13-1022_ACCRETIVE REALTY INVESTMENTS, LLC_2nd Amd to Purchase and Sale Agreement SECOND AMENDMENT TO
PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS
THIS SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT AND
JOINT ESCROW INSTRUCTIONS (this "Second Amendment") is dated as of October 22,
2013, between CITY OF SAN JUAN CAPISTRANO,as Seller, ("City") and ACCRETIVE SAN
JUAN PARTNERS, LLC,a California limited liability company, as Buyer t"B vier").
RECITAL
A. Prior to the date hereof, Accretive Realty Investments, LLC ("ARI") and City
executed that certain Purchase and Sale Agreement and Joint Escrow Instructions dated as of
March 26, 2013, as amended by that certain First Amendment to Purchase and Sale Agreement
and Joint Escrow Instructions dated August 6, 2013 (as amended, the "Original Agreement"),
pursuant to which City agreed to sell to ARI, or its permitted assignee, and ARI, or its permitted
assignee, agreed to buy from City.the "Property" as defined and on the terms and conditions set
forth therein. Also prior to the date hereof, and pursuant to the Original Agreement, ARI
assigned its interests in the Original Agreement to Buyer.
B. The parties desire to amend the Original Agreement pursuant to the terms and
conditions set forth below.
C. The Original Agreement as amended by this Second Amendment is referred to in
this Second Amendment as the "Agreement." Any capitalized terms used but not defined in this
Second Amendment shall have the meanings assigned to such terms in the Original Agreement.
AGREEMENT
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged,the parties agree as follows:
I. Access Easements. Buyer acknowledges that there are several existing utility
dedications and easements recorded against the Property in favor of City that run with the land,
and as of the Close of Escrow, shall be binding on Buyer and its successive owners. To the
extent such easements do not already grant the City access rights to such easements, then, at
City's request, Buyer shall execute any and all documents necessary to grant City such access
rights; provided, however,that such access rights shall be reasonable and consistent with Buyer's
planned development on the Property as shown on that certain Site Plan approved by the
Planning Commission of the City on Sepjember 24, 2013. The documents executed by Buyer
pursuant to this Section 1 shall be in recordable form, and shall be delivered by Buyer to Escrow
Holder at least one (1) business day prior to the Closing. Escrow Halder is instructed to record
such documents in the Office of the County Recorder of the County of Orange following the
recordation of the Grant Deed.
2. Valve Work, The City, in its governmental capacity (and not in its proprietary
capacity as an owner of the Property) has conditioned the issuance of a grading permit for the
Property, to the completion prior to grading of that certain valve work as more particularly set
forth in Exhibit "I" attached hereto and incorporated herein by this reference, to the extent
located on the Property (the "Valve Work"). Buyer shall perform the Valve Work subject to
reimbursement by the City pursuant to the terms and conditions of this Second Amendment.
Within twenty (20) Business Days after Buyer notifies City that the Valve Work has been
completed, the City shall review and inspect the Valve Work and either accept or reject the
Valve Work (including, in the case of rejection, a reasonably detailed explanation of the
reason(s) for such rejection)by written notice to Buyer. Buyer shall be deemed to have satisfied
the foregoing grading permit condition if the City either (i) provides written notice to Buyer of
its approval of the Valve Work within such twenty (20) Business Day period or (ii) fails to
provide written notice to Buyer of its disapproval (together with a reasonably detailed
explanation of the reasons therefor) within such twenty (20) Business Day period. "Business
Day" shall mean and refer to a calendar day, excluding Saturdays, Sundays and California state
or national holidays.
3. Holdback. Upon the Close of Escrow, Escrow Holder shall withhold from City's
proceeds the amount of One Hundred Thousand Dollars ($100,000), which sum shall be held by
Escrow Holder in a segregated escrow account (the "Escrow Holdback"). Such funds shall be
invested in an interest bearing account, with all interest accruing thereunder to be added to the
Escrow Holdback for the benefit of City. The parties shall execute such additional escrow
instructions as Escrow Holder may reasonably require in order to administer the Escrow
Holdback, provided that they are not inconsistent with the Agreement or this Second
Amendment. All escrow charges associated with the Escrow Holdback shall be paid by the City.
The Escrow Holdback shall be utilized for the payment of costs and expenses associated with the
Valve Work. Buyer shall be entitled to draw funds for the reimbursement of such costs and
expenses from the Escrow Holdback, by delivering a written demand to Escrow Holder with a
copy to City specifying the amount to be reimbursed to Buyer for the Valve Work,together with
copies of invoices and other appropriate supporting documentation evidencing such amount,
which shall be subject to City's approval, which City shall not unreasonably withhold, condition
or delay. City's failure to deliver written notice to Buyer and Escrow Holder objecting to any
amount demanded by Buyer, within five(5)business days of its receipt of Buyer's demand, shall
conclusively be deemed City's approval of such demand. Escrow Holder shall disburse the
amount demanded to Buyer within one(1)business day after receipt of the written demand from
Buyer and the written approval, or deemed approval, of City to such demand. Upon the full and
complete completion of the Valve Work (as evidenced by the City's acknowledgment that the
grading permit condition referenced in Section 2 above has been satisfied in full) and the full
reimbursement of Buyer for the costs and expenses incurred by Buyer in connection with the
Valve Work, Escrow Holder shall release to City all funds remaining in the Escrow Holdback,
less Escrow Holder's fees and costs. Escrow Holder shall release such remaining funds to City
upon receipt of written request from City and from Buyer, which Buyer covenants to provide
promptly after satisfaction of the prerequisites for such release.
4. Performance of Valve Work. Provided that the Close of Escrow occurs, Buyer
shall cause the Valve Work to be performed after the Close of Escrow in a good and
workmanlike manner and City agrees to promptly reimburse Buyer for all costs and expenses
actually incurred by Buyer in the performance of the Valve Work, including without limitation
all fees and permitting costs.
2
5. Approved Contractor. After the Close of Escrow, Buyer shall cause the Valve
Work to be performed by a licensed and insured contractor, reasonably acceptable to the City
("Approved Contractor"). Buyer will provide a copy of the selected bid to the City, which bid
shall be subject to City's approval if the amount quoted in such bid exceeds $75,000 for the
completion of the Valve Work. Buyer shall be responsible for hiring the Approved Contractor
and making payments directly to the Approved Contractor for work performed in connection
with the Valve Work, subject to reimbursement by the City. Buyer shall require the Approved
Contractor to add the Buyer and City as additional insureds to any insurance policy obtained by
the Approved Contractor in connection with the Valve Work.
6. Indemnity, Following City's acceptance and approval of the Valve Work as
provided above, City hereby agrees to defend, indemnify and hold harmless Buyer from and
against all actions, proceedings, claims, demands, penalties, loss, liability, expenses, damages,
and costs (including reasonable attorneys' fees and costs) arising from or in any way relating to
the Valve Work, including without limitation, the design.or construction of the Valve Work (the
"Claims"). Notwithstanding the foregoing, as a condition to the foregoing indemnity, Buyer
shall assign to City, as a non-exclusive assignment the following: (i) any and all warranties with
respect to the design and construction of the Valve Work provided by Approved Contractor and
(ii)Buyer's rights to pursue claims against the Approved Contractor with respect to the design
and construction of the Valve Work. Notwithstanding anything to the contrary set forth in this
Agreement, City's indemnity set forth in this Section 6 shall specifically exclude the following:
(i) any liens or encumbrances on the Property caused or permitted by Buyer and arising from or
in any way related to the Valve Work so long as City reimbursed Buyer for such work as
provided in this Second Amendment; (ii) any disputes for payment by any contractor arising out
of or in any way related to the Valve Work so long as City reimbursed Buyer for such work as
provided in this Second Amendment; and (iii)any bodily injury, death or damage to property on
the Property arising out of or in any way related to any act or omission in connection with the
performance of the Valve Work (excluding any design or construction defect with respect to the
Valve Work)(collectively,the "Excluded Claims").
