS AND ENCUMBRANCES WHICH AFFECT YOUR INTEREST IN THE PROPERTY BEING ACQUIRED. A NEW POLICY OF TITLE IN8URANCE 8HOULD BE OBTiUNED tN ORDER TO ENSURE YOUR INTEREST IN THE PROPERTY THAT YOU ARE ACQUIRING. 11. Proratlons and Adjustments. 11.1 Taxes. Applicable reef property taxes and special assessment bonds shall be prorated through Escrow as d the data d the Closing, tresed upon the latest tax bill available. The Parties agree to proratb as d the Closing any faunas assessed against the Property by suppkrneritet biq favied by r~san d events occurring prior to the Closing. Payment d the prorated amount shad) be made promptly in cash upon receipt d a copy d any suppiemenW biN. 11.2 /nswanos. WARNING: Any insurance which Seiler rriaitdained wtli terminate on the Closing. Buyer is advised to obtain appropriate inauranoa to cover the Properly. 11.3 Rentals, interest and Expenses. Scheduled rentals, interest on F_idatlng Notes, utilities, and operating eogxensss ahaN be prorated as d the date d Closing. The Parties agree to promptly adjust between tlrerrrselves outside d Escrow any rents received after the Closing. 11.4 Seeunty Deposit. Security Deposits held by Seller shall be given to Buyer eas a credit to the cxtsh required d Buyer at the Closing. 11.5 Post Cbsing Matters. Airy item ~ be prorated that is nil datermirred a determinable at the Closing shalt be promptly adjustod by the Parties by appropriate cash payment outside d the Escrow when the amount due is determined. i t .6 Variations in Existing Note Balances. In the event tttffi Buyer is purging the Property subject to an Existing Deed d roust(s), and in the event that a Benefciary Statement as to the applicable Existing Note(s) discloses thffi the unpaid principal balance d such Existing Note(s) et the Closing will be more or lass than the amount set forth in paragraph 3.1(c) hereof ("Existing Note Variation"), then the Purchase Money Note(s) shall be reduced err increased by tin amount equal to such F_xdsting Note Variation. if there is to be no Purchase Money Note, the cash required at the Closing per paragraph 3.1(a) ahatl bs reduced or increased by the arrwuM d such Existing Nate Variation. 11.7 Variations un New Loan 8effirrce. In the scent Buyer is obtaining a New Loan and the amount tukirrrately obtained exooeeds the amount set forth M paragraph 5.1, then the amourd d the Purchase Money Note, if any, shag be reduced by the amount d such exaxss. initials Page 4 Of 8 9M1A.Ama'iran In~r„Meiol Rest FdfM Aese-ris~inn iRF-/Itt=f!1 ~/ Initials Cnn-+ AC~.i.RMflF 12. Representation and Warrantlas of Beier and Disclaimers. 12.1 Seibrs warranties end representations shag survive the Closing and delivery of the deed for s period of 3 yeas, and, sro true, material and rolled upon try Buyer and Brokers in all rospects. Seiler hereby makes the following warranties and representations to Buyer and Brokers: (a) Authortty of Se6br. Seller is the owner of the Property and/or has the full right, power and authority to seN, convey and transfer the Property to Buyer as provided herein, and to perform Shcera obligations hereunder. (b) Maintenance Dur~rg Escrow e-td EqulFment Condltior- At Cbs~tg. Except as othervviae provided in paragraph 9.1(m) hereof, Seller shall maintain the Property until the Closing in its present condition, ordinary wear and tear excepted. The HVAC, plumbing, elevators, loading doors and ebctricsl systems shall be in good operMing order end condition at the time of Closing. (c) Hazardous Substances/5torage Tanks. Seller has no knowbdge, except as otlienMSe disclosed to Buyer in writing, of the existence or prior existence on the Property of any Hazardous Substance, nor of the ebstence or prior existence of any above or below ground storage tank. (d) Compifance. Seller has no knowledge of any aspect or condltion of the Property which vwlates applicabb laws, rules, regulations, codes or covenants, conditions or restrictions, or of improvements or alterations made to the Property without a pemtlt where one was required, or of any unfulfilled order or directive of any applicable governmental agency or casualty insurence company requiring any investigation, remediation, repair, maintenance or