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1986-1202_PACIFIC BELL_Real Estate Purchase AgreementREAL ESTATE PURCHASE AGREEMENT This Real Estate Purchase Agreement is executed this day of December , 1986, by and between the San Juan 2nd Capistrano Community Redevelopment Agency, a public corporate politic, hereinafter referred to as "BUYER", and Pacific Bell , hereinafter referred to as "SELLER". WITNESSETH: I. PURCHASE PRICE. Seller agrees to sell and Buyer agrees to buy that certain real property described as 31776 E1 Camino Real , Assessor's Parcel No. 124-160-26, in the City of San Juan Capistrano, County of Orange, State of California, for the purchase price of $620,000.00. The purchase price shall be paid all in cash or financed. Buyer shall have the right to assume existing financing on Seller's property, providing that said financing is assumable. II. MARKETABLE TITLE. Title is to be free of liens, encumbrances, easements, restrictions, rights and conditions of record known to Seller other than the following: none Seller shall furnish to Buyer, at Buyer's expense, a standard California Land Title Association policy insuring title to Buyer EXHIBIT A REAL ESTATE PURCHASE AGREEMENT -2- subject only to liens, encumbrances, easements, restrictions, rights and conditions of record as set forth above. If Seller fails to deliver fee title as herein provided, Buyer, at its option, may terminate this Agreement. Property taxes, premimums on insurance acceptable to Buyer, rents and interest shall be prorated as of the date of recordation of deed. The amount of any bond or assessment which is a lien shall be paid by Seller. Seller shall pay any cost of revenue stamps on deed. IV. POSSESSION. Possession shall be delivered to Buyer upon close of escrow. V. ESCROW. Escrow instructions signed by Buyer and Seller shall be delivered to the escrow holder within five (5) days of Seller's acceptance hereof and shall provide for closing within thirty (30) days from opening of escrow, subject to written extensions by Buyer and Seller. Unless otherwise designated in the escrow instructions to Buyer, title shall vest as follows: The San Juan Capistrano Community Redevelopment Agency. VI. CONDITION OF PROPERTY. The purchase price includes all existing tack -down or otherwise affixed or permanent carpeting, draperies and other window coverings including custom shades, louvres, and all window and door screens, all built-in and attached appliances, television antennaes, garage door openers, burglary, fire and smoke alarms, flash detectors, light fixtures, all unmoveable REAL ESTATE PURCHASE AGREEMENT -3- shrubs and trees, and none located upon the property as of the time of acceptance of this contract. The purchase price specifically excludes none Seller represents to the best of his/her knowledge and belief that (1) the property improvements (if any) thereon shall be in the same general condition as of date of possession by Buyer as upon acceptance of this contract, and (2) that all appliances and mechanical apparatus are in working order and will be in such condition as of the date of possession by Buyer. Seller agrees to -provide reasonable access to the property to inspectors representing Buyer and to representatives of lending institutions for financing purposes. VII. RISK OF LOSS. Risk of loss to the property shall be borne by Seller until title is conveyed to Buyer. This Agreement may be renegotiated if the improvements on the property are destroyed or materially damaged prior to transfer of title, at Buyer's option. VIII.LOAN DOCUMENTS Where, under the above provisions, Buyer intends to assume or purchase subject to any loans of record, Seller shall within 15 calendar days of acceptance, provide Buyer r1 U REAL ESTATE PURCHASE AGREEMENT -4- 0 with copies of all notes and trust deeds on the subject property and within 1_ calendar days of acceptance, provide Buyer with copies of all notes and trust deeds on the subject property and within 15 days calendar days of receipt thereby Buyer shall, in writing, notify Seller of approval or dis- approval of the terms of the notes and trust deeds. Seller warrants that all loans in the transaction will be current at the close of escrow and that there is no recorded notice of default outstanding against the property. Seller shall pay any prepayment penalty imposed on any existing loans paid off through escrow. IX. DEFAULT. If Buyer fails to complete the purchase as herein provided by reason of any default by Buyer, Seller shall be released from his/her obligation to sell the property to Buyer and may proceed against Buyer upon claim of remedy which he/she may have in