7. Release. Effective upon City's acceptance and approval of the Valve Work as
provided above, City waives,releases,discharges and forever relinquishes any and all Claims,
whether known or unknown,direct or indirect, foreseeable or unforeseeable,which City may
have or claim to have against the Buyer(the"Released Claims"); provided, however,that the
Released Claims shall not include, and Buyer shall not be released from,any Excluded Claims.
City waives California Civil Code §1542,which states:
"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE
CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR
AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR
HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH
THE DEBTOR."
THE CITY ACKNOWLEDGES AND AGREES THAT IT MAY HEREAFTER
DISCOVER FACTS OR LAW DIFFERENT FROM OR IN ADDITION TO THOSE
WHICH IT NOW BELIEVES TO BE TRUE WITH RESPECT TO THE RELEASE OF
CLAIMS. THE CITY ACKNOWLEDGES AND AGREES THAT THE RELEASE IT
3
IS PROVIDING SHALL REMAIN EFFECTIVE IN ALL RESPECTS
NOTWITHSTANDING SUCH DIFFERENT OR ADDITIONAL FACTS OR LAW OR
ANY PARTIES' DISCOVERY THEREOF. THE CITY SHALL NOT BE ENTITLED
TO ANY RELIEF IN CONNECTION THEREWITH, INCLUDING BUT NOT
LIMITED TO ANY DAMAGES OR ANY RIGHT OR CLAIM TO SET ASIDE OR
RESCIND THIS AGREEMENT.
&. Closing Date. Notwithstanding anything to the contrary set forth in the Original
Agreement, but subject to the satisfaction or waiver of the conditions precedent thereto set forth
in the Agreement,the Closing shall occur no later than October 25,2013. Any and all references
to the Closing Date and the Outside Closing Date shall mean October 25,2013.
9. Survival. The obligations set forth in this Second Amendment shall survive the
Close of Escrow.
10. Miscellaneous. This Second Amendment shall be governed and construed in
accordance with the laws of the State of California. The parties acknowledge that, with respect
to the transactions contemplated herein, each party and its counsel have reviewed and revised
this Second Amendment and the normal rule of construction to the effect that any ambiguities
are to be resolved against the drafting party shall not be employed in the interpretation of this
Second Amendment, This Second Amendment also constitutes an amendment to the escrow
instructions in the Original Agreement. This Second Amendment may be executed in
counterparts, each of which will be deemed a duplicate original and all of which taken together
shall constitute one document. The parties may execute and deliver this Second Amendment by
forwarding electronically transmitted copies hereof, which shall have the same binding effect as
original signatures, and the parties hereby waive any defense to validity based on any such
copies or signatures.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
4
IN WITNESS WHEREOF, the parties have executed this Second Amendment as
of the dates set forth opposite their signatures below.
Com:
CITY OF SAN JUAN CAPISTRANO
a mun, ipal rporatio
By:
Joh Taylor, ayor
Date:N7 .
c • c��
A est:
By:
I orris,City Clerk
Approved as to
By:
Hans Van Ligten, City Attorney
Buyer:
ACCRETIVE SAN JUAN PARTNERS, LLC,
a California limited liability company
BY: Accretive Realty Investments,LLC,a
California limited liability company, its
managing member
By:
Name: Thomas LeBeau
Title: President
Date: October 22 2013
5
PUBLIC AGENCY FORM OF ACKNOWLEDGEMENT
State of California )
County of Orange ) ss.
City of San Juan Capistrano )
(Gov't Code 40814& Civil Code 118 1)
On October 22; 2013, before me, Maria Morris, City Clerk personally appeared
Mayor John Taylor, who proved to me on the basis of satisfactory evidence to the be person(s)
whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they
executed the same in his/her/their authorized capacity, and that by his/her/there signature on the
instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the
instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
(SEAL) f
W1TNF d and official seal.
I
M a s, ity Clerk
OPTIONAL
Capacity Claimed by Signers Description of Attached Document
Title or Type of Document
Officer title
Second Amendment to Purchase &
Sale Agreement ana Joint bscrow
Mayor Insuructions
Signers are Representing
City of San Juan Capistrano
Original
EXHIBIT"1"
SCOPE OF WORK
Replace gate valves (GV) GV-D8-49, &48. GV#49 is a 14" GV in a 14" line, replace in
kind. GV#48 is a 12" GV in a 12" line, replace in kind. Add 2-inch air-vac at GV-DS-48 per
standard detail W-16.
Replace GV-D8-50, Exist GV. is 10" GV in 14" Steel line w/ expander/reducer. New
GV is to be a 12" GV with new 14"x12" reducer/expander assembly. Add new blow off per
detail std water detail W-3 at GV-D8-50.
All work to be per the City's Standard Specifications for Domestic and Recycled Water
Facilities.
(See existing plans, sheets DW000867, & 8; sta 162 -86. And details on sheets 4871,
#872 for information on existing pipeline.)
6
0
% -251
2..,RR
Replace GV-D8-49, & 48. GV#49 is
Z Ri Zl\% in a 14" line, replace in kind. GV#4E
50 'A
A f2 GV in a 12" line, replace in kind. Ad
I'll -, air-vac at GV-D8-48 per standard dE
;329 3�0�2
(See existing plans, sheets DWOOOE
31071 6662
162+86. And details on sheets #87,
-33
-�
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I[itvA:J5T 14 FLANGED FLPn-GED UO'r' TO ,1ALE
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+ SCALE 6/41•1-0.. 11
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®1R TME BOTTOM SO' ELBOW WAS TURNED 45• TO TME LEFT IN ORDER �TE2A NSM1S5lOA) LIVE 20' SAN JUALJ CAPI5T13A
TO REACN THE SURFACE. 1.0. CAL/CM. W 5-P. REMOVE EXIZVOG P.
L�!l 45•BEND LEFT OF/.THE !ND OF TME G'GLLV,PIPE IS IS.FROM RJW FENCE COUNECT TO 20'CM
G' PIPE ST:CLS STRAK+wT OVT FROM THE VALVE. f'UST 7'7 OR APPROVE'
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A 5040 PL ANGEr LOCATEO NEAR 2NO+:GH TO THE vKTA,JUC E40 OF"H6 PI FC TO BE
6'r9Q AS A—N0 NOTE TO MORTAR -F+E :NSILe .:F TME
3- WMEN THE FAECEED— AND FOLL0W14S 6E.1 ON;' iF 7.PE —E BEEN LA%D.N THE Y F.'
THF" CLOWNS 5AP S..-L SE .ACC:RA'ELY ME A9UREL AND A P:EL0 , T MADE Ac'-.'JF:.N'GLY, _
iAUF. DEIN.a TA✓,EN Nol TC EALESSIVELY C:.tP OR CP4.R ',•E Ctm*NT MOFTAR LINING � e_ 160' a"
THF COAT�N6 sK DE CH,FPED BACK ANOA 0010.E NOW�F S j °AJOE NIRS SHALL 8E -9
PULLED T+GHT AND WELDED TO THE STEEL .YLINDER TAEN Chv E+.EL WITH CEMENT "lk_,C TY- v_
_ MCRTAR . .i._. _._-
°.LD WELD A OCTA:L1^ C]LLAA END. LCP 0.E SFONDI*+G TO -E ONE ON"E7 tOLLO-_NG F
E EC TION OR a PE,TO THE STEEL CYLINDER BY AN AFPPD VEU ELL.T :ARG METH)C,AND IMSU SMp.,S.,
SpeaS�/�
REPLACE BY HAMD ANY CE ME VT MORTAR .WNG DESTRJTEL DURING-r t.CUTT-S OR
:tiELD NG PgJCE5�+,4¢:GS TOPLACLNG THE PIPE 1N THt- GQ>VNO.