imProvarrrent be perfomred on the Property. (e) Changres in Agreements. Prior to the Closing, Seller will oat violate or modify any meting l ease or Other Agreerrrent, or create any new leases or other agreements affecting the Property, without Buyer's written approval, which approval wHl not be unreasonably withheld. (f) Possessory Rights. Selby has no knowledge that anyone wAl, at the Closing, tuns any right to possession of the Ptnperty, except as disclosed by this Agreement or otherwise in writing to Buyer. (g) Mechanics' Liens. There are no unsatisfied mechanics' or materialmens' lien rights c~nceming the Property. (h} Actions, Suits or Proceeafrrgs. Seller has no knowledge of any actions, suits err proceedings pending or threalterred before any carrvniasion, board, bureau, agency, arbitrator, court or tribunal that would affect the Property or the right to occupy a utUize same. (i) Notice of Changes. Seller will promptly notify Buyer end Brokers in writing of any Material Change (see paragraph 9.1(n)) affecting the Property that becon'-es known to Seller prior to the Closing. (j} No Tenant Bankruptcy Proceedbrgs. Seiler has no notice or knowledge that any tenant of the Property is the subject of a b~luuptcy or insolvency proceeding. (k) No Seller Bankruptcy Proceedings. Seibr is not the subject of a t~nkruptcy, insolvency or probate proceeding. (q Personal Property. Selby has no knowledge that anyone will, M the Closing, have awry right to possession of any personal property included in the Purchase Price nor knawbdge of any liens or encumbrances affecting such personal property, except as disclosed by this Agreement or otterwise in writing to Buyer. 12.2 Buyer hereby acknowledges that, except as otherwise stated in this Agreement, Buyer fs purchasing the Property in iffi existing condition and wiU, by the time called for herein, make or have waived all inspections of the Property Buyer believes are necessary to protect lts own irRerest in, and its corMerr~ted use of, the Property. The Parties acknowledge that, except es otherwise stated in this Agr~eerrrerk, no reprosentadiorts, inducerrtsnts, prorrrises, sgrosrrtertb, assurances, oral or written, concerning the Property, or any aspect of the occupational safety and health laws, Fazardous Substance laws, or any other act, ordinance or law, have been made by either Party or Brokers, or retied upon by either Party hereto. 12.3 in the event that Buyer teams first a Seier representation or warranty rnigM be untrue prior to the Cbsirg, and Buyer ebds to purchase the Property anyway then, and in that event, Buyer waives any right that lt may have to bring an action or proceeding against Salbr or Brokers regarding said reproseMstion or warranty. 12.4 Any environmental reports, soils reports, surveys, and other similar documents which were prepared by third party consultants and provided to Buyer by Seller or Sellers representatives, have been delivered ~ an acramrnodatian to Buyer acrd without any representation or warranty as to the suffraency, accuracy, completeness, andlor validity of said documents, sit of which Buyer r~ies on at its own risk. Seller belienss said documents to be accurate, but Buyer is advised to retain appropriate consultants to review said documents and investigate the Property. 13. Possession. Possession of the Property shall be given to Buyer at the Closing subject to the rights of tenants under Frosting Leases. 14. Buyer's Entry. A# any time during the Escrow period, Buyer, and lts agents and representatives, shall have the right at reasanaible times and subject to rights of tenants, to enter upon the Property for the purpose of making inspections and tests specified in this Agreement. No destructive testing shall be cor~ducted, however, without Seller's prior approval which shall oat be unreasanaby withheld. Fdkrwing any such entry or work, votes otherwise directed in writing by Seller, Buyer shall return the Property to the condition lt was in prior to such entry or work, incuding the reco-npaction or rerrwval of any disrupted soil or material ~ Seller may reasonably direct. All such inspections and tests and soy other work conducted or materials furnished with respect to the Property by or for Buyer shall be paid for by Buyer as and when due and Buyer shall indemnify, defend, protect and hold harmbss Seller and the Property of and from any and all claims, NaWllties, losses, expenses (inGuding reasonable attorneys' fees), damages, including those for injury to person or property, arising out of or relating to any such work err materials or the acffi or omissions of Buyer, its agents or employees in connection therewith. 