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1996-1015_OVERLAND RESOURCES_Representation AgreementREPRESENTATION AGREEMENT THIS REPRESENTATION AGREEMENT, hereinafter is called "Agreement" is made and entered into this 15th day of October, 1996, by and between the City of San Juan Capistrano a municipal corporation, duly organized and existing under and by virtue of the laws of the State of California, hereinafter referred to as "City," and Overland Resources, Incorporated, hereinafter referred to as "Consultant" for the right and authority to sell certain real property located in the City of San Juan Capistrano, County of Orange, State of California more particularly described in Exhibit A of this Agreement. WITNESSETH: WHEREAS, City undertook a street improvement project within its political jurisdiction which required the acquisition of real property; and WHEREAS, City's project, known as the Stonehill Extension Project (Project) was a cooperative effort between the County of Orange and the State of California, Department of Transportation (CALTRANS) and the City; and WHEREAS, the acquisition and disposition of real property for PROJECT must be performed in conformance with applicable State and Federal policies and procedures; and WHEREAS, City does not have trained staff available to perform the requisite real property transaction services and desires to contract for such services; and WHEREAS, responsibility for selection of private sector consultants to perform work on Federally assisted local transportation projects has been delegated by CALTRANS to the local agencies, subject to using a consultant criteria and selection guide; and WHEREAS, Consultant represents that Consultant is duly qualified to provide said services; NOW, THEREFORE, in consideration of the covenants and conditions contained herein the parties agree as follows: 1 SECTION 1. GENERAL UNDERSTANDING, The considerations of work on the project shall be governed by the conditions contained herein. In general, the tasks delineated herein are to be performed with minimum direction and assistance from City. All work performed by Consultant, however, shall be subject to review and approval of City Manager or his designee at all times. SECTION 2 SCOPE OF TASKS BY CONSULTANT, CONSULTANT will: A. Provide City with real property disposition and oversight services. Real property disposition services are to consist of preparation of documents as are necessary to convey fee title from City to interested party/ies and any other documentation as needed by CALTRANS for the PROJECT. Oversight services are to consist of requisite appraisals and market studies, sales process counseling, review of agreements and certification of documents, and State/Federal liaison on real property matters as required for City to maintain compliance with State and Federal laws and regulations relative to PROJECT activities. B. Provide City with guidance pertaining to development and maintenance of disposition documentation and forms including, but not necessarily limited to, files, title information contracts, deeds, transaction memorandum, offer summaries, owner notifications, appraisal format, and other matters which are pertinent to maintaining compliance with Federal and State Uniform Relocation Assistance and Real Property Acquisition Policies Act. [(42 United States Code 4601 et seq.) and California Government Code § 7260-7277 inclusive], respectively and will also be in conformance with State's Right of Way Manual, Relocation Assistance Handbook, Title 25 Division I, Chapter 6 of the California Code of Regulations and other policy documents, such as the CALTRANS Policies and Procedures as adopted therefrom, and as my be revised, modified or amended. C. Provide City with a written technical review of all appraisal reports completed for Real Property disposition purposes. Said appraisals shall be by qualified appraisal staff and the reviews shall conform to State - adopted Uniform Standards of Professional Appraisal Practice (USPAP). D. Make it understood and agreed that the property is being sold "as is," and that interested party/ies, have or will have prior to the closing date, inspected the property and that neither the City nor the CONSULTANT make any representations or warranties as to the physical condition or suitability for buyer's intended use. E. Accomplish the above tasks A thru D utilizing the project approach as outlined in Section 2. of the Consultant Proposal for Property Disposition Services dated September 16, 1996 attached to and incorporated herein by reference as exhibit "B" of this Agreement. 2 • 0 The services provided under this Agreement shall begin upon execution of this Agreement by both parties. Completion of Consultants services referred to herein as evidenced in writing by both parties; or in the event the dispositions are not completed, agreement shall terminate two (2) years from the date of this Agreement, unless extended by mutual consent of the Parties. Termination of Agreement shall be consummated with payment to CONSULTANT by City of all billings due. In consideration of the Consultant services to be rendered subject to this Agreement City shall pay to consultant the following: A $9,200 retainer is due and payable upon acceptance of this agreement for establishing the requisite benchmark information: (1) Appraisal Services Establishing inventory value, assisting in the determination of "Capable of Independent Development," providing an opinion of fair market value (appraisal report) for the two sites, and assisting with determination of the development value (non report) (2) Title information (two preliminary title reports) Section B. Dispo i ion: Upon completion of the benchmark information the City shall at it's option select a simple disposition or a development disposition process for the parcels to be sold. The City shall pay the consultant the following: Simple Disposition- A 10% commission of the purchase price, or $9,500, whichever is greater, due and payable, when the property is sold, exchanged or otherwise conveyed during the term of the agreement pursuant to Section 3 above. Development Disposition: A 10% commission of the purchase price, or $25,000 whichever is greater, due and payable, when the property is sold, exchanged or otherwise conveyed during the term of the agreement pursuant to Section 3 above. In the case of any sale accomplished through an escrow, this commission or fee shall be assigned to the Consultant by escrow and shall be paid at close of and through escrow, and consultant shall be entitled to make demand of any escrow holder for payment from the proceeds of sale. SECTION 5 COVENANT AGAINST CONTINGENT FEES Consultant warrants that Overland Resources has not employed or retained any company or person, other than a bona fide employee working for Consultant, to solicit or secure this Agreement, that Overland Resources has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift or any other consideration, contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to annul this Agreement without liability, or, at its sole discretion, to deduct from the Agreement price or consideration, or otherwise recover the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. SECTION 6. EXPENSES. Consultant acknowledges City is under no obligation to compensate Consultant for services rendered or expenses accrued under this Agreement in excess of the maximum compensation specified in Section 4. SECTION 7 OWNERSHIP OF DOCUMENTS All reports, plans, studies, appraisals or other documents prepared or obtained under the terms of this Agreement shall be delivered to, and become the property of City, and basic survey notes and sketches, charts, computations and other data prepared or obtained under this Agreement shall be made available upon request to City without restriction or limitation on their use. SECTION 8. NON -DISCLOSURE. The studies, plans, reports, appraisals, materials and documents prepared or acquired by Consultant pursuant to this Agreement (including any duplicate copies kept by Consultant) shall not be shown to any other public or private person or entity, except as authorized by City. Consultant shall not disclose to any other public or private person or entity any information regarding the activities of City, except as authorized by City. SECTION 9. CONFLICT OF INTEREST. For the duration of this Agreement, Consultant shall not act as consultant or perform services of any kind for any person or entity in regard to this project without the prior written consent of City. 4 No additional fee shall be paid by City for additional consulting services not included in this Agreement without the written approval of the City prior to undertaking such work. In the event of suspension of project by City, Consultant shall have the right to renegotiate fees if delay is greater than six (6) months. City may, without cause, terminate this Agreement at any time prior to completion by Consultant of any of the services required hereunder. Notice of termination of this Agreement shall be given in writing to Consultant, and shall be sufficient to complete when same is deposited in the U.S. mail, first class postage prepaid. In the event this Agreement is terminated by City, Consultant shall be paid the value of services performed by him pursuant to this Agreement prior to the date of termination thereof, such value to be the total to which he shall have become entitled, as determined by the City, less the amount of any payments previously made, but in no event exceeding the maximum contract amount stated in Section 4. Unless otherwise specified herein, any dispute over a question of fact arising under this Agreement which cannot be resolved by agreement between the parties may be, by mutual consent of the parties, submitted to a "Board of Arbitration" consisting of three (3) arbitrators having