AF'r EQ THE CLO',JLT HAS BEEN MADE- Bv'USE- JF T.+F-i"h AN:n p I I ~—•�t
,C..E pQ JV DEO:PLATEI: t r13-IAa 80t.4. '.�,j,t t.4 l
6 SHE rLOSI OF TIAE _,3!NT .VITN LEFT
'AOEREU , ®
THE CLOSING LEN$T4 HALL BE LEFT JNCDVERE7 P.�v +:.�aCT.DM YTME RrSIO`.:"•T
F tIS'NLLER ANC,/Oe THE IIVSF F-C TOR,AL50 uN'..L RLL tI+L K')4 CA T:C rt:T5 "AA
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SEEN COM iL i-"ED ANi.^ EX:ERTE7 BV TME J•D
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UNDISTOR.3Z4 EARTH �a a1E L°"O C. SCALE h'<ILp.•
SECT iON_ &B.
._ SCALE.h"=iL4"
(�A WRAP EXPOSED BOLTS AND FLANGES 8" BLIND FLANGE W/3" TAP,
W/ WAX TAPE PER AWWA C217, 50 MIL INSTALL INSULATING FLG KIT
WAX TAPE PER AWWA 0209
BRASS HOSE ADAPTER
POTTER ROEMER 2830
OR APPROVED EQUAL
2.5" BRASS FIRE HOSE
NOZZLE W/CAP & CHAIN
METER BOX 24" X 36"
(BROOKS #67)
4" FLGD T, OR 2 INCH FIP BRONZE
4"' FLGD TAPPING BALL VALVE PER CSJC W-11
SLEEVE-CML&C PEA GRAVEL
WATER LINE VALVE BOX PER CITY
STD PLAN W-13
6" MIN/12" MAX 8" FLGD
CML&C SPOOL
+ 8"X4" FLGD (LENGTH AS REQ
CML&C TEE
f A
A A PUSH ON
r�
4" RWGV, FLG PUSH-ON A
I
AND RISER PER CSJC W-13
THRUST BLOCK
PER CSJC W-14
4 CML&C SPOOL
LENGTH AS REQUIRED
L4" CML&C FLG
90' ELBOW 4" PVC, CL 305 OR 8" BLIND FLANGE
CML&C STEEL CLASS 300
THRUST BLOCK
PER CSJC W-14
fi! }
REVISIONS CITY O F SAN STD. NO.
NO. DATE APPROVED / "�.
JUAN C PTRANO i
A APPROVE
J
a
^NATER ENGINEERING" AGER DATE SHEET 1 OF 2
ITEM
NO. DESCRIPTION
0.D. 2 PIECE PLASTIC COVER ((SANOSTONE
2 COLOR) BY PIPELINE PRObVCTS
,. MODEL III VCAS-1830
j, (tel AIR & VACUUM RELIEF VALVE
�J (SEE SECTION 15089)
N 10 r 3 5 �3 BRASS CLOSE NIPPLE
L 4 BRONZE BALL VALVE-FjxFlP W/ SHUT
OFF. FORD B11-44 1 B11-777 2
1 146 5 MIP THREAD X SWEAT ADAPTER
TCONI®
C. PAD WITH 8 x 6 WIRE MESH
90' BEND SWEAT
— — /, r\. if 8 CORPORATION STOP MIP x FIP
13 BgQ BRONZE SERVICE SADDLE
CONNECT TO STEEL PIPE PER DETAIL
W-1 OR W-2 AS REQUIRED
4 OUTLET HOOD VENT CAP
I 1 1 APCO MODEL 140-28, OR EQUAL
7� .-=r COPPER TUBING, TYPE K RIGID
I 5 VALVE BOX & RISER PER W-13
�E LS3 4` PVC SLEEVE
3/8' x 4' STAN[LESS STEEL "J "
"\\ SOLT.AND NUT.
VALVE COVER AND PAD DIMENSIONS
VALVE DIMENSIONS
SIZE O.D. H L A B C
1" 18" 30" 24" 30" 54- 6-
2- 24" 36" 310" 36" 6Q" 6"
CONSTRCUTIQN NOTES
1. REFER TO DRAWINGS W — 1 OR W —2 FOR ACCEPTABLE MATERIALS.
2. MARK AIR—VAC PER SECTION 15151.
3. PROVIDE AND INSTALL AIR—VAC PER SECTION 15089.
4. SET BACK DISTANCE PER TRAFFIC REQUIREMENTS, OR 30",
WHICH EVER IS GREATER.
5. INSTALL PIPE VERTICAL OR SLOPED UPWARDS AT ALL POINTS.
REvIsias CITY OF SAN STD. Na.
Ida. DATE APPROVED ��, =�-y
JUAN CAPISTRANO
APPR�IIED , s
%WATER ENGINEANAGER DATE SHEET 1 OF 2
C:\CVWOSM\W-i BA
VALVE ASSEMBLY LOCA I ON PLATS
3' OR WIDER
FADE OF CURB � PARKWAY
130- ON
SIDEWALK 6` a
WIDE OR LESS --
--- --- 7
-
T VALVE BOX
r
VALVE GOFER ` I-- SIDEWALK
-I A --- COINC CASE 2
CASE 1 (NO SIDEWALK PLANNED)
OR
SIDEWALK ADJACENT TO CURB SIDEWALK NOT
ADJACENT TO CURB
REVISIONS CITY O S�,!,'µ STd. NO.
NO-[ APPROVED PPROVEd �
JUAN SAP STRAND
J J
APP
"RdVED
/ ATER R DATE SHEET 2 OF 2
Ft\GVWDST0\W-1ee,
Recorded in Official Records,Orange County
FIRSTAFECORAMERICAN REQUESTED Hugh Nguyen,Clerk-Recorder
NATIONAL
HO UILD COMM PANY
ER SERVICES
SUBDIVISION DEPARTMENT I II I I I IIII II IIIA VIII VIII VIII IIII VIII I III I III II I II I I I III II 35w MM
* $ R 0 0 0 6 2 8 1 2 9 0 $
2013000599304 8:00 am 10/25113
RECORDING REQUESTED BY AND 276 402 Q01 F13 3
WHEN RECORDED MAIL TO: 0.00 0.00 0.00 20.00 6.00 0.00 0.00 0.00
Rutan& Tucker, LLP
611 Anton Blvd., 14th Floor
Costa Mesa, CA 92626
Attn: Hans Van Ligten, Esq.
(Space Above this Line is for Recorder's Use Only)
DOCUMENTARY TRANSFER TAX IS
...Computed on the consideration or value of property
conveyed;OR
.Computed on the consideration or value less liens or
encumbrances remaining at time of sale. Signature of Declarant or Agent determining tax—Firm
Name
This is a conveyance of an agreement and the consideration and value is less than$100.009 R&T 11911
QUITCLAIM DEED
For good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, City of San Juan Capistrano, a municipal corporation, does hereby remise,
release, and quitclaim to the record owner*thereof, any and all of its right, title, and interest
created by that certain Reimbursement Agreement for Construction of Rancho Viejo Road
recorded in the Office of the County Recorder of Orange County,California,on October 7, 1987,
as Instrument No. 87-565077,with respect to property described in Exhibit"A" attached hereto.