15. Further Documents and Assurances. The Parties shall each, diligently and in good fail, undertake a!1 actions and procedures reasonably required to place the Escrow in conditlan for Ching as and when required by this Agreement The Pubs agree to provide all further infannation, and to execute and deliver all further documerrts, reasonably roquired by Escrow Hokt~ or the Title Cornpany. 18. Attorneys' Fees. ff any Party or Broker brings an action or proceeding (including arbltr~ion) invdving the Property whether founded in tort, contract or equity, or to declare right hereunder, the Prevailing Party (as hereafter defined) in any such proceeding, action, or appeal thereon, shall be entltled to reasonable attoneys' fees. Such fees may be awarded in the same suit or recovered in a separate suit, whether or oat such action or proceeding is pursued to decision or judgment. The term „Prevailing Party„ shall include, without limitation, a Party or Broker who substantially obtains or defeats the relief sought, as the case msy be, whether by compromise, setibmeM, Judgment, or the abandonment by the other Party a Broker of its claim or defense. The attameys' fees award shell oat be computed in accordance with any court fee schedule, but shall be such as to fully reimburse alt attorneys' fees reasonably incurred. 17. Prior Agnements/Amendments. 17.1 This Agreement supersedes any and aA prior agreements between Seller and Buyer regarding the Pro,~erty. 17.2 Amendments to this Agreement are effective only if made in writing and maecuted by Buyer and Seller. 18. Broker's Rights. 18.1 If this sale is not consummated due to the ddault of either the Buyer err Seller, the defaulting Party shell be fiabb to and slwll pay to Brokers the Brokerage Fee that Brokers would have received had the sale been consununated. if Buyer is the defaulting party, payment of said Brokera49e Fee is in addition to any obligation with respect to liquidated err other damages. 18.2 Upon the Closing, Brokers are authorized to publicize the facts of this transaction. 19. Notices. 19.1 Whenever any Party, Escrow Helder or Brokers herein shall desire to give err serve any rwtice, demand, request, approval, disapproval or other communication, each such communication shall be in writing and shall be ddiverad personally, by messenger or by rrteil, postage prepaid, b the address set forth in this Agreement or by faaimib transmission. 19.2 Service d any such corrmunicatian shall be deemed made on the date o! actual recut if personally delivered. Any such carrKrwrHCation sent by regular mail shall be deemed given 48 hours after the same is maibd. Communications sent by United States 8~ress Mdl err overnight cawier that guarantee rid day delivory shall be deemed delivered 24 hours after delivery of the same to the Postal Service or courier. Communications trsnsmilted by facshrrrile trensmission shall be deemed delivered upon telephonic confirmation of receipt (confirmation report from fax machine fo sufficltent), provided a ~ k also delivered via delivery or mail. If such communication Is received on a Saturday, Sunday or legal hdiday, lt shall be deemed received on the neoQ business day. 19.3 Arty Party or Broker hereto may from time to time, by rrotis;e in writing, designate a different address to which, or a different person or additional persona to whom, ell communications are thereafter to be made. 20. Duration of Offer. 20.1 tf this offer is not accepted by Seller on or before 5:00 P.M. according to the time standard applicable to the sty of Lynwood _ on the date of July 31, 2 0 O 1 , lt shall be deemed automatically revoked. 