13-1001_ACCRETIVE REALTY INVESTMENTS, LLC_Agenda Report 10/1/2013
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City of San Juan Capistrano
Agen port
TO: Karen P. Brust, City r
FROM. flans Van Ligten; City Attorney
DATE: October 1, 2013
SUBJECT: Consideration of a Second Amendment to the Purchase and Sale
Agreement Relating to Lot 217 (Parcel No. 650-592-02) (Accretive Realty
Investments, LLC).
RECOMMENDATION:
By motion, approve a Second Amendment to the Purchase and Sale Agreement with
Accretive Realty Investments, LLC (Accretive Realty), to clarify Accretive Realty's post-
closing obligations relating to Lot 217 (Parcel No. 650-592-02); and, authorize the
Mayor to execute the Amendment.
EXECUTIVE SUMMARY:
The City Council previously entered into a Purchase and Sale Agreement with Accretive
Realty Investments, LLC, for the sale of Lot 217 (Parcel No. 650-592-02), comprised of
approximately 4.79 acres of land (the "Property"). The parties would like to amend the
Purchase and Sale Agreement to clarify Accretive Realty's post-closing obligations
relating to the Property.
Staff recommends the City Council consider the Second Amendment to the Purchase
and Sale Agreement (Attachment 1) and if found appropriate, authorize the Mayor to
execute the Agreement on the City's behalf.
DISCUSSIONfANALYSIS:
If approved, the Second Amendment to the Purchase and Sale Agreement will amend
the Purchase and Sale Agreement between the City and Accretive Realty to:
(1) Clarify that, to the extent existing utility dedications and easements recorded
against the Property in favor of City do not already grant the City access rights to
such easements, then, at City's request, Buyer shall execute any and all
documents necessary to grant City such access rights; and
SECOND AMENDMENT TO
PURCHASE AND SALE AGREEMENT AND;JOINT ESCROW INSTRUC71ONS
THIS SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT AND
JOINT ESCROW INSTRUCTIONS (this "Second Amendment")is dated as of October 1, 2013,
between CITY OF SAN JUAN CAPISTRANO, as Setter, ("City") and ACCRETIVE REALTY
rNVESTMENTS, LLC,a California limited liability company,as Buyer("Buyer").
REQj
A. Prior to the date hereof, Buyer and City executed that certain Purchase and Sale
Agreement and Joint Escrow Instructions dated as of March 26,2013,as amended by that.certain
First Amendment to Purchase and Sale Agreement and Joint Escrow Instructions dated August 6,
20113 (as amended, the "Original Agreement"), pursuant to which City agreed to sell to Buyer
and Buyer agreed to buy from City the "Property" as defined and on the terms and conditions set
forth therein.
B. The parties desire to amend the Originsi Agreement pursuant to the terms and
conditions set forth below,
C. The Original Agreement as amended by this Second Amendment is referred to in
this Second Amendment as the "Agreement," Any capitalized terms used but not defined in this
Second Amendment shall have the meanings assigned to such terms in the Original Agreement,
AGREEMENT
NOW,THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged,the parties agree as follows-
I I Access Egernents Buyer acknowledges that there- are several existing utility
dedications and easements recorded against the Property in favor of City that run with the land,
and as of the Close of Escrow, shall be binding on Buyer and its successive owners. To the
extent such easements do not already grant the City access rights to such easements, then, at
City's request, Bayer shall execute any and all documents necessary to grant City such access
rights; provided,however, that such access rights shall be reasonable and consistent Aith Buyer's
planned development on the Property as shown on that certain Site Plan approved by the
Planning Commission of the City on September 24, 2013, The documents executed by Buyer
pursuant to this Section 'I shall be in recordable form,and shall be delivered by Buyer to Escrow
Holder at least one (1)business day prior to the Closing.. Escrow Holder is instructed. to record
such documents in the Office of the County Recorder of the County of Orange following the
recordation of the Grant Deed,
1 Buygfs Post-Closing..Qhfig_ation, Prior to the issuance of a grading permit for the
Property, Buyer shall, at Buyer's sole cost and expense, (A) replace those certain.existing non-
operational gate valves GV-DS-50, 49, and 49; (B) add those certain new gat-, valves with
expander/redu"r at GV-D8-48;(C) add new air vac at GV-1 8-48; and (D) add new blow off at
GV-D8-49, the locations of which are shown on Exhibit"I"attached hereto and incorporated by
this reference. Buyer's obligations set forth in this Section 2 shall survive the Close of Escrow.
3. Miscellaneous. This Second Amendment shall be governed and construed in
accordance with the laws of the State of California. The parties acknowledge that, with respect
to the transactions contemplated herein, each party and its counsel have reviewed and revised
this Second Amendment and the normal rule of construction to the effect that any ambiguities
are to be resolved against the drafting party shall not be employed in the interpretation of this
Second Amendment. This Second Amendment also constitutes an amendment to the escrow
instructions in the Original Agreement. This Second Amendment may be executed in
counterparts, each of which will be deemed a duplicate original and all of which taken together
shall constitute one document. The parties may execute and deliver this Second Amendment by
forwarding electronically transmitted copies hereof, which shall have the same binding effect as
original signatures, and the parties hereby waive any defense to validity based on any such
copies or signatures.
(REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
IN WITNESS 'V HEREOP) the parties have executed this Second Amendment as
of the dates set forth seer thea sutures below.
Com'•
CI i Y OF SAN JUAN C:APIS I RANO
a municipal corporation
By:
John Taylor,Mayor
Date:
Attest:
By:
Maria Morris,City Clerk
Approved as to Conn:
By: .,
Hans Van Ligten, City Attorney
Buyer.
ACCRETIVE A.LTY rNVESTMENTS,LLC,
a California li # t3'company
By:
Name:
Title:
Date: f I f,fir
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