Loading...
13-1001_ACCRETIVE REALTY INVESTMENTS, LLC_D15_Agenda Report 3 0 10/11/2013 WJA.�c Additional item after posting of the Agenda City of San Juan Capistrano Agen port TO: Karen P. Brust, City r� FROM: Hans Van Ligten, City Attorney V 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. DISCUSSION/ANALYSIS: 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 City Council Agenda Report October 1, 2013 Page 2of2 (2) Require Accretive Realty, at Accretive Realty's sole cost and expense, to replace certain existing non-operational gate valves and add certain new gate valves, a new air vac, and a new blow off at locations specified in the Second Amendment to the Purchase and Sale Agreement. Accretive Realty has indicated that it is agreeable to these amendments. FISCAL IMPACT: If the transaction is closed on the closing date, the City will receive net proceeds after the cost of the sale. ENVIRONMENTAL IMPACT: Not applicable. PRIOR CITY COUNCIL REVIEW: • March 19, 2013, the City Council approved the Purchase and Sale Agreement between the City and Accretive Realty. • August 6, 2013, the City Council approved the First Amendment to the Purchase and Sale Agreement between the City and Accretive Realty. COMMISSION/COMMITTEE/BOARD REVIEW AND RECOMMENDATIONS: Not applicable. NOTIFICATION: Thomas Lebeau, Accretive Realty ATTACHMENT(S): Attachment 1 — Second Amendment to Purchase and Sale Agreement SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS 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 Seller, ("City") and ACCRETIVE REALTY INVESTMENTS, LLC,a California limited liability company,as Buyer("Buyer"), RECITA 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, 2013 (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 Original 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. A-GREEMENT NOW,THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,the patties agree as follows: 1. AccessLaEqmgnts, 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, Buyer shall execute any and all documents necessary to grant City such access rights;provided,however, that such access rights shall be reasonable and consistent with 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, 2. _BgygrLs_PV9- ion. Prior to the issuance of a grading permit for the to in li anon. Property, Buyer shall, at Buyer's sole cost and expense-, (A) replace those certain existing non- operational gate valves GV-D8-50, 49, and 48; (B) add those certain new gate valves with expander/reducer at GV-D8-48; (C) add new air vac at OV-D8-48; 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 WHEREOF,the parties have executed this Second Amendment as of the dates set forth after their signatures below. Com: CITY OF SAN JUAN CAPISTRANO a municipal corporation By: John Taylor,Mayor Attest: By: Maria Morris, City Clerk Approved as to form: By: Hans Van Ligten, City Attorney ACCRETIVE E ALTY INVESTMENTS, LLC, T a 0 Cali if ornia b t I ty company By: Name: Title: Date: VALVE EXHIBIT (see attached( 4 518013 61 4 ' i I I a8. Add air vac of GV- f' f. }8 8:acid blow off at +F�r 3§1;��. >0�����. yr "ab i���� ✓ ''`t�:''�,�.`�`.4�`'}��.� � .rl �: - '�{j� �, j�j f 'I alga Iscitatiors to peform work r- $212 154:5Fi1-08:t,4t} GV- Remove V } , tTees 7-123.SPP[}_20f n ; a within 70- ^i t5s t �c water tine f ES I + Pe Get-58-50 NI tv z t t�--- A , L 4 1 ` 3 r 3 C sKv a€tea n:m raavaam 10. 2ts _.. _. wo VA. - ' tr:�c^,�s.,.zaancpaee..-w,..aea. Ftrx x's!M xsascmlla axs�sasyan ca+aFYtiaexnxa7 sAt ratfp,a�iR�Bn fiw�'xd�s x+a aaII.