20.2 The acceptance of this offer, or of any subsequent counteroffer hereto, that creates an agreement between the Parties as described in paragraph 1.2, shall tie deemed made upon delivery to the other Party or ether Broker herein of a duly e~aeCUted writing unconditionally accepting the lee landing offer or -~~ , . initials Page 5 of 8 Initiails 9fbin_6m~l~~n Inei~ioi~fal lioal Fa4aM Acsnri~inn RFVI.CF11 Cn..r, AFA.LJbMF counteroffer. 21. LIQUIDATED DAMAGES. (This Liquidated Damages paragraph is applicable only if initialed by both Parties). THE PARTIES AGREE THAT iT WOULD BE IMPRACTICABLE OR EXTREMELY DIFFICULT TO FIX, PRIOR TO SIGNING THIS AGREEMENT, THE ACTUAL DAMAGES WHICH WOULD BE SUFFERED BY SELLER IF BUYER FAILS TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT. THEREFORE, iF, AFTER THE SATISFACTION OR WAIVER OF ALL CONTINGENCIES PROVIDED FOR THE BUYER'S BENEFIT, BUYER BREACHES THIS AGREEMENT, SELLER SHALL BE ENTITLED TO LIQUIDATED DAMAGES IN THE AMOUNT OF $5, 000.00 .UPON PAYMENT OF SAID SUM TO SELLER, BUYER SHALL BE RELEASED FROM ANY FURTHER LIABILITY TO SELLER, AND ANY ESCROW CANCELLATION FEES AND TITLE COMPANY CHARGES SHALL BE PAID 8Y SELLER. ~, buyer Initials SellerMi'tlals 22. ARBITRATION OF DISPUTES. (This Arbitration of Disputes paragraph is applicable onty if initia~d by both Parties.) 22.1 ANY CONTROVERSY AS TO WHETHER SELLER IS ENTITLED TO THE LIQUIDATED DAMAGES AND/OR BUYER IS ENTITLED TO THE RETURN OF DEPOSIT MONEY, SHALL BE DETERMINED BY BINDING ARBITRATION BY, AND UNDER THE COMMERCIAL RULES OF THE AMERICAN ARBITRATION ASSOCIATION ("COMMERCG4L RULES"). ARBITRATION HEARINGS SHALL BE HELD IN THE COUNTY WHERE THE PROPERTY IS LOCATED. ANY SUCH CONTROVERSY SHALL BE ARBITRATED BY 3 ARBITRATORS WHO SHALL BE IMPARTIAL REAL ESTATE BROKERS WITH AT LEAST 5 YEARS OF FULL TIME EXPERIENCE IN BOTH THE AREA WHERE THE PROPERTY IS LOCATED AND THE TYPE OF REAL ESTATE THAT 1S THE SUBJECT OF THIS AGREEMENT. THEY SHALL BE APPOINTED UNDER THE COMMERCIAL RULES. THE ARBITRATORS SHALL HEAR AND DETERMINE SAID CONTROVERSY IN ACCORDANCE WITH APPLICABLE LAW, THE INTENTION OF THE PARTIES AS EXPRESSED IN THIS AGREEMENT AND ANY AMENDMENTS THERETO, AND UPON THE EVIDENCE PRODUCED AT AN ARBITRATION HEARING. PRE-ARBITRATION DISCOVERY SHALL BE PERMITTED IN ACCORDANCE WITH THE COMMERCIAL RULES OR STATE LAW APPLICABLE TO ARBITRATION PROCEEDINGS. THE AWARD SHALL BE EXECUTED BY AT LEAST 2 OF THE 3 ARBITRATORS, BE RENDERED WITHIN 30 DAYS AFTER THE CONCLUSION OF THE HEARING, AND MAY INCLUDE ATTORNEYS' FEES AND COSTS TO THE PREVAILING PARTY PER PARAGRAPH 16 HEREOF. JUDGMENT MAY BE ENTERED ON THE AWARD IN ANY COURT OF COMPETENT JURISDICTION NOTWITHSTANDING THE FAILURE OF A PARTY DULY NOTIFIED OF THE ARBITRATION HEARING TO APPEAR THEREAT. 22.2 BUYER'S RESORT TO OR PARTICIPATION IN SUCH ARBITRATION PROCEEDINGS SHALL NOT BAR SUIT IN A COURT OF COMPETENT JURISDICTION BY THE BUYER FOR DAMAGES ANDiOR SPECIFIC PERFORMANCE UNLESS AND UNTIL THE ARBITRATION RESULTS IN AN AWARD TO THE SELLER OF LIQUIDATED DAMAGES, IN WHICH EVENT SUCH AWARD SHALL ACT AS A BAR AGAINST ANY ACTION BY BUYER FOR DAMAGES AND/OR SPECIFIC PERFORMANCE. 22.3 NOTICE: BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INCLUDED iN THE "ARBITRATION OF DISPUTES" PROVISION DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. BY INITIALING IN THE SPACE BELOW YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL, UNLESS SUCH RIGHTS ARE SPECIFICALLY INCLUDED IN THE "ARBITRATION OF DISPUTES" PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION, YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. YOUR AGREEMENT 70 THIS ARBITRATION PROVISION IS VOLUNTARY. WE NAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THE "ARBITRATION OF DISPUTES" PROVISION TO NEUTRAL ARBITRATION. Buyer 1Mtials Seller Initials 23. Misceilansous. 23.1 Binding Effect. This Agreernertt sha[I bs binding on the Parties wkhout regwd to wtvather or not paragraphs 21 and 22 aro inkialed by bath d the Parties. Paragraphs 21 and 22 aro each incArporated into this Agroerrerrt any if initiabd by bath Parties at the time that the Agreement is e9rectrted. 23.2 Applicable Law This Aeroemertt sttaU be governed by, end paragraph 22.3 !s amended to refer to, the laws d the state in which the Property is located. 23.3 Time of Essence. Time ~ d the essence d this Ppreernent. 