expertise relating to this contract subject matter, one of whom shall be selected by each of the parties, and the third by the two members selected by the parties. Each of the parties shall pay the member selected by it, and the compensation of the third member shall be paid equally by the parties. The parties shall be bound by the decision of the Board of Arbitration. Neither any part nor all of this Agreement may be assigned or subcontracted, except as otherwise specifically provided under Section 2 of this Agreement herein, or to which City, in its sole discretion, consents to in advance thereof in writing. Any assignment or subcontracting in violation of this provision shall be void. Consultant shall maintain all books, documents, papers, employee time sheets, accounting records and other evidence pertaining to costs incurred and shall make for three (3) years from the date of final payment under this Agreement. Make available to City, or its authorized 5 representatives, or State and Federal auditors, upon reasonable prior written request and at reasonable times, any and all books, accounts, financial cost and accounting records, bill and other records and documents concerning any of the services rendered to City. At all times during the term of this Agreement, Consultant shall be an independent contractor and shall not be an employee of the City. City shall have the right to control Consultant only insofar as the results of Consultant's services rendered pursuant to this Agreement; however, City shall not have the right to control the means by which Consultant accomplishes services rendered pursuant to this Agreement. All persons employed to provide services under this Agreement shall be employees or contractors of Consultant and shall not be deemed employees of City for any reason or purpose. Consultant shall be responsible for providing worker's compensation insurance coverage for all persons employed to perform services under this Agreement. Consultant shall be responsible for all injuries to persons and for damages to real or personal property of City, caused by or resulting from any activity or operation of Consultant, its employees or its agents during the progress of or connected with the rendition of services hereunder. Consultant shall defend and hold harmless and indemnify City and all officers and employees of the City from all costs and claims for damages to real or personal property or personal injury to any third party resulting from the activity of itself, employees or its agents. 1) Comprehensive GeneralLiability- Consultant shall maintain in full force and effect comprehensive general liability coverage, including premises operations, products/completed operations, broad form property damage and blanket contractual liability in the following minimum amounts: $500,000 property damage; $500,000 injury to one person/any one occurrence/not limited to contractual period; $1,000,000 injury to more than one person/any one occurrence/not limited to contractual period. 2) Comprehensive Automobile Liability, Consultant shall maintain in full force and effect comprehensive automobile liability coverage, including owned, hired and non -owned vehicles in the following minimum amounts: 131 $500,000 property damage; $500,000 injury to one person/any one occurrence/not limited to contractual period; $1,000,000 injury to more than one person/any one occurrence/not limited to contractual period. 3) Worker's Compensation. If Consultant employs employees to perform services under this Agreement, Consultant shall obtain and maintain, during the life of this Agreement, Worker's Compensation Employer's Liability Insurance in the statutory amount as required by state law. These policies shall not terminate, nor shall they be canceled nor the coverage reduced until after 30 days' written notice is given to the City. Consultant shall provide to City certificates of insurance establishing that the required insurance coverages have been secured by Consultant. Consultant shall provide an endorsement to City establishing that City has been legally added as an additional insured to the insurance policies required under this Agreement. Consultant shall submit proof of insurance requirements under this Agreement to the City Clerk's office prior to beginning any work under this Agreement. Consultant shall not receive any compensation until all insurance provisions have been satisfied pursuant to Section 17 of this agreement. Consultant represents and warrants to City that he has all licenses, permits, qualifications and approvals of whatever nature that are legally required to practice his profession. Consultant represents and warrants to City that Consultant shall, at his sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit or approval which is legally required for Consultant to practice his profession. Except as City may specify in writing, Consultant shall have no authority, express or implied, to act on behalf of the City in any capacity as an agent. Consultant shall have no authority, express or implied, pursuant to this Agreement, to bind City to any obligation. 7 • 0 Consultant agrees to assign the following person/persons to perform the tasks set forth in the Consultant Proposal for Property Disposition Services date September 16, 1996. Consultant shall not unilaterally alter the assignment of the above personnel without the authorization of the City Manager or his designee. City shall have the unrestricted right to order the removal of any person/persons assigned by Consultant by giving oral or written notice to Consultant to such effect. Pursuant to Council policy, it has been determined that the services to be rendered under the provisions of this Agreement are excluded by the requirement of filing a Financial Disclosure Statement by California Administrative Code Section 18700(2)(A) and (B). Consultant certifies that to the best of its knowledge, no City employee or office of any public agency interest in this Agreement has any pecuniary interest in the business of Consultant and that no person associated with Consultant has any interest that would conflict in any manner or degree with the performance of this Agreement. Consultant represents that it presently has no interest and shall not acquire any interest, direct or indirect, which could conflict in any manner or degree with the faithful performance of this Agreement. Consultant is familiar with the provisions of Government Code Section 87100 and following, and it certifies that it does not know of any facts which constitute a violation of said provisions. Consultant will advise the City if a conflict arises. 0 0 IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first hereinabove written. CITY OF SAN JUAN CAPISTRANO By: Wy t Hart, Mayor OVERLAND RESOURCES. INC. ATTEST Cheryl Johnsa, Ci Clerk AP VED AS TO M: ki6 hard K. Denhalter /d � l Qd City Attorney C:\DOUGLAS\AGREEMW\OVERLND.AGR 0 0 LEGAL DESCRIPTION Stonehill Drive Project No. : Y63 PARCEL NO. 133: A strip of land, 104.00 feet wide, in those portions of the Pryor Homestead Tract, in the Rancho Boca de la Playa, in the City of San Juan Capistrano, County of Orange, State of California, per map of partition of said tract in the decree of the Superior Court of the State of California, in and for the County of Orange, in Case No. 1210, described as Parcel 1 and Parcel 2 in a deed to YMR Development, a limited partnership, recorded July 24, 1970 in book 9355, page 633 of Official Records in the office of the County Recorder of said county, the center line of said strip of land being described as follows: Beginning at the northerly terminus of that certain course shown as :having a bearing of N.2032'40"W. and a length of 630.57 feet in the center line of Del Obispo Street, per map of Tract No. 11074, recorded in book 474, pages 35 through 38 of Miscellaneous Maps in the office of said County Recorder, said northerly terminus being monument with an Orange County Surveyor's (O.C.S.) 2-1/4 inch aluminum cap stamped "P.I. 1974"; thence S.2032'45"E., 98.09 feet along said center line to an intersection with the center line of Stonehill Drive as shown on said map, said intersection being the TRUE POINT OF BEGINNING; thence 5.76042'13"E., 1418.74 feet along said center line of Stonehill Drive and its easterly prolongation to the beginning of a tangent curve, concave southerly and having a radius of 2000.00 feet; thence Easterly 132.88 feet along said curve through a central angle of 3048124"; thence tangent to said curve 5.72053'49"E., 1130.65 feet to the beginning of a tangent curve, concave northerly and having a radius of 1600.00 feet; thence Easterly 226.50 feet along said curve through a central angle of 8°06'39"; thence tangent to said curve 5.81000'28"E., 136.58 feet to the center line of that certain strip of land, 100.00 feet wide, described in the deed to the State of California recorded April 2, 1930 in book 374, page 101 of said Official Records. EXCEPT that portion thereof included within the land described in said deed to the State of California and in a deed to the State of California recorded June 14, 1930 in book 393, page 201 of said Official Records. PARCEL NO. 133.1: That portion of the Pryor Homestead Tract, in the Rancho Boca de la Playa, in the City of San Juan Capistrano, County of Orange, State of California, per map of partition of said tract in the decree of the Superior Court of the State of California, in and for the County of Orange, in Case No. 1210, described as Parcel 2 in a deed to YMR Development, a limited partnership, recorded July 24, 1970 in book 9355, page 633 of Official Records in the office of the County Recorder of said county, bounded as follows: EXHIBIT A LKY:6022611405481 -1- On the north by the northerly line of said Parcel 2; on the east by the west line of the land described in the deed to the State of California recorded April 2, 1930 