law or equity. In any action on this Agreement, involving a dispute between Buyer and Seller, the prevailing Buyer or Seller shall be entitled to reasonable attorney's fees and costs. X. OFFER Buyer's signature herein constitutes an offer to purchase the real estate described above pursuant to the terms of the Option Agreement dated January 7 1986 Seller shall execute the acceptance of this purchase when Optionee/Buyer elects to exercise the option. REAL ESTATE PURCHASE AGREEMENT -5- IX. LEASEHOLDS. Buyer shall take the property subject to existing leases and rights of parties in possession. Seller shall deliver copies of existing leases and rental agreements (including any outstanding notices sent to tenantl plus income and expense statements to Buyer within five (5) calendar days of acceptance of this offer. Buyer shall have seven (7) calendar days upon receipt of said documents to inspect and approve all such documents. Buyer shall further have the right to inspect all rental units within five (5) calendar days of acceptance. During the pendency of this transaction, Seller agrees that no changes in said leases and tenancies shall be made nor any new rental agreements entered into without prior consent of Buyer. Seller shall transfer to Buyer, at the close of escrow, all tenants' deposits. XII. ENTIRE AGREEMENT. This Agreement contains the entire agreement of the parties, and any agreement or representation reflecting the property or the duties of the Buyer and Seller in relation thereto not expressly set forth herein is null and void. Each party also, in addition to acknowledging receipt of a copy hereof, acknowledges that they have thoroughly read and understand each of the provisions contained herein prior to signing this document. REAL ESTATE PURCHASE AGREEMENT XIII. TIME OF ESSENCE. Time is of the essence of this Agreement. Executed at San Juan Capistrano, California. ATTEST: Mary Annove Agency ecretary ACCEPTANCE SAN JUAN CAPISTRANO COMMUNITY REDEVF,LOPWNT AGENCY By Bu r Y L. HAUSDORFER, C IRMAN The undersigned Seller accepts the foregoing offer and agrees to sell the property therein under the terms and conditions set forth. Dated: 1A 4-16 Seller: proTed as to orm: (vw Joh 7 R. Shaw, Agency Counsel 11 • • 4'05 DECEMBER 2, 1986 REGULAR MEETING OF THE SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY BOARD OF DIRECTORS The Regular Meeting of the Board of Directors of the San Juan Capistrano Community Redevelopment Agency was called to order by Chairman Hausdorfer at 7:32 p.m., in the City Council Chamber. ROLL CALL PRESENT: Gary L. Hausdorfer, Chairman Anthony L. Bland, Director Kenneth E. Friess, Director Phillip R. Schwartze, Director ABSENT: Lawrence F. Buchheim, Vice Chairman STAFF PRESENT: Stephen B. Julian, Executive Director; Thomas G. Merrell, Deputy Director; Mary Ann Hanover, Agency Secretary; Robert G. Boone, Finance Officer; Glenn Southard Assistant City Manager; John R. Shaw, City Attorney; William D. Murphy, Director of Public Works; Thomas L. Baker, Director of Community Services; Cheryl Johnson, Recording Secretary. MINUTES Regular Meeting of November 18, 1986: It was moved by Director Friess, seconded by Director Bland, that the Minutes of the Regular Meeting of November 18, 1986, be approved as submitted. The motion carried by the following vote: AYES: Directors Schwartze, Bland, and Friess, NOES: None ABSTAIN: Chairman Hausdorfer ABSENT: Director Buchheim BOARD ACTIONS 1. APPROVAL OF WARRANTS (300.30) 2. It was moved by Director Schwartze, seconded by Director Friess and unanimously carried to approve the List of Demands dated November 18, 1986, Warrant Nos. 193- 221, in the total amount of $22,994.84. Written Communications: Report dated December 2, 1986, from the Deputy Director, advising that the Option Agreement between the Agency and Pacific Bell for purchase of the property in the -1- 12/2/86 406. • • 3. Historic Town Center will expire on January 7, 1987, and recommending execution of an agreement to purchase the property at a price of $720,000. Pacific Bell Is not able to extend the current Option Agreement due to a recent ruling by the California Public Utilities Commission. The report advised that Pacific Bell wished to remain at its present location until September, 1987; therefore, escrow would not close prior to that time. The property in question is located at 31776 E1 CamIno Real, Assessor's Parcel No. 124-160-26. Approval of Agreement: It was moved by Director Schwartze, seconded by Director Friess and unanimously carried to approve the Real Estate Purchase Agreement and to authorize the Chairman and Secretary to execute the Agreement on behalf of the