23.4 Counterparts. This Agreement mey be eraearted by Buyer and Seiler in ~, each d which shall be deemed an original, and aN d wtrich together shall constitute one and the same instrurrterrt. Escrow Haider, after verifying that are courtterperts are iderttical ecaxpt for' the sigrtstunes, is mrtltorfined and instructed to combine the sgned signature pages on one d the courrtarparts, which strati then cornMule the Agreermertt. 23.5 Waiver of Jury Trial. THE PARTIES HEREBY WANE THEIR RESPECTNE RIGHTS TO TRIAL BY JURY IN ANY ACTION OR PROCEEDING INVOLVING THE PROPERTY OR ARISING OUT OF THIS AGREEMENT. 23.6 CoMlict. Any conflict between the printed provisions d this Agreement and the typewritten or handwNaen provisions shall bs controNed by the typavwtttem or hatxiwria~ provisions. 24. Discioscrr+es RegaMing The Nature of a Real Esfafte Agency Relationship. 24.1 The Parties arxf Brdcers agree that ateir reladionsllip(s) shah be gouerted by the prirxdples sd forth in the applk;abb sections of ate Califarrda CMI Code, as summarized in paregraph 24.2. 24.2 When entering into a discussion with a read estate agent regarding a red estate trartsactlort, a Buytx or Seller sftauld from are outlet trrtderstarrd wrrat type d agency relationship art represerrtakiort R has wffh the agerk or agents in the trerrsactiort. Buyer and Seller acknowledge being advised by the Brokers in this transadiort, as fellows: (a) Semis Agent A Sellers agent under a liatirtg agreement with ttte Seller ads as the agent far the 8eNx only. A Sellers apsr~ or subagent Itas the fdkrwing affirmative obligations: (1) To Eire Sebr. A fiduciary duty d trtrtost care, inbegn'ty, honesty, and in daattrtgs with era SeNer. (2) To Ehe Buyere-tct the Seler. a. Diligent exercise of reasonable skiQs and care in performance d ate agant"s dutbs. b. A duty d honest and fair deaNng and good faiat. c. A duty to disease all feats known to the agent materially aHectittg the value or desirability d the properly that are rtd known to, or vdtFtin the dAigart attention and observation d, the Parties. An agent is not obHgtrted to neveat to eiarer Party any confidential iMormetion abtairted from fire other Party which does not involve the t~rrrretive duties set forth above. (b) Boyar's Ager-t A seging agerR cart, with a Buyer's consent, agree to act as agent for the Buyer arty. In these situaitiorrs, are agent is not the Setters agent, even if by agreement the agent may reoeivis carrrperaation for services rarxterad, either in full art in part from the Sailer. Art agent acting ordy far a Buyer has the following affimtative obligatiorta. (1) To the Buyer: A fidueary day d utrnost care, inte~ity, Nottesty, and loyany in deafags with the sayer. (2) ro the &ryer and (he Seer: a. Diligent exercise d reasonable skip artd care in perfortrtenoe d are agerlCs duties. b. A duty d honest and fair and good faith. c. initials Page 6 of 8 lnita~ 9r1nPt_A~ns'irsn lnA~~efAsl Asst Falsts Ascnnrslinn RFVICFII Fnnn r1FaJ.RMAF A duty to disclose all facts known to the agent . ~ rateriatly affecting the value or desirability of the propene .not are not known to, or within the diligent attention and obsarvedion of, the Parties. An agent is not obligated to reveal to either Party any confxleMied infarrration obtained from the other Party which dose not irrvolve the affvmative dutieas set forth above. (c) Agent Representing Both SeNer ancf Buyer. A real estate agent, either acting diredty or through one ar more associate lio~ses, can legaly be the agent of both the SeNer and the Buyer in a transaction, but ony with the knowledge and consent of bath the Sallee and the Buyer. (1) In a dual agency situadion, the agent has the fdkywing affirmative obligations to bath the Seller and the Buyer, a. A fiduciary duty of utmost care, integrity, honesty and loyalty in the deaiinga with either Seller or the Buyer. b. Other duties to the Seller and the Buyer es stated above in their respective sections (a) or (b) of this paragraph 24.2. (2) In representing both Seller end Buyer, the agent may not without the express permissan of the respective Party, disclose to the other Party that the Selbr will accept a price less than the