CITY:
Date: October , 2013 CITY OF SAN JUAN CAPISTRANO
a mu 'cip corpo ion
By:
o Ta or, M yor
"`Accretive San Juan Partners, LLC,a California Limited liability company
22021028428-0002
6258200.1 a10/14/13
RECORDING REOMSTED W.
FIRST AMERICAN TRLE COMPANY
NATIONAL HOMEBUILDER SERVICES
SUBDIVISION DEPARTMW
RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
Rutan &Tucker, LLP
611 Anton Blvd., 14"'Floor
Costa Mesa, CA 92626
Attn: Hans Van Ligten, Esq.
(Space Above this Line is for Recorder's Use Only)
DOCUMENTARY TRANSFER TAX IS$ -0-R
...Computed on the consideration or value of property
conveyed;OR
. .Computed on the consideration or value less liens or
encumbrances remaining at time of sale. Signature of Declarant or Agent determining tax—Firm
Name
This is a_conveyance of an agreement and the consideration and value is less than$100.00,_R&T 11911
QUITCLAIM DEED
For good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, City of San Juan Capistrano, a municipal corporation, does hereby remise,
release, and quitclaim to the record owner-�thereof, any and all of its right, title, and interest
created by that certain Reimbursement Agreement for Construction of Rancho Viejo Road
recorded in the Office of the County Recorder of Orange County, California, on October 7, 1987,
as Instrument No. 87-565077, with respect to property described in Exhibit"A" attached hereto.
CITY:
Date: October � , 2013 CITY OF SAN JUAN CAPISTRANO
a mu 'cip corpo ion
By:
oh Ta or, M yor
*Accretive San Juan Partners, LLC,a California Limited liability company
2202/028428-0002
6258200.1 a10114/13
PUBLIC AGENCY FORM OF ACKNOWLEDGEMENT
State of California )
County of Orange ) ss.
City of San Juan Capistrano )
(Gov't Code 40814 & Civil Code 118 1)
On October 22, 2013, before me, Maria Morris, City Clerk, personally appeared
Mayor John Taylor, who proved to me on the basis of satisfactory evidence to the be person(s)
whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they
executed the same in his/her/their authorized capacity, and that by his/her/there signature on the
instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the
instrument .
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
(SEAL) l
r.
f
Wil hand and official seal.
M rri�,-CCity l k
OPTIONAL
Capacity Claimed by Signers Description of Attached Document
Title or Type of Document
Officer title
Quitclaim Deed - RE: Reimbursement
Mayor Agreement for Construction of Rancho Viejo
Road-Lot 217 TR 12954
Signers are Representing
City of San Juan Capistrano
Original
EXHIBIT A
LEGAL DESCRIPTION
The real property in the City of San Juan Capistrano, County of Orange, State of California,
described as follows:
LOT 217 OF TRACT NO, 12954, AS SHOWN ON A MAP RECORDED IN BOOK 597,
PAGES 1 TO 34 INCLUSIVE OF MISCELLANEOUS MAPS, AMENDED BY
CERTIFICATES OF CORRECTION RECORDED MARCH 7, 1988 AS INSTRUMENT NO.
88-101888 AND MARCH 8, 1988 AS INSTRUMENT NO. 88-105141 ALL OFFICIAL
RECORDS OF ORANGE COUNTY, CALIFORNIA.
APN: 650-592-01 and 650-592-02
2202/028428-0002
6258200.1 a10/14/13 -2-
Recorded in Official Records,Orange County
RECORDING REQUESTED W. Hugh Nguyen,Clerk-Recorder
AMERICAN TITLE COMPA
NATI NY
I IIII I I I I IIII IIID II II III I I II II I I III I I I IIII I II I I I IIII
NATIQNALHOMEBUILDERSERVICES 35
SUBDIVISION DEPARTMENT
* $ R 0 0 0 6 2 8 1 2 9 1 $
2013000599305 8:00 am 10/25113
RECORDING REQUESTED BY AND 276 402 0101 F13 3
WHEN RECORDED MAIL TO: 0.00 0.00 0.00 20.00 6.00 0.00 0.00 0.00
Rutan& Tucker, LLP
611 Anton'Blvd., 14th Floor
Costa Mesa, CA 92626
Attn: Hans Van Ligten, Esq.
(Space Above this Line is for Recorder's Use Only)
DOCUMENTARY TRANSFER TAX IS$ -0-*
...Computed on the consideration or value of property
conveyed;OR
.Computed on the consideration or value less liens or
encumbrances remaining at time of sale. Signature of Declarant or Agent determining tax—Firm
Name
This is a conveyance of an agreement and the consideration and value is less than$100.00,R&T 11911
QUITCLAIM DEED
For good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, City of San Juan Capistrano, a municipal corporation, does hereby remise,
release, and quitclaim to the record owner thereof, any and all of its right, title, and interest
created by that certain Surety Agreement for Grading, Landscaping and On-Site Improvements
(Including Golf Course) recorded in the Office of the County Recorder of Orange County,
California, on October 7, 1987, as Instrument No. 87-565078, with respect to property described
in Exhibit"A" attached hereto.
CITY:
Date: October g, 2013 CITY OF SAN JUAN CAPISTRANO
a m 'cipal corporaTin
By: �)L� —
Jo Tayl r, Ma r
*Accretive San Juan Partners, LLC,a California Limited liability company
2202/028428-0002
6258382.1 x10/14/13
RECORDING REQUESTED W.
FIRST AMERICAN TITLE COMPANY
NATIONAL HOMEBUILDER SERVICES
SUBDIVISION DEPARTMENT
RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
Rutan & Tucker, LLP
611 Anton Blvd., 14th Floor
Costa Mesa, CA 92626
Attn: Hans Van Ligten, Esq.
T�92]1U-�
(Space Above this Line is for Recorder's Use Only)
DOCUMENTARY TRANSFER TAXIS$ -0-*
...Computed on the consideration or value of property
conveyed;OR
. ..Computed on the consideration or value less liens or
encumbrances remaining at time of sale. Signature of Declarant or Agent determining tax—Firm
Name
This is a conveyance of an agreement and the consideration and value is less than$100.00,R&T 11911
QUITCLAIM DEED
For good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, City of San Juan Capistrano, a municipal corporation, does hereby remise,
release, and quitclaim to the record ownerl'thereof, any and all of its right, title, and interest
created by that certain Surety Agreement for Grading, Landscaping and On-Site Improvements
(Including Golf Course) recorded in the Office of the County Recorder of Orange County,
California, on October 7, 1987, as Instrument No. 87-565078, with respect to property described
in Exhibit"A"attached hereto.
CITY:
Date: October 2013 CITY OF SAN JUAN CAPISTRANO
a municipal corpora 'on
By:
Jo Tayl r,Ma r
*Accretive San Juan Partners,LLC,a California Limited liability company
2202/028428-0002
6258382.1 a10/14/13
PUBLIC AGENCY FORM OF ACKNOWLEDGEMENT
State of California )
County of Orange ) ss.
City of San Juan Capistrano )
(Gov't Code 40814 & Civil Code 118 1)
On October 22, 2013, before me, Maria Morris, City Clerk, personally appeared
Mayor John Taylor, who proved to me on the basis of satisfactory evidence to the be person(s)
whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they
executed the same in his/her/their authorized capacity, and that by his/her/there signature on the
instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the
instrument .