Agency. The Executive Director, or his designee, was authorized to execute all documents necessary to enter escrow on the Pacific Bell property. Written Communications: Report dated December 2, 1986, from the Deputy Director, advising that the agreement with Great Western Savings, entered into on June 12, 1986, for purchase of 23.032 acres located in the vicinity of Camino Capistrano and Doheny Park Road for development of the Price Club project, will expire on December 15, 1986. An additional extension to March 30, 1987, was necessary to conclude negotiations with the Price Club. The report advised that Great Western requested payment of $100,000 for the extension, which would be applicable to the purchase price; the Price Club had agreed to pay half of that amount. The Executive Director made an oral presentation, advising that the extension was necessary due to the unexpected length of time needed to accomplish annexation of the property. It was moved by Director Schwartze, seconded by Director Bland and unanimously carried to approve the First Amendment to Purchase and Escrow Agreement with Great Western Savings and to authorize the expenditure of $50,000 to secure the extension to March 30, 1987. The Chairman and Secretary were authorized to execute the Agreement on behalf of the Agency. 4. STATUS REPORT - HISTORIC TOWN CENTER PROJECT (400.20) Written Communications: (1) Report dated December 2, 1986, from the Deputy Director, advising that staff was continuing to prepare a detailed economic analysis and recommending selection of a developer at the meeting of January 6, 1987. (2) Memorandum dated December 2, 1986, from the Deputy Director, recommending that a special public meeting be held to receive comments from the community on the project and forwarding a proposed schedule. Public Hearing Set on Project: It was moved by Director Friess, seconded by Director Bland and unanimously carried to receive and file the reports and to schedule a public hearing on the -2- 12/2/86 0 0 AGENDA ITEM TO: Stephen B. Julian, Executive Director Community Redevelopment Agency FROM: Thomas G. Merrell, Deputy Executive Director Community Redevelopment Agency SUBJECT: Extension of Option Agreement (Pacific Bell) SITUATION A. Summary and Recommendation December 2, 1986 The Option Agreement between the Agency and Pacific Bell will expire January 7, 1987. Pacific Bell is not able to extend the Option Agreement due to a recent ruling by the California Public Utilities Commission. Therefore, Agency Special Counsel has advised the Agency to execute the Purchase Agreement and enter into escrow for purchase of the property. B. Background The Redevelopment Agency entered into a one-year Option Agreement on January 7, 1986 with Pacific Bell to purchase its property for the Historic Town Center development. That Option Agreement will expire January 7, 1987. A recent California Public Utilities Commission ruling states if property is declared surplus, which this has been declared, then it must go out to open bid for purchase. Therefore, it is recommended the Agency exercise its option in accordance with the terms and conditions of the Real Estate Purchase Agreement attached, which was approved by the Agency on January 7, 1986. Pacific Bell is amenable to entering into escrow at this time. However, since they wish to remain at their present location until September 1987, escrow shall not close prior to that time. This schedule does not present any time constraints on the Agency, since it is not anticipated that the property will be needed prior to that date. PUBLIC NOTIFICATION Not applicable. COMMISSION/BOARD REVIEW, RECOMMENDATION Not applicable. FINANCIAL CONSIDERATIONS If the Agency enters into escrow and executes the Real Estate Purchase Agreement, it has committed itself to purchasing the property for $620,000. The purchase price must be paid in all cash or financed. WO 6 i { COL, NOL AGE" !i x: rat$ 0 Agenda Item ALTERNATE ACTIONS 0 -2- December 2, 1986 1. Execute Real Estate Purchase Agreement and enter into escrow. 2. Do not execute Real Estate Purchase Agreement and let Option Agreement lapse. ------------------------------------------------------------------------------ ------------------------------------------------------------------------------ RECOMMENDATION By motion, authorize the Chairman of the Redevelopment Agency to execute the Real Estate Purchase Agreement, and authorize Executive Director or his designee to execute all documents necessary to enter escrow on the Pacific Bell property. Respectfully submitted, Thomas G. Merrell, Deputy Executive Director Community Redevelopment Agency TGM:PAD:dh Attachment