listing price or that the Buyer will pay a price greater than the price offered. (3) The above duties of the aperd ~ a real estate transaction do not relieve a Seller or Buyer from the responsibility to protect their own interests. Buyer and Seller should carefulty rwd atl ~roements to assure that they adequatety express their understanding of the transadian. A real estate agent is a person qualified to advise about reef estate. If kigat or tax advice is desirod, consult a comp~ent professional. (d) Further Disclosures. Throughout this transaction Buyer and Selbr may receive more than one disclosure, depending upon the number of agents assisting in the transaction. Buyer and Seller should each read its oonterna each time R is presented, considering the rolationship between them and the real estate agent in this transaction and that disclosure. Brduars have no responsibility wtth respect to any default or breach hereof by either Party. The liability (including court costs and attorneys' fees), of any Broker with respect to any txroech of duty, error or omission relating to this Agreement shall nd exrreed the fee received by such Broker pursuant to this Agreement: provided, however, that the foregoing lirrutediorr on each Brdcers tiat~ility shall rx~t be appticabb to any grass negligence or willful misconduct of such Broker. 24.3 Confidential Mfipnnafion: Buyer and Seller agree to identify to Brdters as "CanfiderttiaP any communication or ir>formatian given Brokers that is considered by such Party to tie cbMidential. 25. Construction of Agreemerft. [n construing this Agreement, all headings and titles are for the convenience d the parties only and shall rwt be considered a part of this Agreerr>ant. Whenever required by the c~nterd, the singular shall include the plural end vice versa. Unless otherwise specNlcalty indicated to the contrary, the word "days" as used in this Agreemerd shall mear- and refer to calendar days. This Agreement shell nd be cxmstrued as ff prepared by one of the parties, but rather according to its fair meaning as a whole, as ff both parties had prepared it 26 Additional Provisions: Additional provisions of this offer. 'rf any. eve as fdtoNrs or are attaded hereto by an addendum consisting d peragrephs - - - - - - - through - - - - - - - . (If there are no additional provisions write "NONE"J NONE- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - :NTION: NO REPRESENTATION OR RECOMMENDATION IS MADE BY THE AMERICAN INDUSTRWL REAL ESTATE ASSOCIATION OR BRQKER AS TO THE LEGAL SUFFICIENCY LEGAL EFFECT OR TAX CONSEQUENCES OF THIS AGREEMENT OR THE TRANSACTION Raul Varela 4203 Fernwood Avenue Lynwood, California 90262 June 21, 2001 Mr. Ralph Davis City Manager City of Lynwood 11330 Bullis Road Lynwood, Ca 90262 Subject: Proposal For Use Of The City Property At 11116 Wright Road Dear Mr. Davis: The City of Lynwood's Redevelopment Agency owns a parcel of land on Wright Road which has been vacant for quite a few years and as a result is very rundown and in need of maintenance. The City would be better off if the property were put to productive use. I am a long time resident of Lynwood and have been involved in community affairs far many years. Additionally my private towing business is based in Lynwood and has been operating for over 15 years. As you know I am a member of the United Families of Lynwood and I have been quite actively involved in volunteer efforts to clean up and maintain run down properties in the City. We have done this over the years in order to keep our community looking good and to encourage others to also maintain their own properties. Because of this background, it saddens me to see the City's property at 11116 Wright Road going to waste and basically becoming a blight and eyesore, even though it is in an industrial area. Proposal for a Joint Venture The City has need of putting a blighted parcel of land, which has been vacant for many years, to a good productive use. At the same time I am looking to expand and consolidate my towing business into an area which is appropriate for this type of operation. i think that we should be able to work together so that everyone can benefit. With this goal in mind, I am submitting