in book 374, page 101 of said Official Records; on the south by the northerly line of hereinbefore described Parcel No. 133; and on the northwest and west by the following described line: beginning at the intersection of the west line of the land described in said deed to the state of California with the north line of the land described in said Parcel No. 133; thence N.81000'28"W., 65.97 feet along said north 'line to the TRUE POINT OF BEGINNING; thence N.52024'59"E., 36.31 feet to a line that is parallel with and 39.50 feet west from said west line; thence N.5050'27"E., 36.45 feet along said parallel line to the beginning of a tangent curve, concave easterly and having a radius of 2089.50 feet, said curve being concentric with said west line; thence Northerly 71.11 feet along said curve through a central angle of 1°57'00" to said northerly line. PARCEL NO. 133.2: That portion of the Pryor Homestead Tract, in the Rancho Boca de la Playa, In the City of San Juan Capistrano, County of Orange, state of California, per map of partition of said tract in the decree of the Superior Court of the State of California, in and for the County of Orange, in Case No. 1210, described as Parcel 2 in a deed to YMR Development, a limited partnership, recorded July 24, 1970 in book 9355, page 633 of Official Records in the office of the County Recorder of said county, bounded as follows: On the east by the most westerly line of the land described in the deed to the State of California recorded June 14, 1930 in book 393, page 201 of said Official Records; on the north by the southerly line of the hereinbefore described Parcel No. 133; and on the southwest by the following described line: beginning at a point on said southerly line of said Parcel No. 133, distant N.81000128"W., 28.17 feet along said southerly line from its intersection with said most westerly line; thence 5.37°35'00"E., 34.37 feet; thence S.2055'58"E., 29.50 feet to said most westerly 'line. PARCEL NO. 133.3: Those portions of the Pryor Homestead Tract, in the Rancho Boca de la Playa, in the City of San Juan Capistrano, County of Orange, State of California, per map of partition of said tract in the decree of the Superior Court of the State of California, in and for the County of Orange, in Case No. 1210, described as Parcel 1 and Parcel 2 in a deed to YMR Development, a limited partnership, recorded July 24, 1970 in book 9355, page 633 of Official Records in the office of the County Recorder of said county, lying northerly of a line that is parallel and concentric with and 52.00 feet northerly from the center 'line hereinbefore described in Parcel Np. 133. EXCEPT that portion thereof lying easterly of the generally westerly line of the land hereinbefore described as Parcel No. 133.1. EXHIBIT A LKY:6022611405481 -2- ALSO EXCEPT that portion thereof lying northerly of the following described line: Beginning at a point on that certain course cited as having a bearing of S.7002'45"E. and a length of 419.16 feet, in the general westerly line of the land described in said Parcel 1, distant S.6014148"E., 151.11 feet along said certain course from its northerly terminus; thence S.67 -11'1111E., 2.77 feet; thence 5.78°36'27"E., 100.50 feet; thence 5.74°05126"E., 329.85 feet to said generally westerly line of said Parcel No. 133.1. PARCEL NO. 133.4: Those portions of the Pryor Homestead Tract, in the Rancho Boca de la Playa, in the City of San Juan Capistrano, County of Orange, state of California, per map of partition of said tract in the decree of the Superior Court of the State of California, in and for the County of Orange, in Case No. 1210, described as Parcel 1 and Parcel 2 in a deed to YMR Development, a limited partnership, recorded July 24, 1970 in book 9355, page 633 of Official Records in the office of the County Recorder of said county, lying southerly of a line that is parallel and concentric with and 52.00 feet southerly from the center line hereinbefore described in Parcel No. 133. EXCEPT that portion thereof lying easterly of the most westerly line of the land described in the deed to the State of California recorded June 14, 1930 in book 393, page 201 of said Official Records. ALSO EXCEPT that portion thereof included within the land hereinbefore described as Parcel 133.2. ALSO EXCEPT that portion thereof included within the land described in a document executed by Mariel A. Mushett, recorded May 29, 1986 as Document No. 86-221385 of said official records. ALSO EXCEPT that portion thereof lying southwesterly and westerly of the following described line: Beginning at a point on that certain course cited as having a bearing of 5.34°20'00"E. and a length of 178.56 feet in the general westerly line of the land described in said Parcel 1, distant 5.33°32'03"E., 47.85 feet along said certain course from its northwesterly terminus; thence 5.68059'40"E., 238.74 feet to a line that is parallel with and 115.00 feet west from said most westerly line; thence S.5050'27"w., 95.00 feet along said parallel line to the northerly line of said land described in a document executed by Mariel A. Mushett. Parcel No. 133.7: That portion of the Pryor Homestead Tract, in the Rancho Boca de la Playa, in the City of san Juan Capistrano, County of Orange, State of California, per map of partition of said tract in the decree of Superior Court of the State of California, in and for the County of Orange, in Case No. 1210, described as Parcel 1 and Parcel 2 in a deed to YMR Development, a limited partnership, LKY:6022611405481 -3- EXHIBIT A 0 0 recorded July 24, 1970 in book 9355, page 633 of Official Records in the office of the County Recorder of said county, lying northerly and westerly of the following described line: Beginning at a point on that certain course cited as having a bearing of 5.7002145"E., and a length of 419.16 feet, in the general westerly line of the land described in said Parcel 1, distant 5.6°14148"E., 151.11 feet along said certain course from its northerly terminus; thence 5.67011111"E., 2.77 feet; thence 5.78036'27"E., 100.50 feet; thence 5.74°05'26"E., 329.85 feet to a point on the westerly line of .the hereinbefore described Parcel No. 133.1, said point being a point on a curve in said westerly line, concave easterly and having a radius of 2089.50 feet a radial line of said curve to said point bears 5.74°05'26"E.; thence Northerly 66.35 feet along said curve through a central angle of 1057'00" to the northerly line of said parcel 2. Parcel No. 133.8: That portion of the Pryor Homestead Tract, in the Rancho Boca de la Playa, in the City of San Juan Capistrano, County of orange, State of California, per map of partition of said tract in the decree of Superior Court of the State of California, in and for the County of Orange, in case No. 1210, described as Parcel 1 and Parcel 2 in a deed to YMR Development, a limited partnership, recorded July 24, 1970 in book 9355, page 633 of Official Records in the office of the County Recorder of said county, bounded southerly by the northerly line of the land described in a document executed by Muriel A. Mushett, recorded May 29, 1986 as Document No. 86-221385 of said Official Records, and bounded northerly and easterly by the following described line: Beginning at a point on that certain course cited as having a bearing of 5.34'20'00"E., and a length of 178.56 feet, in the general westerly line of the land described in said Parcel 1, distant 5.33032103"E., 47.85 feet along said certain course from its northwesterly terminus; thence 5.68059'40"E., 238.74 feet to a line that is parallel with and 115.00 feet west from the west line of the land described in a deed to the State of California recorded June 14, 1930 in book 393, page 201 of said Official Records; thence S.5050'27"W., 95.00 feet along said parallel line to said northerly line of said land described in a document executed by Muriel A. Mushett. See EXHIBIT B attached for reference only. APPROVED: i ROBERT LIVING TChief V. P. ROSALRS Right -of -Way Enleering Section Registered Civil Engineer Certificate No. 30829 Expiration Date: March 31, 2000 LKY:6022611405481 -4- EXHIBIT A /o 4 co. 0 ^ JJ 4gE ti � <n 252.c?p• c °� STAN a . e'os• 9" j ANDREW Y. LUI. et al. Trustees 7AP. 121254-02 PCL! PER 0-.1432811851 ond DOC .86-57j960 S. and Q,q o /j� � mese e9`t'6 oc'�,y \v66%O Q, \ I 1790' \ 3 S'�Os2sE 4./. Oe95C00. �� o /33� �AQY S �2g95 e o. 254-i7 .� 'ABs• z8 I MURIEL A. MUSHETT '-p• 12/-254-18 ")OC. 85-342971 x.86-221385 EXHIBIT B 226.50 ti 9 h �RNE h MICHAEL J,WELTHER A.P.121-254-19 0-.13062/169 50' I ORANGE COUNTY ENVIRONMENTAL MANAGEMENT AGENCY I LOCATION MAP RIGHT - OF - WAY ENGINEERING PROJECT : STONEHILL DRIVE Y63 I SCALE : 1"=100' 0 Project Approach Generally, the disposition procedure involves a three phase process: ■ establishing some benchmark information for decision making purposes; ■ planning the disposition program based on the results of the benchmark conclusions; and ■ implementing the disposition program and/or marketing the parcels to the public. Once the title to the parcels is transferred to the City, the City is capable of disposing the two excess parcels and extinguishing the debt obligation without further liability to the federal government. However, this simplistic approach leaves two massive slope areas un -landscaped, may not maximize the highest and best use of the land, and leaves two possible development sites undeveloped. We believe that with some creative thinking and "development planning", we can provide recommendations on how to market these properties to maximize their value to the City. Our Scope of Work is thus divided into 1= sections: the first section discusses the preliminary steps necessary to establish all benchmark information, the next section discusses the tasks to be performed for a simple disposition program. The final section discusses the steps we will take to market and dispose of the property under a development disposition program. Scope of Work The following items represent our proposed scope of work for this project; the items shown are intended to be general examples of the steps that may or may not be required. Overall, we will comply with the requirements of Caltrans Guidelines; Right of Way, Chapter 16 - Excess Land, Sections 16.01.00.00 through 16.12.00.00 Section One - Establishing Benchmark Llfbrmation: 1. Meet with City to refine project goals and establish time lines. 