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
(SEAL)
WIJE $ . hand and ItO fficial seal.
Maria s�Giy;clerk'
OPTIONAL
Capacity Claimed by Signers Description of Attached Document
Title or Type of Document
Officer title
Quitclaim Deed—RE: Surety Agreement for
Mayor Grading, Landscaping and On-Site
Improvements(Including Golf Course) —Lot
Signers are Representing 217 TR 12954
City of San Juan Capistrano
Original
EXHIBIT A
LEGAL DESCRIPTION
The real property in the City of San Juan Capistrano, County of Orange, State of California,
described as follows:
LOT 217 OF TRACT NO. 12954, AS SHOWN ON A MAP RECORDED IN BOOK 597,
PAGES 1 TO 34 INCLUSIVE OF MISCELLANEOUS MAPS, AMENDED BY
CERTIFICATES OF CORRECTION RECORDED MARCH 7, 1988 AS INSTRUMENT NO.
88-101888 AND MARCH 8, 1988 AS INSTRUMENT NO. 88-105141 ALL OFFICIAL
RECORDS OF ORANGE COUNTY, CALIFORNIA.
APN: 650-592-01 and 650-592-02
2202/028428-0002
6258382.1 al0/14/13 -2-
Recorded in Official Records,Grange County
RECORDING REQUESTED 9Y!IFIRST AMERICAN TMLE COMPANY Hugh Nguyen,Clerk-Recorder
SU°NASIBDNISION DEPARTMENT
ARTMENT EFl 11111111111111 IIIII�111111111111111111111111111111111111111111111111 III13500
6U
* $ R 0 0 0 6 2 8 1 2 9 2 $
2013000599306 8:00 am 10125113
RECORDING REQUESTED BY AND 276 402 001 F13 3
WHEN RECORDED MAIL TO: 0.00 0.00 0.00 20.00 6.00 0.00 0.00 0.00
Rutan&Tucker, LLP
611 Anton Blvd., 14th Floor
Costa Mesa, CA 92626
Attn: Hans Van Li ten, Esq.
(Space Above this Line:s for Recorders Use Only)
DOCUMENTARY TRANSFER TAX IS S -0-*
...Computed on the consideration or value of property
conveyed;OR
.Computed on the consideration or value less liens pr
encumbrances remaining at time of sale. Signature of Declarant or Agent determining tax—Firm
Name
This is a conveyance of an agreement and the consideration and value is less than$100.00,R&T 11911
QUITCLAIM DEED
For good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, City of San Juan Capistrano, a municipal corporation, does hereby remise,
release, and quitclaim to the record owner thereof, any and all of its right, title, and interest
created by that certain Subdivision Improvement Agreement recorded in the Office of the
County Recorder of Orange County, California, on October 7, 1987, as Instrument No. 87-
565079, with respect to property described in Exhibit"A"attached hereto.
CITY:
Date: October ° , 2013 CITY OF SAN JUAN CAPISTRANO
a mu 'cip corpor on
By: _
Jo ayl
*Accretive San Juan Partners, LLC,a California Limited liability company
2202/028428-0002
6258393.1 a10/14/13
RECORDING REQUESTED St
FIRST AMERICAN TITLE COMPANY
NATIONAL HOMEBUILDER SERVICES
SUBDIVISION DEPARTMENT
RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
Rutan& Tucker, LLP
611 Anton Blvd., 14th Floor
Costa Mesa, CA 92626
Attn: Hans Van Li ten, Esq.
UN 151u_
(Space Above this Line is for Recorder's Use Only)
DOCUMENTARY TRANSFER TAX IS$ -0-*
...Computed on the consideration or value of property
conveyed;OR
...Computed on the consideration or value less liens or
encumbrances remaining at time of sale. Signature of Declarant or Agent determining tax—Firm
Name
This is a conveyance of an agreement and the consideration and value is less than$100.00,R&T 11911
QUITCLAIM DEED
For good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, City of San Juan Capistrano, a municipal corporation, does hereby remise,
release, and quitclaim to the record owner"thereof, any and all of its right, title, and interest
created by that certain Subdivision Improvement Agreement recorded in the Office of the
County Recorder of Orange County, California, on October 7, 1987, as Instrument No. 87-
565079, with respect to property described in Exhibit"A"attached hereto.
CITY:
Date: October cr , 2013 CITY OF SAN JUAN CAPISTRANO
a mu 'cip corpor t on
By:
Jo ayl , Ma o
*Accretive San Juan Partners, LLC,a California Limited liability company
2202/028428-0002
6258393.1 a10/14/13
PUBLIC AGENCY FORM OF ACKNOWLEDGEMENT
State of California )
County of Orange ) ss.
City of San Juan Capistrano )
(Gov't Code 40814 &Civil Code 118 1)
On October 22, 2013, before me, Maria Morris, City Clerk, personally appeared
Mayor John Taylor, who proved to me on the basis of satisfactory evidence to the be person(s)
whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they
executed the same in his/her/their authorized capacity, and that by his/her/there signature on the
instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the
instrument .
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
(SEAL)
WITN nd and official seal.
Maria orris, ity Clerk
OPTIONAL
Capacity Claimed by Signers Description of Attached Document
Title or Type of Document
Officer title
Quitclaim Deed — RE: Subdivision
Mayor Improvement Agreement—Lot 217 TR 12954
Signers are Representing
City of San Juan Capistrano
Original
EXHIBIT A
LEGAL DESCRIPTION
The real property in the City of San Juan Capistrano, County of Orange, State of California,
described as follows:
LOT 217 OF TRACT NO. 12954, AS SHOWN ON A MAP RECORDED IN BOOK 597,
PAGES 1 TO 34 INCLUSIVE OF MISCELLANEOUS MAPS, AMENDED BY
CERTIFICATES OF CORRECTION RECORDED MARCH 7, 1988 AS INSTRUMENT NO.
88-101888 AND MARCH 8, 1988 AS INSTRUMENT NO, 88-105141 ALL OFFICIAL
RECORDS OF ORANGE COUNTY, CALIFORNIA.
APN: 650-592-01 and 650-592-02
2202/028428-0002 _
6258393.1 a10/14/13 -2
Recorded in Official Records,Orange County
Hugh Nguyen,Clerk-Recorder
I 111111 11�111111111111111 PII 111111111111111111111111111111111124.00
* $ R 0 0 0 6 2 8 1 2 9 3 $
2013000599307 8:00 am 10/25113
276 402 T01 F13 6
0.00 0.00 0.00 0.00 15.00 0.00 0.00 0.00
RECORDING REQUESTED BY AND
WHEN RECORDED RETURN TO:
Rutan&Tucker, LLP
611 Anton Blvd.,.14'h Floor
Costa Mesa, CA 92626
Attn• Hans Van Ligten, Esq.
(SPACE ABOVE FOR RECORDER'S USE)
TERMINATION OF RESTRICTIVE COVENANT
AND QUITCLAIM DEED
This Termination of Restrictive Covenant and Quitclaim Deed (the "Termination") is
entered into this 'a-q_ day of 0e-4 ken , 2013, by and between Marbella
Development Company, a California general partnership ("Marbella"), and City of San Juan
Capistrano ("City") (hereinafter collectively referred to as the"Parties").
RECITALS:
A. In February 1988, Marbella conveyed to City certain property located in the City of San
Juan Capistrano, State of California, as more particularly described in Exhibit A attached
hereto and incorporated herein by this reference (the "Property") by recording Tract No.
12954 on February 29, 1988 in the Orange County Recorder's Office as Instrument No.