the following proposal for consideration by the Lynwood Redevelopment Agency's Board of Directors. Removal of Blight As I have already mentioned, the Wright Road property is in need of quite a lot of repair and maintenance. The building which is on the property is badly deteriorated. The roof has quite a lot of leaks and probably needs to be replaced. As a result, water has gotten into the building and caused damage to the interior walls, flooring, electrical systems and to the structure itself. Considerable expense will be involved in bringing the building to a condition where it can be safely utilized. The remainder of the property consists of a paved parking lot and some areas for landscaping. The parking lot needs to be repaired to eliminate cracks and the asphalt sealed and restriped. The site needs to be refenced and green areas need replanting and a sprinkler system should be installed. These repairs along with a remodeling and painting of the building to make it fit my towing operation would create a property which would be an attractive addition to Wright Road and would turn an eyesore into a use appropriate to the area. Public Benefit In addition to the benefit of blight removal already previously described, a joint venture between the City and me would result in the following benefits. 7. Job creation for local residents 2. Removal of abandoned cars from private and public properties and parking lots through creation of a private impound system. 3. Revenue to the City in the form of a fee for every vehicle towed/stored as a private impound or as a CHP directed one. 4. Sale or lease of non-productive land and elimination of maintenance cost for City. As previously mentioned, I have been in the towing business for over 15 years. During this time my business has remained small and has involved only me and members of my family, I would like to expand my operation to include obtaining a license to do private impounds and also do impounds for the California Highway Patrol (CHP). in order to take my business to the next level t will have to have an appropriate facility. The CHP requires enough uncovered storage for at least 10 cars and enclosed space for at least 4 vehicles. The Wright Road property is ideal for this purpose. 1 estimate that 50 cars could be neatly stored in the lot and at least 6 could be stored inside. Because my proven track record in towing is in excess of the 5 year CHP requirement, it should be no problem to obtain the licenses necessary to expand my operation. The other aspect into which 1 wish to expand is private impounds. Under this system, I would obtain a license to tow away and store vehicles which are abandoned on private property such as supermarkets lots, motels, etc. At the request of the property owner, I would remove the abandoned vehicle and stare it and notify the registered owner as to where the vehicle is to be picked up. Again I would be willing to pay a fee to the City for every vehicle dealt with, incidentally no such service presently exists in Lynwood and when a property owner has need to get rid of an abandoned vehicle, it is done by a ~ ,. company outside the City and no revenue is generated locally. A well conducted operation can rid the City of the eyesore and nuisance caused by abandoned cars. Expansion of my business would of course involve having to hire employees. There will be need for a dispatcher, mechanic, maintenance person and for tow truck operators. I estimate that after a six mon#h start-up period there would be need for 5 new employees. Eventually this could expand to as many as 10. 1 would hire Lynwood residents to meet these expansion needs. Request to Lease/Purchase property With the concepts which i have described to you in this letter as a basis, I request that the Redevelopment Agency enter into exclusive negotiation with me for the lease of the property with an option to purchase. Obviously the terms of such an agreement depend on the value of the benefits to each of the parties involved and I would hope that we can come to a win-win agreement within a relatively short time. I look forward to your response on this matter of importance to both of us. Sincerely, Raul Varela