2. Compile maps, plans, existing contracts, existing title information, and planning and zoning information. Order new title information as necessary. 3. Determine the inventory parcels, create parcels files, determine the VTA (Value at the Time of Acquisition), and Inventory Value of the parcels. 4. Make findings as to whether these excess parcels meet the requirements to allow for a direct sale to an adjacent property owner without bid ("Finding A Sales" and "Finding B Sales"). 5. Make a determination of whether the parcels are capable of independent development. 6. Retain an independent fee appraiser to provide an opinion of the appraised value for the parcels. Or, if the value of the parcels are deemed low, perform a limited "Public Sale Estimate". 7. Prepare a report to the City outlining our recommendations for pursuing a Simple Disposition Program or a Creative Disposition Program. Exhibit B Section Two - Simple Disposition Program: Note: the procedures vary depending on whether the appraised value is above or below $5,000. 8. Determine the available methods of disposal: - Internal transfer - Public sale - Direct sale to adjoining parcel owner - Direct conveyance to other public agencies, districts, or utility companies - leasing - less than full fee conveyance (e.g. landscape maintenance easement) 9. Provide appropriate postings and mailings to allow for disposition. 10. If direct sale, establish a direct sale program 10a. negotiate with owner of adjacent property I Ob. negotiate a purchase and sale agreement and coordinate sale through escrow 11. If public sale, establish a public sale program to attract the widest possible market 11 a. offer to sale to all qualified public agencies I lb. create purchase package including terms and minimum bid I 1 c. advertise the sale and provide mailings to City's mailing list I id. conduct public sales auction 11 e. coordinate transfer through close of escrow Section Three - Development Disposition Program: 12. Use benchmark information as a basis to determine if there is a possibility of economic plottage value gained from joinder with the City's slope parcels (in operating right of way) 13. Use benchmark information as a basis to determine if there is a possibility of economic plottage value gained from joinder with adjacent properties 14. Perform simple earthwork calculations and preliminary engineering estimates to arrive at the sitework costs involved with merger of the various adjacent properties. 15. Perform some development cost estimates with assistance of independent fee appraiser to establish probable values to developers 16. Analyze and choose an appropriate disposition strategy. Determine if the parcels can be disposed of directly or only through the public auction process 17. Firm up the cost estimates and earthwork calculations, and plan a marketing strategy utilizing the commercial real estate brokerage community 18. Create site plans on AutoCAD (including access issues) and secure preliminary entitlement review from City planning staff 19. Market the "project" to interested parties and provide sales packages to potential parties 20. Negotiate with potentially interested parties and participate in negotiations with City staff and RDA if requested 21. Conduct a sales auction if required including the preparation of an Option Sales Contract 22. Coordinate the transfer through the close of escrow Q IO 2 L NO I/ 10/02/97 06:04PM 0 USAA GENERAL AGENCY PAGE 002 OF 002 R9URF$A�CE AGENCY, INC THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION u Fredericksburg Rd. ntonio, TX 78288 ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. COMPANIES AFFORDING COVERAGE LO-"343-1546 comFWA Insurance Companies A YIl1U RC7 Vurces Inc. COMPANY Cabot # Hills, CA 92653 gunaHi COBANY c COMPANY D CpuENAGB ' THs IS TOCERTIFY THAT THE POLICIESOF INSURANCE LISTED BE LOW HAVE BEEN ISSUED TO THE INSUREON ANTED ABOVE FOR THE POLICY PERIOD INDICATED,NOT W ITHSTANDING ANYREQUIREMENT, TERMOR CONDITION OF ANYCON TRACTOR OTHERDOCJMENT W ITHRESPECTTO W HICHTHIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. CD LTR TYPE OF INSURANCE POLICY NUMBER POLICYEFFECTIVE DATE(MMR)DIYY) POLICVEXPIRRTION DATE(MMIDOIYY) UNITS 2000000 62000000 X DENTINAL LIABILITY 1 4548961 /03/97 3 03/98 GENERAL AGGREGATE $ COMMERCIA_.XEnA'_LIABILF PRODUCTS-COMP/OP AEG $ 1000000 CLAIMS MADE OCCURPERSONAL & ADY INJURY $ 1000000 OWNER'S B CONTRACTOR'S PROT EACH OCCURRENCE S 100000 HRE UAMAGE (Any ore Tire) S 10000 MED EXP (Any one person) g AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1000000 ANY AUTO ,BODILY INJURY (Par Person) $ I X ALL OWNED AL, SCHEDULED AUTOS x HIRED AUTOS NON OWNEO AUTOS BODILY INJURY $ (Rei accltlen0 JL4548961 /03/97 3/03/98 PROPERTY DAMAGE S OARAOE LIABILITY ,AUTO ONLY - EA ACCIDENT $ ANY AUTO OTHER THAN AUTO ONLY: EACH ACCIDENT $ GGREGATE $ 1000000 X OXCESS LIABILITY JL4548961 /03/97 3,'03/98 EACH OCCURRENCE $ 1000000 UMBRELLA FORM AGEREGATE S OTHER THAN UMBRELLA FORM $ WORKERS COMPENSATION AND STATUTORY LIMITS EMPLOYERS' LIABILITY ' - EACH ACCIDENT S THE PROPRIETOR/ PARTNERS/EXECUTIVE INCL DISEASE -POLICY LIMIT $ OI SE -E EACH EMPLOYEE S C)FACERS ARE EXCL OTHER f� IbiiDd•1DF��vBBdcI�BMlnterest may appear. w SHOULD AN V OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE ity of San Juan Capistrano 30 EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL ity Clerks Dept. DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, tn: Dam FAILURE T MAIL SUCH NOTICE BHA" IMPOSE NO OBLIGATION ON LIABILITY 2400 Paseo Adelanto OF ANY UPON THE A Y, AGENT! OR ■. an Juan Capistrano CA 92675 " E I aC4ii b 3s4t798 , ; :....: � '` , :: ,. '0`At0EI6 0IpRpgkE ': jO#t,,r /02/97 06:04PM • USAA GENERAL AGENCY F a x C o v e r S h e e t 0 From Contact Name:10-02-97 USAA#: 103302110 From Company Name:USAA General Agency, Inc. To Contact Name :Attn: Dawn To Company :City of San Juan Capistrano Fax Telephone # :17144931053 Comments: Acord 25 - Certificate PAGE 001 OF 002 October 2, 1997 Mr. John Shaw City Attorney City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Dear Mr. Shaw: This firm received notification from the Deputy City Clerk earlier this week (attached) that Overland Resources, Inc. is on the "non -pay" list for non-compliance with the City's insurance requirements and further indicated that we have never been in compliance. The contract between the City and Overland is for real estate brokerage services associated with Overland's representation of the City in the sale of excess parcels at Stonehill and Camino Capistrano. As you may know, we have been working on this project sine 1996 and have received partial payment under this contract. We aie nearing a stage in the process where your office is preparing sale agreements for the escrow of these parcels. As our compensation under this contract is primarily in the form of commission earned, I would like to settle this matter and put the City in a comfortable posture for the conclusions of our activities. The issue, as I understand it, is in the Certificate of Insurance we provided. Our insurance carrier utilizes the industry -standard Acord form No. 25-S. As you know, agents are not authorized to modify the terms of this form — this is probably the reason you have devised VP11 a separate endorsement form. Unfortunately, our carrier will not execute your form. I re -read the insurance provisions of our contract and find no requirement that we (our carrier) sign• the City's form. There is a requirement that we provide you with an endorsement that shows that the City has been named as an additional insured — we added the City and that fact �J tfl✓J reflects on the Acord form. Perhaps the only provision in the contract where we are "less than �u^ fully compliant" is in the sentence stating that insurance shall not be canceled without 30 days notice. As you know, the Acord form uses the language "... will endeavor to provide 30 days..." I have no solution to this item. We have tried and tried over many years to have our carrier modify this sentence to no avail. We simply cannot comply here. Similarly, we have sought other insurance carriers who will modify this section — we have not found a competitive carrier who does not use the Acord form or who will indemnify for such a statement. 25255 Cabot Road Suite 218 • Laguna Hills, CA 92653 • 800 901 -LAND • 714 951-5263 • FAX 714 951-6651 Mr. John Shaw City Attorney October 2, 1997 We would like your acknowledgment that we have done our best to comply with this provision and ask that you advise the City Clerks office accordingly. For an added level of comfort, I would like to add that Overland Resources, Inc. currently represents over 30 public agencies — we have this insurance discussion often. But we have never been disqualified for an inability of our carrier to sign a form. We hope that this letter adequately explains our position. If you would like to discuss this with us further, please feel free to call me at (714) 951-5263. Thank you. Sincerely, Overland Resos, Inc. Ra A rong, SRlW cc: Dawn Schanderl 7144931053 CI0F SAN JUAN CAP facsimile TRANSMITTAL to: Ray Armstrong, Overland Resources fax #: (714) 951-6651' re: Insurance Required by Agreement * P01/01 SEP 30 '97 16:31 The faxed copy of the accord insurancd certificate I received on September 25, 1997, does not have the automobile section filled out. Please have your insurance company complete and resubmit. The requirement of providing the City of San Juan Capistrano with an endorsement form naming the City as an additional insured has never been satisfied. Overland Resources has been on our nonpay list. If the insurance requirements cannot be met, please write a letter explaining the reasons why to John Shaw our City Attorney. It will then be up to the City Attorney to make a decision. date: September 30, 1997 pages: I, including cover sheet. cc: Douglas Dumhart From the desk of... Dawn M. Schwderl Deputy Ccty Clerk City of San Juan Capistrano 32400 Paseo .4deham c San Juan Capistrano. CA 92675 (714)"3-6310 Fax (714)493-1053 F11 E 1) Comprehensive General Liabiliry. Consultant shall maintain in full force and effect comprehensive general liability coverage, including premises operations, products/completed operations, broad form property damage and blanket contractual liability in the following minimum amounts: $500-,-004 property. damage, . $500,000 injury to one person/any one occurrence/not limited to contractual period; $1,000,000 injury to more than one person/any one occurrence/not limited to contractual period. 