88-088244 in Book 597, Pages 1 to 34, inclusive of miscellaneous maps (the
"Conveyance Instrument").
B. The Conveyance Instrument purports to grant the Property to the City for public
institutional purposes only (the"Use Restriction").
C. The Parties wish to terminate the Use Restriction and Marbella wishes to quitclaim to
City any and all remaining interests and rights Marbella may have in the Property.
WHEREAS,based upon the foregoing Recitals, which are incorporated into the text of
this Agreement by this reference, and for good and valuable consideration, the receipt and
sufficiency of which is acknowledged by both Parties, the Parties hereby agree as follows:
1. Termination of Use Restriction. Marbella and City, on behalf of themselves and
their respective successors-in-interest, agree that the Use Restriction is hereby irrevocably
terminated and released in its entirety and shall be of no further force or effect as to the Property,
the City or any successor-in-interest to any of City's right, title, or interest in or to any portion of
the Property.
22021028428-0002
6123415 -1-
RECORDING REQUESTED BY AND
WHEN RECORDED RETURN TO:
Rutan & Tucker, LLP
611 Anton Blvd.;,141h Floor
Costa Mesa, CA 92626
Attn: Hans Van Ligton, Esq.
(SPACE ABOVE FOR RECORDER'S USE)
TERMINATION OF RESTRICTIVE COVENANT
AND QUITCLAIM DEED
This Termination of Restrictive Covenant and Quitclaim Deed (the "Termination") is
entered into this ` day of Oe4b-cr , 2013, by and between Marbella
Development Company, a California general partnership ("Marbella"), and City of San 'Juan
Capistrano ("City")(hereinafter collectively referred to as the"Parties").
RECITALS:
A. In February 1988, Marbella conveyed to City certain property located in the City of San
Juan Capistrano, State of California, as more particularly described in Exhibit A attached
hereto and incorporated herein by this reference (the "Property") by recording Tract No.
12954 on February 29, 1988 in the Orange County Recorder's Office as Instrument No.
88-088244 in Book 597, Pages 1 to 34, inclusive of miscellaneous maps (the
"Conveyance Instrument").
B. The Conveyance Instrument purports to grant the Property to the City for public
institutional purposes only (the"Use Restriction").
C. The Parties wish to terminate the Use Restriction and Marbella wishes to quitclaim to
City any and all remaining interests and rights Marbella may have in the Property.
WHEREAS, based upon the foregoing Recitals, which are incorporated into the text of
this Agreement by this reference, and for good and valuable consideration, the receipt and
sufficiency of which is acknowledged by both Parties,the Parties hereby agree as follows:
1. Termination of Use Restriction. Marbella and City, on behalf of themselves and
their respective successors-in-interest, agree that the Use Restriction is hereby irrevocably
terminated and released in its entirety and shall be of no further force or effect as to the Property,
the City or any successor-in-interest to any of City's right, title, or interest in or to any portion of
the Property.
2202/028428-0002
6123415 -1-
?. _ uitcl'ti t. Marbel.la:.does hereby remise,release and quitclaim to City any and al.l
Of M.arbella's righ:t:, title and interest in the Property,
IN WITNESS WHEREOF, the parties have executed this Termination as of the date first
set forth above.
MAItBELLA:
Marbella Development Company,
a C'alif6rnia general. partnership
BY:. _......___.......
_...�...._
Name:
Title: o it--
[signatures cornirrtie on next page]
2202.;0281128-0001 _2�
6123415
State of California )
County of `jaAA a d,&I(CN )
On. (+. Ni I before me, R4 IV M.Cjg-40 NofG gP(AC:
Gm
(stisca nume and i6ku of the oflkcer)
Notary Public, personally appeared Gr( F• j3e ro.__--_ -_ _
wvvho proved to ttte on the basis of satisfactory evidence to—(�c the personA whose name.(K is/20d,
subscribed to the within instrument and acknowledged to tate that he/ !tom, executed the:same
in hisjwfrt4err auth.orizcd capacity(i�), and that by his/.19611*.r sign.atzlr*) ortthe instrument
theperson(,$),or the entity upon behalf of which.the persota�acted, executed the instrument.
I certil� under l'I?NAI.:•f"Y 0P PERJURY under the laws of the State of California that
the foregoing paragraph is true and.correct, ,
BMW U.C STRD
WITNESS my hand and official seal. d COW.NO.1994M
��C
11y CeNrn EVW NK 1&3016
S i gn aal l'e__-.__..�..._ .____.... (Seal)
State of California }
Counter of )
On before ine,
(insert tmme and iitleof t1w orricer)
Notary Public,personally appeared _
tivbo proved to me on the basis of satisfactory evidence to be the person(s) whose nanae(s) is/are
subscribed to the within instrument and. ack.nowledg�d to me that he/shehhey executed the same
in his/her/their authorized' eapacity(ics),. and that by his/her/their signrattire(s) on the instrument
the person(s),or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PI:�NAi. FY" OI� .PERJURY under the .laws of the State of California that
the forcgoin.g paragraph is true and correct.
WITNESS tray hand and official seal.
Signature � � � (Seal)
720211�;2a428-01)a2
-4-
CITY:
CITY QF SAN JUAN CAPISTRANO
a muni al corporati
By:
J Taylor, % 6
yor
I
2202/028428-0002
6123415 -3-
PUBLIC AGENCY FORM OF ACKNOWLEDGEMENT
State of California )
County of Orange ) ss.
City of San Juan Capistrano )
(Gov't Code 40814&Civil Code 118 1)
On October 22, 2013, before me, Maria Morris, City Clerk, personally appeared
Mayor John Taylor, who proved to me on the basis of satisfactory evidence to the be Person(s)
whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they
executed the same in his/her/their authorized capacity, and that by his/her/there signature on the
instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the
instrument .
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
(SEAL)
I S my hand and official seal.
r a-Mb .iS;:City liter
SrT h a�
OPTIONAL
Capacity Claimed by Signers Description of Attached Document
Title or Type of Document
Officer title
Termination of Restrictive Covenant and
Mayor Quitclaim Deed — Marbella Development
Company.
Signers are Representing
City of San Juan Capistrano
Original
EXHIBIT A
LEGAL DESCRIPTION
The real property in the City of San Juan Capistrano, County of Orange, State of California,
described as follows:
LOT 217 OF TRACT NO. 12954, AS SHOWN ON A MAP RECORDED IN BOOK 597,
PAGES 1 TO 34 INCLUSIVE OF MISCELLANEOUS MAPS, AMENDED BY
CERTIFICATES OF CORRECTION RECORDED MARCH 7, 1988 AS INSTRUMENT NO.
88-101888 AND MARCH 8, 1988 AS INSTRUMENT NO. 88-105141 ALL OFFICIAL
RECORDS OF ORANGE COUNTY, CALIFORNIA.
APN: 650-592-01 and 650-592-02
2202/028428-0002
6123415 -5-
Kecoraea in umaal Kecoras,urange county
RECORDING REQUESTED St
FIRSTAMERICAN TITLE COMPANY Hugh Nguyen,Clerk-Recorder ecorder
NAT10NAL
I VIII I 1111111 III VIII VIII VIII VIII VIII VIII VIII VIII VIII NII I III IIII
U ��C�g
SUBDNISION DEPARTMENT 12.W
* $ R 0 0 0 6 2 8 1 2 9 4 $
2013000599308 8;00 am 10/25/13
276 402 G02 3 Non-dis
RECORDING REQUESTED BY AND 0.00 0.00 0.00 0.00 6.00 0.00 0.00 0.00
WHEN RECORDED RETURN-TO:
�'5, 'ti c (Ic �o cA en 615,
Attn:
AND ALL TAX STATEMENTS TO;-
SAME AS ABOVE
DOCUMENTARY TRANSFER TAX IS NOT OF PUBLIC RECORD SPACE ABOVE THIS LINE
AND IS SHOWN ON A SEPARATE SHEET ATTACHED TO THIS DEED FOR RECORDER'S USE
GRANT DEED
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, CITY
OF SAN JUAN CAPISTRANO, a California municipal corporation ("Grantor"), hereby grants
to Accretive San Juan Partners, LLC, a California limited liability company ("Grantee"), the
real property located in the City of San Juan Capistrano, County of Orange, State of California,
described on Exhibit 1 attached hereto and made a part hereof (the"Real Property").