2) Comprehensive Automobile Liability.. Consultant shall maintain in full force and effect comprehensive automobile liability coverage, including•owyed, hired and non -owned vehicles in the following minimum amounts: $500,000 property damage; $500,000 injury to one person/any one occurrence/not limited to contractual period; $1,000,000 injury to more than one person/any one occurrence/not limited to contractual period. 3) Worker's Compensation_ If Consultant employs employees to perform services under this Agreement, Consultant shall obtain and maintain, during the life of this Agreement, Worker's Compensation Employer's Liability Insurance in the statutory amount as required by state law. These policies shall not terminate, nor shall they be canceled nor the coverage reduced until after 30 days' written notice is given to the City. Consultant shall provide to City certificates of insurance establishing that the required insurance coverages have been secured by Consultant. Consultant shall provide an endorsement to City establishing that City has been legally added as an additional insured to the insurance policies required under this Agreement. ICAM 4SAN JiA *J C std October 2, 1997 Ms. Dawn M. Schanderl Deputy City Clerk City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Dear Ms. Schanderl: RECEIVED 3 Is Pi '91 I received your fax dated September 30, 1997 and have already asked our insurance carrier to complete the appropriate sections of the Acord form and re -submit it to you. If you do not have not a properly completed Acord form by the time you receive this letter, call me. At your request, have drafted a letter to your City Attorney seeking a modification to your specific insurance requirement. Sincerely, Overland SR/W 25255 Cabot Road Suite 218 • Laguna Hills, CA 92653 • 800 901 -LAND • 714 951-5263 • FAX 714 951-6651 •1/25/!7 01:18PM USAA GENERAL AGENCY • F a x C o v e r S h e e t From Contact Name:9-25-97 From Company Name:USAA General Agency, Inc. To Contact Name :USAA#: 103302110 To Company :Cit4 of San Juan Capistrano Fax Telephone # :17144931053 Comments: Acord 25 - Certificate PAGE •01 of 902 09/25/97 01:11PM USAA GENERAL AGENCY • PAGE 002 OF 002 al=INt11®' yr�iR�N�.. 9/25/97AIMODIYY) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION USAA General Agency, Inc. 9800 Fredericksburg Rd. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDE. THIS CERTIFICATE DOES ALTER THE COVERAGE AFFORDED BYO THE POLLICEST BELLOW San Antonio, TX 78288 COMPANIES AFFORDING COVERAGE COMPANY 800-343-1546 A CNA Insurance Companies w&uRE COMPANY Overland Resources Inc. B 25255 Cabot Rd. #218 COMPANY Laguna Hills, CA 92653 C COMPANY D Cf?VEiIAtSE i' THIS IS TOCERTIFY THAT YHEPOLICIE$OF INSURANCE LISTED BELOW HAVE BEENISSUED TO THE INSURED NAMED ABOVE FOR THEPOLICY PERIOD INDICATED,NOT W ITHSTANDING ANYREOUIREMENT, TERMOR CONDITIONOF ANYCONTRACT OR OTHER DOCUMENT WITHRESPECT TO W HICHTHIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. CO LTR TYPE OF INSURANCE POLICY NUMBER POLICVEFFECTIVE DATE(MMMDNYI POLICY EXPIRATION DATE(MMIDONY) _ LIMITS GENERALLIABILITY GENERAL AGGREGATE $ 2000000 A X coMMERa AL GENERAL LIABILITY 144548961 3/03/97 3/03/98 PRODUCTS COMP/OP AGG $ 2000000 CLAIMS MADE FX1 OCCUR PERSONAL & ADV INJURY 4 1000000 NER'S S CONTRACTOR'S PROT EACH OCCURRENCE $ 1000000 V FIRE DAMAGE (Any ene tire) f 100000 MED EXP (Any one person) $ 10000 AUTOMOBILE LIABILITY COMBINED SIMILE LIMIT 3 ANY AUTO BODILY INJURY 5 (Per Person) ALL OWNED ALMS SCHEDULED AUTOS HIRED AUTOS NONOWNED AUTOS BODILY INJURY 4 (Par accltlenU PROPERTY DAMAGE $ GARAGE LIABILITY AUTO ONLY EA ACCIDENT f (OTHER MAN AUTO ONLY: ANY AUTO EACH ACCIDENT 3 AOBREGATE $ EXCESS LIABILITY EACH OCCURRENCE $ AGGREGATE 4 UMBRELLA FORM OTHER THAN UMBRELLA FORM 4 WORKERS COMPENSATION AND STATUTORY LIMITS EMPLOYERS' LIABILITY EACH ACCIDENT f ME PROPRIETOR/ INC PARTNERS/EXECUTIVE ,DISEASE - POLICY LIMIT $ DISEASE EACH EMPLOYEE $ OFF( CER5 ARE ELXCL OTHER DESCRIPTIONOFOPERATIONRD CATIONBIVEHICLES(SPECIALITEMS Additional Insured/Contractor as its interest may appear. ... .. , CANC!?LLA-VON ; .. .. .. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL City of San Juan Capistrano 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, City Clerks Dept. BUT FAILURE TO MAIL BUGH NOTICE SHALL IMPOSE NO OBLIGATION ON LIABILITY Attn: Dawn OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. "uTM°RIS°REPRE■ENTATIYE 103302110 32400 Paseo Adelanto San Juan Capistrano CA 92675 At iW low$ •:.. '. :.. 0 0 facsimile TRANSMITTAL to: Ray Armstrong, Overland Resources fax #: (714) 951-6651 re: Insurance Required by Agreement The faxed copy of the accord insurance certificate I received on September 25, 1997, does not have the automobile section filled out. Please have your insurance company complete and resubmit. The requirement of providing the City of San Juan Capistrano with an endorsement form naming the City as an additional insured has never been satisfied. Overland Resources has been on our nonpay list. If the insurance requirements cannot be met, please write a letter explaining the reasons why to John Shaw our City Attorney. It will then be no to the City Attorney to make a decision. date: September 30, 1997 pages: 1, including cover sheet. cc: Douglas Dumhart From the desk of... Dawn M. Schanderl Deputy City Clerk City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 (714)443-6310 Fax: (714) 493-1053 • 0 STATE P.O. BOX 420807, SAN FRANCISCO, CA 94142-0807 COMPENSATION 1 NSU R AN C E FUND CERTIFICATE OF WORKERS' COMPENSATION INSURANCE OCTOBER 1, 1997 POLICY NUMBER: 13955760 - 97 CERTIFICATE EXPIRES: 10-1-98 CITY OF SAN JUAN CAPISTRANO BUILDING & SAFETY DEPARTMENT 32400 PASEO ADELANTO SAN JUAN CAPISTRANO, CA 92675 L JOB: ALL OPERATIONS This is to certify that we have issued a valid Workers' Compensation insurance policy in a form approved by the California Insurance Commissioner to the employer named below for the policy period indicated. 30 This policy is not subject to cancellation by the Fund except upon t1(r,(days' advance written notice to the employer. 30 We will also give you W days' advance notice should this policy be cancelled prior to its normal expiration. This certificate of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate of insurance may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies. AUTHORIZED REPRESENTATIVE PRESIDENT EMPLOYER'S LIABILITY LIMIT INCLUDING DEFENSE COSTS: $1,000,000 PER OCCURRENCE ENDORSEMENT #2065 ENTITLED CERTIFICATE HOLDERS' NOTICE EFFECTIVE 10/01/97 IS ATTACHED TO AND FORMS A PART OF THIS POLICY. N M v _ N L � = m N m a CO EMPLOYER F - OVERLAND RESOURCES, INC. 25255 CABOT RD. #218 LAGUNA HILLS, CA 92653Y 0 0 STATE P.O. BOX 420807, SAN FRANCISCO, CA 94142-0807 COMPENSATION I N S U R A N C E FUND CERTIFICATE OF WORKERS' COMPENSATION INSURANCE SEPTEMBER 19, 1997 POLICY NUMBER: 1395760 - 96 CERTIFICATE EXPIRES: 10-1-97 L CITY OF SAN JUAN CAPISTRANO BUILDING & SAFETY DEPARTMENT 32400 PASEO ADELANTO SAN JUAN CAPISTRANO, CA 92675 L JOB: ALL OPERATIONS This is to certify that we have issued a valid Workers' Compensation insurance policy in a form approved by the California Insurance Commissioner to the employer named below for the policy period indicated. 30 This policy is not subject to cancellation by the Fund except upon tXiXdays' advance written notice to the employer. 30 We will also give you W days' advance notice should this policy be cancelled prior to its normal expiration. This certificate of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate of insurance may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies. AUTHORIZED REPRESENTATIVE PRESIDENT EMPLOYER'S LIABILITY LIMIT INCLUDING DEFENSE COSTS: $1,000,000 PER OCCURRENCE ENDORSEMENT #2065 ENTITLED CERTIFICATE HOLDERS' NOTICE EFFECTIVE 09/19/97 IS ATTACHED TO AND FORMS A PART OF THIS POLICY. c.s M _ N _ L A M m c.i c M EMPLOYER "•- �' o CA OVERLAND RESOURCES, INC. 25255 CABOT RD. #218 LAGUNA HILLS, CA 92653Y 09/17/97 02:07PM USAA GENERAL AGENCY E L PAGE 002 OF 002 A�i�PRIP.. �W1F `t Ifwr � iN— LR��IMI ;., ,.... ,, 1<Be�.;' 9/17/97DATE YYL. ..,. , .,. , . PRODUCER - - THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION U -W General Agency, Inc. 9800 Fredericksburg Rd. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. San Antonio, TX 78288 COMPANIES AFFORDING COVERAGE COMPANY 800-343-1546 A CNA Insurance Companies UNBURIED COMPANY Overland Resources Inc. B 25255 Cabot Rd. #218 COMPANY Laguna Hills, CA 92653 C COMPANY D THIS IS TOCERTIFY THAT THEPOLICIESOF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSUREDNAMEDABOV E FOR THE POLICY PERIOD INDICATED,NOT W ITHSTANDING ANYREQUIREMENT,TERMOR CONDITIONOF ANYCONTRACT OR OTHER DOCUMENT WITHRESPECT TO W HICHTHIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. CO LTR TYPE OF INSURANCE POLICY NUMBER POLICYEFFECTIVE DATE (TREMONT) POLICY EXPIRATION DATE (MMI LIMITS GENERAL LIABILITY GENERAL AGGREGATE % 2000000 A X COMMERCIAL GENERAL LABILITY 144548961 3/03/97 3/03/98 PRODUCTS COMP/OP AGO $ 2000000 CLAIMS MAGEa OCCUR PERSONAL E AOV INJURY $ 1000000 OWNER'S S CONTRACTOR'S PHOT EACH OCCURRENCE $ 1000000 FIHE DAMAGE (Any one HIP) $ 100000 MED EXP (Any one Person) S 10000 AUTDMOBILE LIABILITY COMBINED BINDLE LIMIT $ ANY AUTO ALL OWNI AUTOS SCHEDULED AUTOS BODILY INJURY (Per Person) S HIRED AUTOS NON OWNED AUTOS BODILY INJURY q (Per a¢D.,I) PROPERTY DAMAGE $ OARAOE LIABILITY AUTO ONLY EA ACCIDENT S ANY AUTO OTHER THAN AUTO ONLY: EACH ACCIDENT $ AGGREGATE $ EXCESS LIABILITY EACH OCCURRENCE $ 1000000 A X uMBRELu FORM 144548961 3/03/97 3/03/98 AGGREGATE s 1000000 OTHER THAN UMBRELLA FORM g WORKERS COMPENSATION AND EMPLOYERS' LIABILITY STAIDTORY LIMITS EACH ACCIDENT S THE PROPRIETOR/ PARTNERS/EXECUTIVE INCL DISEASE - POLICY LIMIT S DISEASE EACH EMPLOYEE S OFFICERS ARE EKCL DTH ER UESCRIPTIDN OF OPERATIDNDR CATIONOMEHICLEBIOPECIAL ITEMS Additional Insured/Contractor as its interest may appear. * SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL City of San Juan Capistrano 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, City Clerks Dept. BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY Attn: Dal,n OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. 32400 Paseo Adelanto San JLian Capistrano CA 92675 AU HORI7fO REPRESENT TIVE 103302110 ACGiHb�s,S' ;:- •:. , � .(iS. ,, , 'i:'.: , -r!: '. ,.; ',' •=. �illCOrED •pkPiMMT...:.:.1.. 0 0 STATE P.O. BOX 420807, SAN FRANCISCO, CA 94142-0807 COMPENSATION INStWANCE FUND CERTIFICATE OF WORKERS' COMPENSATION INSURANCE OCTOBER 23, 1996 POLICY NUMBER:1395760 - 96 CERTIFICATE EXPIRES: 10-1-97 I - CITY OF SAN JUAN CAPISTRANO BUILDING & SAFETY DEPT./ATTN: DAWN/CITY CLERK 32400 PASEO ADELANTO SAN JUAN CAPISTRANO, CA 92675 L This is to certify that we have issued a valid Workers' Compensation insurance policy in a form approved by the California Insurance Commissioner to the employer named below for the policy period indicated. This policy is not subject to cancellation by the Fund except upon ten daysadvance written notice to the employer. We will also give you TEN days' advance notice should this policy be cancelled prior to its normal expiration. This certificate of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate of insurance may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies. 40 AUTHORIZED REPRESENTATIVE PRESIDENT EMPLOYER'S LIABILITY LIMIT INCLUDING DEFENSE COSTS: $1,000,000 PER OCCURRENCE o� a 'ems EMPLOYER •ARMSTRONG, RAY(PART) & COLBURN, JERRY(PART) DBA: OVERLAND RSDOURCES 25255 CABOT ROAD #206 LAGUNA HILLS CA 92653 10-23-1996 10 22A FROM OVERLAND RESOURCES 714 951 6651 I 0 • OVERLAN, R F S O U R C E TO: FAX NO. FROM: SENDER'S FAX: SUBJECT: DATE: NO. OF PAGES It you have any I will call today to FAX MEMORANDUM o glas Dumhart 1 -493-114 10$'3 P- 1 ay Armstrong, SR/WA ' CM . v rland Resources L F14) 951-6651 er iticates of Insurance ct ber 22, 1996 11 S4 (t n&d S 1N�IbjaB U ING OVER SHEET: 3 ligvm ems with this fax transmission, please Call (714) 951-5263 iginals sent to the City Clerks for the confusion. 0 L4 25255 CABOT ROAdj #20I5 LAGUNA HILLS, CALIFORNIA 92653 (714)951-5263 FAX(714)951-6651 10-23-1996 10 21A FROM OVERLAND RESOURCES 714 951 6651 P.2 "plioel7DRR IXR,4 �y� A a ;;r 1"'` A r+ "` •)r r'r: w,?' 1r' 'o�t[frMlowYT1 .. fZ' fI.M-, t1.nf y1s•:. i "..,� :,M1.s 9/26/96 .. .. .. "' THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION USAA General Agency, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 9800 Fredericksburg Rd, ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. COMPANIES AFFORDING COVERAGE San Antonio,TX 78288 COMPANY 800-531--8883 A CNA Insurance Companies COMPANY Msuast —. — _..- Raymond S, Armstrong and B Jerry Calburn COMPANY 25255 Cabot Rd. *206 C Laguna Hills, CA 92653 I COMPANY ... .. .. a,Y�k4�' �iS.'�, MLY'r7:6:R �Wn. �.�I.OaF:��i': 3, ap� �i..CL�iAO�IE�w'A�:w�AA. CX�r�iI.QA�l�i8i4A�laxa NC��P"M1tl"R �A�tlo �N'GA4LM�r it �ii �Q�n�}�fMLJAryf Y��y YY t'!S0.4Vf *el �.1K'nXMTv.A�iai3.iFr{i THIS IS TO CERTIFY THAT THE POLICIES CI =ENS JRANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSUREDNAMED ABOVEFOR THEPOI.ICYPERIOD SNDICATED,NOTWITHSTANDINGANYRE Um MENT,TERMORCONDITIONOFANYCONTRACTOROTHERDOCUMFNTWITHRESPECTTOWHICHTHIS CERTIFICATE MAY REISSUED OR MAY Pd TAI 4. THE INSURANCE AFFORDED BYTHEPOLICIES DESCRIBED HEREIN 19 SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH PC LICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. GOTYPR LA OMINSDI1ANCa I OLICY NWRRR POLKn'CFFicnvi DATE(MMIDDIYV) POLICY EXPIRATION DATE(MuOunrY) Lowe GENbRALLIAMILRY GENERAL AGGREGATE S 2000000 X COMMERCIALGENER[ALLUBiLRY 144 89 1 3/03/96 3/03/97 PRODUCTS-COMP/OP AGO $ 2000000 CLAIMS MAGE IX LLOCCUR PERSONAL A ADV INJURY S 1000000 OWNERS A CONTRACTOR'S PROT EACH OCCURRENCE $ 1000000 FIRE DAMAGE (Any .a fir*) S 100000 MED EXP (Arty we parr.) S 10000 AuroMotu LwlLm COMBINED SINGLE LIMIT S ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY $ (Par parson) HIRED Autos NON -OWNED AUTOS BODILY tuny (Per eCCIOMt) PROPERTY DAMAGE S OMAOR LIAME.oY AUTO ONLY - EA ACCIDENT S ANY AUTO OTHER THAN AUTO ONLY: EACH ACCIDENT S ABGRFnATF $ tXCRFI LIABILITY EACH OCCUIa7ENCES 1000000 X UMBRELLA FORM 144 8961 3/03/96 3/03/97 AGGRLGATE s 1000000 OTHER IRAN UMRRELLA FORM { WORKNRS COMPRNRATIDN AND STATUTORY LIMITS tMPLOKRe' LIARLIr'r EACH ACCIDENT S THE PROPRIETOR/ IjINCL PARTNERS/EXECUTIVE DISEASE - POLICY LIMIT S DISEASE - EACH EMPLOYEE $ OFFICERS ARE. LXCL DTHaR "I►TIO oPOPERATIOM*&OCATIOMWVEHI aP LnEMa Certificate holder is addillional insured as Its interest may appear. /sv M�.. eh....o. r - E ixa!£ :1i.�: 4i.iaM x w sg(L Yq?V 11 M a'q)T" W. r'irtr.a 4e ."¢fls 9 5.E .�1 Jk1 Yv"P.0 Mi4.x e"J"iki: -Yia!% RHOELD ANY OF THE AEOVE DEOLROED ►OLICIU sa CANmAID REM" THE EXPIRATION DAA AMEOP, THE UPPAINO COWMV WLL LWORAYOR TO WL City Of Sen .Tuan ChapistrIno 30 OAA WRITENNOTILS TO ME CEMa1CATE HOLDKR NAMED TO THE LEFT. Attn: Risk Management iUT FASLIIF TO MAL f NOTICR SHALL RATOfE NO 011111J0ATIOM OR LW RITY 32400 Psteo Adelanto OF ANY KIND WON THE COMPANY, Re AOENA m1 mmnnm NTATNaa. San Juan Chapistrano CA 9,B7 AUTHdikQEDAEPRESENTAAM 103302110 !��9,, g q��y��r`gt�yi�y*@ 6 8 E :'Ri:l9NrlNs9lN:iYIIW'A'A'k?,.Y:%Mn�k?1:a1 ,T (r'A ':axe'G„ wy �n yiyq ..." " . .A`eCiSYMp-Rt;YAH>)JAr1 Rtlti •i dA9P X 010s- ' :u �8YS�1i�axw:Iki(+!i .................. .0 . .... IX: UR DATE jrAvoo/rv) �X, ...pXoti6DER.. ........ ... THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION-- USAA General Agency, Inc. RECEIVED ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 9800 Fred ' oricksburg Rd. ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. San Antonio, TX 78288 9CT 2a 3 11 N '96 COMPANIES AFFORDING COVERAGE COMPANY I 800-531-8883 A CNA Insurance Companies INSURED X • I COMPANY Raymond S. Armstrong and Jarry,,C'T� A 1i B Colburn dba Overland Resources COMPANY 25255 Cabot Rd. #206 C Laguna Hills, CA 92653 COMPANY 0 . . . ...... . ..... NO . . . . . . . . ........ . . . . . . . THIS IS TO CERTIFY THATTHEPOLICIES OFINSURAINCE LISTEDBELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED,NOTWITHSTANDINGANYRrOUIREMENT,TERMORCONDITIONOFANYCONTRACTOROTHERDOCUMENT WITHRESPECTTOWHICHTHIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. CO LTR � TYPE OF INSURANCE POLICY NUMBER POLICYIEFFECTIVE DAM (MMIDDIYY) POLICY EXPIRATION DATE (M DIYY) LIMITS GENERAL LIABLITY GENERAL AGGREGATE $ 2000000 X COMMERCIAL GENERAL LIABILITY 144548951 3/03/95 3/03/97 PRODUCTS-COMP/OP AGO S 2000000 CLAIMS MADE © OCCUR _7 PERSONAL & ADV INJURY $ 1000000 OWNER'S & CONTRACTOR'S PROT EACH OCCURRENCE $ 1000000 FIRE DAMAGE (Any one fire) $ 100000 MED EXP (Any one person) $ 10000 AUTOMOBILE LIABLITY COMBINED SINGLE LIMIT $ ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY (Per person) HIRED AUTOS NON -OWNED AUTOS BODILY INJURY (Per accident) $ PROPERTY DAMAGE I GARAGE LIABLITY AUTO ONLY - EA ACCIDENT ANY AUTO OTHER THAN AUTO ONLY: EACH ACCIDENT $ AGGREGATE $ —1 EXCESS LIABILITY EACH OCCURRENCE $ UMBRELLA FORM AGGREGATE $ OTHER THAN UMBRELLA FORM $ WORKERS COMPENSATION AND EMPLOYERS' LIABLITY STATUTORY LIMITS EACH ACCIDENT $ THE PROPRIETOR/ INCL PARTNERS/EXECUTIVE DISEASE - POLICY LIMIT S DISEASE - EACH EMPLOYEE $ OFFICERS ARE: EXCL OMER DESCRIPTION OF OPERATIONSA.00A'riONS;WHIMEWSPECIAL ITEMS Certificate holder is additional insured as its interest may appear. /bkw g. ............. ... .... 0.. ......... I ...... MOLLO ANY OF ME ABOVE DESCRIBED POLICIES BE CANCELLED ED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WLL ENDEAVOR TO MAL City of Son Juan Capistrano 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO ME LEFT, City Clerks Dept. BUT FAILURE TO MAL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABLITY Attn: Down OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. 32400 Paseo Adelanto San Jurn Capistrano CA 92675 AUTHORIMID REPRESENTATIVE 103302110 4ZV"( AIA -140S.- . 1 .. .. . .. 0... . .. �, . .... . .. . ", . .... ... . . ... *..* '10 CBrARTMF 01- 0.1 IfAMIDD,YY) _01:7DATE PRODUCERTHIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION USAA General Agency, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 9800 Fredericksburg Rd. ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. COMPANIES AFFORDING COVERAGE San Antonio, TX 78288 COMPANY 800-531-8883 A CNA Insurance Companies INSURED COMPANY' Overland Resources Inc. B 25255 Cabot Rd. #218 COMPANY Laguna Hills, CA 92653 C COMPANY D �CCtYERik4�S. .. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED,NOT W ITHSTANDINGANY REQUIREMENT,TERMORCONDITIONOFANYCONTRACTOR OTHERDOCUMENT W ITHRESPECTTO W HICHTHIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS- 00 LTR TYPE OF INSURANCE POLICY NUMBER POLICYEFFECTIVE DATE (MMIDDIYY) POLICY EXPIRATION DATE (MMIDD/YY) LIMITS GENERAL LIABILITY GENERAL AGGREGATE If 2000000 X COMMERCIAL GENERAL LIABILITY 144548961 3/03/96 3/03/97 PRODUCTS-COMP/OP AGO $ 2000000 CLAIMS MADE C OCCUR PERSONAL & ADV INJURY $ 1000000 OWNER'S & CONTRACTOR'S PROT EACH OCCURRENCE $ 1000000 FIRE DAMAGE (Any one fire) $ 100000 MED EXP (Any one person) $ 10000 AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT $ 1000000 BODILY INJURY $ (Per person) ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY $ (Per accident) X HIRED AUTOS NON-OWNED AUTOS PROPERTY DAMAGE $ 144548961 1 3/03/96 3/03/97 GARAGE LIABILITY AUTO ONLY - EA ACCIDENT S OTHER THAN AUTO ONLY: ANY AUTO EACH ACCIDENT $ AGGREGATE $ EXCESS LIABILITY EACH OCCURRENCE $ 1000000 X UMBRELLA FORM 144548961 3/03/96 3/03/97 AGGREGATE $ 1000000 OTHER THAN UMBRELLA FORM $ WORKERS COMPENSATION AND STATUTORY LIMITS EMPLOYERS' LIABILITY EACH ACCIDENT $ THE PROPRIETOR/ INCL PARTNERS/EXECUTIVE DISEASE - POLICY LIMIT Y DISEASE -EACH EMPLOYEE OFFICERS ARE: EXCL OTHER t C n�c?n .L m W m DESC IPTION OF OPERATIONSILOCATIONS,VEHICLES/SPECIAL ITEMS Additional Insured/Contractor as its interest ;�,-' LP T may appear."*'-_:' N c /mlw Lc CI��A'C�ifQLh'+>:R C.Ar�r.Et.I.AiKN SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL City of San Juan Capistrano 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, City Clerks Dept. BUT FAILURE TO MAL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY Attn: Dawn OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE 103302110 (///y A/0-01 _ 32400 Paseo Ade I ante San JuCapistrano CA 92675 ACG;11iO�B•$ S{93 �iACOAi#. F�AA'CI£1!A i9@3: REPRESENTATION AGREEMENT THIS REPRESENTATION AGREEMENT, hereinafter is called "Agreement" is made and entered into this 15th day of October, 1996, by and between the City of San Juan Capistrano a municipal corporation, duly organized and existing under and by virtue of the laws of the State of California, hereinafter referred to as "City," and Overland Resources, Incorporated, hereinafter referred to as "Consultant" for the right and authority to sell certain real property located in the City of San Juan Capistrano, County of Orange, State of California more particularly described in Exhibit A of this Agreement. WITNESSETH: WHEREAS, City undertook a street improvement project within its political jurisdiction which required the acquisition of real property; and WHEREAS, City's project, known as the Stonehill Extension Project (Project) was a cooperative effort between the County of Orange and the State of California, Department of Transportation (CALTRANS) and the City; and WHEREAS, the acquisition and disposition of real property for PROJECT must be performed in conformance with applicable State and Federal policies and procedures; and WHEREAS, City does not have trained staff available to perform the requisite real property transaction sc WHI L V i work on Federally as: (L the local agencies, sub I WHI WKC�_YYI 3 services; NOY ned herein the parties al eve dnI VIAI taJ IC/31 s1Q 1 w� *representatives, or State and Federal auditors, upon reasonable prior written request and at reasonable times, any and all books, accounts, financial cost and accounting records, bill and other records and documents concerning any of the services rendered to City. SECTION 1 MEPENDIENT CONTRACTOR, At all times during the term of this Agreement, Consultant shall be an independent contractor and shall not be an employee of the City. City shall have the right to control Consultant only insofar as the results of Consultant's services rendered pursuant to this Agreement; however, City shall not have the right to control the means by which Consultant accomplishes services rendered pursuant to this Agreement. All persons employed to provide services under this Agreement shall be employees or contractors of Consultant and shall not be deemed employees of City for any reason or purpose. Consultant shall be responsible for providing worker's compensation insurance coverage for all persons employed to perform services under this Agreement. SECTION 16, INDEMNITY, Consultant shall be responsible for all injuries to persons and for damages to real or personal property of City, caused by or resulting from any activity or operation of Consultant, its employees or its agents during the progress of or connected with the rendition of services hereunder. Consultant shall defend and hold harmless and indemnify City and all officers and employees of the City from all costs and claims for damages to real or personal property or personal injury to any third party resulting from the activity of itself, employees or its agents. SECTION 17, INSURANCE RFQIJIRFMIENTS, 1) Comprehensive General Liability. Consultant shall maintain in full force and effect comprehensive general liability coverage, including premises operations, products/completed operations, broad form property damage and blanket contractual liability in the following minimum amounts: $500,000 property damage; $500,000 injury to one person/any one occurrence/not limited to contractual period; $1,000,000 injury to more than one person/any one occurrence/not limited to contractual period. 2) Comprehensive Automobile Liability- Consultant shall maintain in full force and effect comprehensive automobile liability coverage, including owned, hired and non -owned vehicles in the following minimum amounts: 6 $500,000 property damage; $500,000 injury to one person/any one occurrence/not limited to contractual period; $1,000,000 injury to more than one person/any one occurrence/not limited to contractual period. 3) Worker's Compensation If Consultant employs employees to perform services under this Agreement, Consultant shall obtain and maintain, during the life of this Agreement, Worker's Compensation Employer's Liability Insurance in the statutory amount as required by state law. These policies shall not terminate, nor shall they be canceled nor the coverage reduced until after 30 days' written notice is given to the City. Consultant shall provide to City certificates of insurance establishing that the required insurance coverages have been secured by Consultant. Consultant shall provide an endorsement to City establishing that City has been legally added as an additional insured to the insurance policies required under this Agreement. Consultant shall submit proof of insurance requirements under this Agreement to the City Clerk's office prior to beginning any work under this Agreement. Consultant shall not receive any compensation until all insurance provisions have been satisfied pursuant to Section 17 of this agreement. Consultant represents and warrants to City that he has all licenses, permits, qualifications and approvals of whatever nature that are legally required to practice his profession. Consultant represents and warrants to City that Consultant shall, at his sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit or approval which is legally required for Consultant to practice his profession. Except as City may specify in writing, Consultant shall have no authority, express or implied, to act on behalf of the City in any capacity as an agent. Consultant shall have no authority, express or implied, pursuant to this Agreement, to bind City to any obligation. 7 12-23-1996 12 22AM FROM OVERLAND RFSOURCFS 714 951 6651 1 STATE F O F OX 420807, SAN FRANCISCO, CA 94142-0807 COMPENSATION 11'VSU RANCE FUND CERTIFIC AMIOF WORKERS' COMPENSATION. INSURANCE CCTOLER i', iG9a "95,760 — °6 ., .. POLICY NUMBER; ' .CL-RTIFICATrEXPIRES:' CITY OF SAN JUaAM I STRA 0 BtlILDIN.r. 8 SA'FK•T�" E? 'RT;•d-"G .:i 32400 P'ASEO A ELA,!f Q SAN JUAN CAPISMAiV , CA 9257,a J.08, ALL, OP!EIA.TIiiNS L This is to certify that we have issu Insurance Commissioner to the emp a v eF id Workers' Compensation insurance policy in a form approved by the California amed" below for the policy period indicated." - This policy is not subject to cancella on y the Fund except upon fen days' advance written notice to the employer We will also give you TEN days' ad, This certificate of insurance is not policies listed herein. Notwithstai respect to which this certificate described herein issubject to all th AUTHORIZED REPRESENTATIVE EMPLOYER'S LIA'31LIT should this policy be cancelled prior to its normal expiration_ P— ns Lirance policy and does not amend, extend or alter the coverage afforded by the g 3ny requirement, term, or condition of any contract of other document with Isranee maybe issued or, may pertain, the insurance, afforded by the polleies :m L exclusion§ and conditions of such policies. ' " PRESIDENT L 1•i IT'1I'I�'Q4fJCj,d.