GRANTOR:
CITY OF SAN JUAN CAPISTRANO,
a Calio a unic 1 corporation
By: xk�
AMTayl tnyy
2202/021204.0006
6267180.1 a10/16/13
RECORDING REQUESTED W.
MRST AMERICAN TITLE COMPANY
NATIONAL HOMEBUILDER SERVICES
SUBDIVISION DEPARTMENT
RECORDING REQUESTED BY AND
WHEN RECORDED RETURN'TO:
C t C'aPls?Ra r�c�
�s l�0 SCA gz635'
Attn:
AND ALL TAX STATEMENTS TO:
SAME AS ABOVE
LI-W1614-5-b
DOCUMENTARY TRANSFER TAX IS NOT OF PUBLIC RECORD SPACE ABOVE THIS LINE
AND IS SHOWN ON A SEPARATE SHEET ATTACHED TO THIS DEED FOR RECORDER'S USE
GRANT DEED
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, CITY
OF SAN JUAN CAPISTRANO, a California municipal corporation ("Grantor"), hereby grants
to Accretive San Juan Partners, LLC, a California limited liability company ("Grantee"), the
real property located in the City of San Juan Capistrano, County of Orange, State of California,
described on Exhibit 1 attached hereto and made a part hereof (the "Real Property").
GRANTOR:
CITY OF SAN JUAN CAPISTRANO,
a Cali o a unicl 1 corporation
By:
Jo Tayl , May
2202/021204-0006
6267180.1 a10/16/13
PUBLIC AGENCY FORM OF ACKNOWLEDGEMENT
State of California )
County of Orange ) ss.
City of San Juan Capistrano )
(Gov't Code 40814 & Civil Code 118 1)
On October 22, 2013, before me, Maria Morris, City Clerk, personally appeared
Mayor John Taylor, who proved to me on the basis of satisfactory evidence to the be person(s)
whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they
executed the same in his/her/their authorized capacity, and that by his/her/there signature on the
instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the
instrument .
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
(SEAL)
WI E4 y hand and'official seal. '
Maria orri ,eity,Cler
OPTIONAL
Capacity Claimed by Signers Description of Attached Document
Title or Type of Document
Officer title
Grant Deed — Accretive San Juan Partners,
Mayor LLC
Signers are Representing
City of San Juan Capistrano
Original
Exhibit 1 to Grant Deed
Legal Description
Real property in the City of San Juan Capistrano, County of Orange, State of California,
described as follows:
LOT 217 OF TRACT NO. 12954, AS SHOWN ON A MAP RECORDED IN BOOK 597,
PAGES I TO 34 INCLUSIVE OF MISCELLANEOUS MAPS, AMENDED BY
CERTIFICATES OF CORRECTION RECORDED MARCH 7, 1988 AS INSTRUMENT NO.
88-101888 AND MARCH 8, 1988 AS INSTRUMENT NO. 88-105141 ALL OFFICIAL
RECORDS OF ORANGE COUNTY, CALIFORNIA.
APN: 650-592-01 and 650-592-02
2202/021204-0006
6267180.1 a10/16/13
60E-5C2-A(PI)REV. 11(07-10) Please complete, sign 8, return FOR RECORDER'S USE ONLY
PRELIMINARY CHANGE OF OWNERSHIP REPORT
To be completed by the transferee (buyer) prior to a transfer of subject property, in
accordance with section 480.3 of the Revenue and Taxation Code. A Preliminary Change of
Ownership Report must be filed with each conveyance in the County Recorder's office for
the county where the property is located. Please answer all questions in each section, and
sign and complete the certification before filing. This form may be used in all 58 California
counties. If a document evidencing a change in ownership is presented to the Recorder for
recordation without the concurrent filing of a Preliminary Change of Ownership Report, the
Recorder may charge an additional recording fee of twenty dollars($20).
NOTICE: The property which you acquired may be subject to a supplemental assessment
in an amount to be determined by the County Assessor. Supplemental assessments are not
paid by the title or escrow company at close of escrow, and are not included in lender
impound accounts. You may be responsible for the current or upcoming property
taxes even if you do not receive the tax bill.
SELLER/TRANSFEROR ASSESSOR'S PARCEL NUMBER
CITY OF SAN JUAN CAPISTRANO 650-592-02
BUYER/TRANSFEREE BUYER'S DAYTIME TELEPHONE NUM ER
Accretive Real Investments LLC -- o
STREET ADDRESS OR PHYSICAL LOCATION OF REAL PROPERTY
APN 650-592-01&02,San Juan Capistrano,CA
MAIL PROPERTY TAX INFORMATION TO(NAME)
Accretive Realty Investments LLC
ADDRESS CTfI STATE ZIP CODE
101-7,5a (ala A � 1 Sk a C) �vINF.
❑YES® NO This property is intended as my principal residence.If YES,please indica7eMO DAY YEAR
the date of occupancy or intended occupancy.
PART 1.TRANSFER INFORMATION Please complete all statements.
YES NO
❑ A. This transfer is solely between spouses(addition or removal ofa spouse,death ofa spouse,divorce settlement,etc.).
❑ B. This transfer is solely between domestic partners currently registered with the California Secretary of State(addition orremoval ofa
partner,death of a partner,termination settlement,etc.).
❑ *C. This is a transfer between: [—] parent(s)and child(ren) ❑ grandparent(s)and grandchild(ren).
❑ *D. This transaction is to replace a principal residence by a person 55 years of age or older.
Within the same county? ❑ YES ❑ NO
❑ ® *E. This transaction is to replace a principal residence by a person who is severely disabled as defined by Revenue and Taxation Code
section 69,5.Within the same county? ❑ YES ❑ NO
❑ F. This transaction is only a correction of the name(s)of the person(s)holding title to the property(e.g.,a name change upon
marriage).If YES,please explain:
❑ ® G. The recorded document creates,terminates,or reconveys a lender's interest in the property.
❑ H. This transaction is recorded only as a requirement for financing purposes or to create,terminate,or reconvey a security interest
(e.g.,cosigner).If YES,please explain:
❑ I. The recorded document substitutes a trustee of a trust,mortgage,or other similar document.
J. This is a transfer of property:
❑ 1.to/from a revocable trust that may be revoked by the transferor and is for the benefit of
❑ the transferor,and/or ❑ the transferor's spouse ❑ registered domestic partner.
❑ ® 2,to/from a trust that may be revoked by the creator/grantor/trustor who is also a joint tenant,and which
names the other joint tenant(s)as beneficiaries when the creator/grantor/trustor dies.
❑ 3.to/from an irrevocable trust for the benefit of the
❑ creator/grantor/trustor and/or ❑ grantor's/trustor's spouse ❑ grantor's/trustor's registered domestic partner.
❑ ® 4.to/from an irrevocable trust from which the property reverts to the creator/grantor/trustor within 12 years.