� DEFEN&E" rCST$: : ,(`GL:CQQ PER QC%liniE;IC; EMPLQYrIk F.. _ AR14STRCNC RO "(PAI T)'4& Gi3C81JR�f., �iEr2RY (P?iiT; DBA: OVERLAND`RES UR iCES 25255 CABOT ROAD, I 2Q LAGUNA HILLS A 1Zfii3 lk 9 0 Public Hearing: Notice having been given as required by law, Mayor Hart opened the Public Hearing, and there being no response, closed the hearing with the right to reopen at any time. Council Discussion: Council Member Campbell expressed concern that when the issue of housing rentals in Little Hollywood was discussed many years ago, the intent was to give priority to residents who had a long history in the City. She noted that the proposed Priority Order list did not mention these residents. Mr. Denhalter advised that any criteria for occupancy of the units that is based on race, family origin, etc. could be construed as being discriminatory. Mayor Hart noted that all but one of the criteria gave top priority to existing residents of Little Hollywood. Approval of Revised Lease Agreement for Rental of Little Hollywood Residences: It was moved by Council Member Nash, seconded by Council Member Swerdlin, that the revised Standard Lease Agreement for houses in Little Hollywood be approved, with the language clarification in Section 6. The Community Redevelopment Agency Finance Officer was authorized to execute the leases with tenants as rebuilds and rehabilitations are completed for each unit. The motion was carried by a 4-0-1 vote, with Council Member Jones abstaining. Annroval of Rental Priority Plan: It was moved by Council Member Nash, seconded by Council Member Swerdlin, that the Community Redevelopment Agency Finance Officer be authorized to implement the rental priority plan for vacant units being rebuilt in Little Hollywood as they become available. The motion was carried by a 4-0-1 vote, with Council Member Jones abstaining. RECESS AND RECONVENE Council recessed at 7:34 p.m. to convene the San Juan Capistrano Community Redevelopment Agency, and reconvened at 7:44 p.m. as the City Council. ADMINISTRATIVE ITEMS CITY MANAGER 1. APPROVAL OF REPRESENTATION AGREEMENT WITH OVERLAND RESOURCES FOR THE DISPOSITION OF YMR PARCELS (600.30 Written Communication: Report dated October 15, 1996, from Douglas Dumhart, Management Analyst II, recommending that the proposed Representation Agreement between the City and Overland Resources, Inc. be approved for the disposition of excess right-of-way from the Stonehill Drive Extension project. On August 6, 1996, the City Council acknowledged the transfer of City Council Minutes -9- 10/15/96 2. ) k • 11 this property and debt obligation, and authorized staff to negotiate an agreement for its disposition. Mr. Dumhart made an oral presentation. Approval of Representation Agreement with Overland Resources. Inc.: It was moved by Council Member Jones, seconded by Council Member Campbell, and unanimously carried that the proposed Representation Agreement between the City and Overland Resources, Inc. be approved for the disposition of excess right-of-way from the Stonehill Drive Extension project. The Mayor was authorized to execute the Agreement on behalf of the City. ated October 15, 1996, fro he City d to the Local Agency F on Cor [ed to merge the Ci of San Juan effective July 1, 1 7, for combined p6commending that a Resol 'on be AFCO) requesting that ceedings and the Capistrano alley Water of operations. Mr. Scarborough mad an oral presentati . He advised that at the ater District's meeting, Bill Webb, Chai of the Water A 'sory Commission, had esented the Commission's support of them ger subject to tw points: 1) Funds and as s of the Water District shall be held sepaza y from other Ci ccounts and used exclus' ely to provide service for Water District cus mgrs; and 2) the st sentence of item 6 of a application questionnaires l be amended provide that th assets and funds will be xclusively for providing wat -related servic to the ben;With fit water customers both " and outside City limits. Webb had requ ted that the tendments be included ' the application. Mr. Scaz rough advised th staff concurre the amendments bject to the City's Attorn s approval of the The City A orney advised that th ater District Boazd of irectors had dire d that language a included to cover li ilities, bonds and other c ntingencies. Incl ton of the langua will be part of the Cit Attorney's discretion. Co cil Member Nash felt t t the proposed merger w Id benefit the Cit ,protect the water s pplies and the Water D' tact, and economize the Aeration of bot apartments. It was moved by following Resolut. City Council Mining. ,uncil Member Nash, be adopted: -10- by Council Member Jones, that the 10/15/96 i October 21, 1996 Mr. Ray Armstrong Mr. Joey Mendoza Overland Resources 25255 Cabot Road, Suite 206 Laguna Hills, California 92653 Re: Representation Agreement - YMR Parcel Gentlemen: MEMBERS OF THE CITY COUNCIL COU—ENE CAMPBELL WYATT HART OILJONES CAROLYN NASH DAVID SWERDLIN CITY MANAGER GEORGESCARBOROUGH At their meeting of October 15, 1996, the City Council of the City of San Juan Capistrano took action to approve the Representation Agreement with your company providing to the right and authorization to sell property in the City known as the YMR Parcel. A fully - executed copy of the Agreement is enclosed for your files. The City has not yet received the insurance required by the Agreement. The certificates should be forwarded to the City Clerk's Office as soon as possible. Please feel free to contact Douglas Dumhart at 443-6316 if you have any questions. Very truly yours, r�h Z 2,-:� (" I ), � Cheryl Johng6n City Clerk Enclosure cc: Tom McCabe Carolyn Ansari Al Mockus Teresa Cota-Arias Douglas Dumhart 32400 PASEO ADELANTO, SAN JUAN CAPISTRANO, CALIFORNIA 92675 0 (714) 493-1171 0 0 AGENDA ITEM October 15, 1996 TO: George Scarborough, City Manager FROM: Douglas D. Dumhart, Management Analyst II SUBJECT: Consideration of Representation Agreement with Overland Resources, Inc. for the Disposition of Excess Right of Way - YMR Parcel RECOMMENDATION: By motion, approve the representation agreement with Overland Resources, Inc. for the disposition of Excess Right of Way and authorize the Mayor to execute the Agreement on the City's behalf. SUMMARY: On August 6, 1996, the City Council acknowledged the transfer of right-of-way, excess right-of-way and debt obligation for excess right-of-way from the Stonehill Drive Extension project and authorized staff to negotiate an agreement for the disposition of the excess parcels. On August 27, 1996, staff sent out request for proposals to three qualified firms for disposition services. Staff received two proposals back on September 16, 1996, one from Cutler and Associates and one from Overland Resources, Inc. Staff has reviewed both proposals to ensure the professional firm's familiarity with the Uniform Relocation and Real Property Acquisition Policies Act ("Uniform Act") as well as experience in dealing with Federal and State regulations for disposition of such properties on federally aided transportation projects. Staff is recommending the firm Overland Resources, Inc. because of their thorough and detailed project approach to the disposition. Additionally due to their proximity (Laguna Hills) to the City of San Juan Capistrano they have indicated that their personnel can be available on call to meet with staff at meetings, as well as with perspective buyers at the site. Staff has prepared a Representation Agreement with Overland Resources and is recommending City Council approval. BACKGROUND: In April 1990, the City of San Juan Capistrano, by Resolution no. 90-04-17-8, declared Stonehill Drive within the City limits to be a County highway for the period of construction and entered into Agreement No. D89-343 with the County of Orange to define financing and areas of responsibility for the Stonehill Drive extension project. FOR CDY COUNCIL /107. JJ �`%� AGENDA ITEM -2- October 15, 1996 The County of Orange was the lead agency for design, right of way acquisition, construction management and inspections for the Stonehill Drive Extension project. Project construction started April 1, 1991, with project completion on February 7, 1992. In acquiring right-of-way for Stonehill Drive Extension Project, a decision was made to acquire the entire parcel of land known as the YMR property. The easements for the roadway and slope easements cut through the middle of the property, which resulted in residual properties outside that required, both north and south of the roadway. These properties are classified as excess in that they are not necessary for the roadway or slopes. The Federal Highway Administration (FHA) funded 85% of the acquisition price, for the YMR excess property, with the condition that when the property(ies are sold or two years after project completion whichever is first, the FHA will be reimbursed 85% of what the City sells the remaining parcels for up to the maximum $1.2 million. Federal regulations (23 DFR, Section 710.203) dictates that the State Highway Department (Caltrans) has the overall responsibility for acquisition and disposition of right-of-way on federally aided transportation projects. In the past, Caltrans staff has been available to assist cities with these processes. However, State staff reductions make this no longer possible and they have opted to have the local authority make the appropriate arrangements for this oversight. The state has provided staff with the qualification criteria to hire a private agency in order to affect the sale in a manner acceptable to the State and federal guidelines. Staff has solicited qualified firms for this project to submit proposals. The proposals have been received, reviewed, and analyzed. Staff is recommending the City Council select Overland Resources, Inc. for this service. According to CFR section 713.307 (c) which states, "When a credit to federal funds is required, the cost of disposition may be deducted from the sales price." Costs associated to market this project such as appraisals, title reports listing services will be paid from proceeds of the sale. NOTIFICATION: Al Mockus, Federal Highway Administration Teresa Cota-Arias, Caltrans Carolyn Ansari, County of Orange GSA Tom McCabe, County of Orange, EMA Cutler and Associates Overland Resources, Inc. 0 ! AGENDA ITEM -3- October 15, 1996 ALTERNATE ACTIONS: By motion, approve the representation agreement with Overland Resources, Inc. for the disposition of Excess Right of Way and authorize the Mayor to execute the Agreement on the City's behalf. 2. By motion, approve the representation agreement with Overland Resources, Inc. for the disposition of Excess Right of Way subject to modifications. 3. By motion, do not approve the representation agreement with Overland Resources, Inc. for the disposition of Excess Right of Way. 4. Refer to staff for additional information. RECOMMENDATION: By motion, approve the representation agreement with Overland Resources, Inc. for the disposition of Excess Right of Way and authorize the Mayor to execute the Agreement on the City's behalf. Respectfully submitted, 400 006,0 0*10t� Douglas D. Dumhart Management Analyst II Attachment 1: Representation Agreement