❑ K. This property is subject to a lease with a remaining lease term of 35 years or more including written options.
❑ ® L. This is a transfer between parties in which proportional interests of the transferor(s)and transferee(s)in each and every parcel
being transferred remain exactly the same after the transfer.
❑ M. This is a transfer subject to subsidized low-income housing requirements with governmentally imposed restrictions.
❑ ® *N. This transfer is to the first purchaser of a new building containing an active solar energy system.
* If you checked YES to statements C, D, or E, you may qualify for a property tax reassessment exclusion, which may allow you to maintain your
previous tax base. If you checked YES to statement N,you may qualify for a property tax new construction exclusion.A claim form must be filed and
all requirements met in order to obtain any of these exclusions.Contact the Assessor for claim forms.
Please provide any other information that will help the Assessor understand the nature of the transfer,
THIS DOCUMENT IS NOT SUBJECT TO PUBLIC INSPECTION
BOE-502-A(PI)REV.11(07-10)
PART 2.OTHER TRANSFER INFORMATION Check and complete as applicable.
A. Date of transfer,if other than recording date:
B. Type of transfer:
Purchase Foreclosure E]Gift Trade or exchange ❑Merger,stock,or partnership acquisition(Form BOE-100-B)
Contract of sale.Date of contract: F1 Inheritance.Date of death:
Sale/leaseback f_1 Creation of a lease ❑Assignment of a lease ❑Termination of a lease.Date lease began:
Original term in years(including written options) Remaining term in years(including written options).
Other.Please explain:
C. Only a partial interest in the property was transferred. [-]YES la NO If YES,indicate the percentage transferred: %
PART 3. PURCHASE PRICE AND TERMS OF SALE Check and complete as applicable.
Bank or savings&loan R Fixed rate New loan
A. Total purchase or acquisition price.Do not include closing costs or mortgage insurance. $.3
Down payment: $ Interest rate: % Seller-paid points or closing costs: $
Balloon payment: $
Loan carried by seller Assumption of Contractual Assessment*with a remaining balance of: $
*An assessment used to finance property-specific improvements that constitutes a lien against the real property.
B. The property was purchased: 152 Through real estate broker.Broker name: CWIL Phone number:
Direct from seller n From a family member
Other.Please explain:
C. Please explain any special terms,seller concessions,financing,and any other information(e.g.,buyer assumed the existing loan balance)that
would assist the Assessor in the valuation of your property.
PART 4: PROPERTY INFORMATION Check and complete as applicable.
A. T e of property transferred
Single-family residence ❑Co-op/Own-your-own Manufactured home
Multiple-family residence.Number of units: EJ Condominium Unimproved lot
Other.Description:(i.e.,timber,mineral,water rights,etc.) F]Timeshare Commercial/Industrial
B. YES ®NO Personal/business property,or incentives,are included in the purchase price.Examples are furniture,farm equipment,
machinery,club memberships,etc.Attach list if available.
If YES,enter the value of the personal/business property: $
C. ]YES �NO A manufactured home is included in the purchase price.
If YES,enter the value attributed to the manufactured home: $
YES F�NO The manufactured home is subject to local property tax.If NO,enter decal number:
D. F-I YES A NO The property produces rental or other income.
If YES,the income is from: [:]Lease/rent 0 Contract F]Mineral rights R Other:
E. The condition of the property at the time of sale was: Good ®Average []Fair EJ Poor
CERTIFICATION
I certify(or declare)unde en f perjury under the laws of the State of California that the foregoing and all information hereon,including any accompanying
statements or documen d correct to the best of my knowledge and belief. This declaration is binding on each and every buyer/transferee.
SIGNATURE OF BUYE 0 RPORATE OFFICER DATE O 1
I
NAME OF BUYERITRANSFER /L AL EPRESENTATIVE/CORPORATE OFFICER(PLEASE PRINT) TITLE
-ITWMS PtSlr
E-MAIL ADDRESS
The Assessor's office may contact you for additional information regarding this transaction.
Document No.
Recorded
STATEMENT OF TAX DUE AND REQUEST THAT TAX DECLARATION NOT BE MADE
A PART OF THE PERMANENT RECORD IN THE OFFICE OF THE COUNTY RECORDER
(PURSUANT TO SECTION 11932 OF THE CALIFORNIA REVENUE AND TAXATION
CODE)
TO: Recorder
County of Orange
Request is made in accordance with the provisions of the Documentary Transfer Tax Act that the
amount of the tax due not be shown on the original document which names:
Grantor: CITY OF SAN JUAN CAPISTRANO, a California municipal corporation
Grantee: Accretive San Juan Partners, LLC, a California limited liability company
The property described in the accompanying document is located in the City of San Juan
Capistrano, County of Orange,
The amount of tax due on the accompanying document is $3,960.00.
X Computed on full value of property conveyed.
Or computed on full value, less liens and encumbrances remaining at the time of
sa
(S' n e of Dear or gent)
P ;5 —
(Firm N e)
Note: After the permanent record is made, this form will be affixed to the conveying document
and returned with it.
2202/021204-0006
6267180.1 a10/16/13
Recorded in Official Records,Orange County
RECORDING REOUESTED W. Hugh Nguyen,Clerk-Recorder
TITLE
O
OVR�ERSERYICE3
SUBDIVISION DEPARTMENT Ililll I I I I IIIIIII IIIII IIIII III IIIIIIIIIII i III II III 15.w
* $ R 0 0 0 6 2 8 1 2 9 5 $
2013000599309 8:00 am 10125113
276 402 R01 F13 3
RECORDING REQUESTED BY: 0.00 0.00 0.00 0.00 6.00 0.00 0.00 0.00
WHEN RECORDED MAIL TO:
Rutan& Tucker, LLP
611 Anton Boulevard, Suite 1400
Costa Mesa, California 92626
Attn: Hans Van Ligten, Esq.
Space Above This Line For Recorder's Use
DEED OF FULL RECONVEYANCE
Baccarat Electronics, Inc., a California corporation (`Beneficiary"), is the current
beneficiary and trustee under that certain Deed of Trust and Assignment of Rents dated March
16, 1987, executed by THE FAIRWAY LAND COMPANY, a corporation ("Trustor"), as
trustor, recorded on March 16, 1987, as Instrument No. 87-140669 in the Official Records of
Orange County, California, ("Official Records"), along with that certain Modification of Deed of
Trust and Assignment of Rents recorded on August 27, 1987, as Instrument No. 87-487977 in
the Official Records, that certain assignment recorded on February 4, 1988, as Instrument No.
88-053033 in the Official Records and that certain Substitution of Trustee recorded on July 3,
1996, as Instrument No. 1996-0338928 of Official Records(collectively,the "Deed of Trust").
Beneficiary, as the current beneficiary and trustee, in accordance with the provisions of
said Deed of Trust, does hereby reconvey to the person or persons legally entitled thereto, but
without warranty, that certain property situated in the County of Orange, State of California,
described in said Deed of Trust. Reference being hereby made specifically to said Deed of Trust
and the record thereof for a particular description of said property.
[signature page follows]
2202/028428-0002
6267984.]
RECORDING REQUESTED W.
FIRST AMERICAN TITLE COMPANY
NATIONAL HOMEBUILDER SERVICES
SUBDIVISION DEPARTMENT
RECORDING REQUESTED BY:
WHEN RECORDED MAIL TO:
Rutan &Tucker, LLP
611 Anton Boulevard, Suite 1400
Costa Mesa, California 92626
Attn: Hans Van Ligten, Esq.
Space Above This Line For Recorder's Use
DEED OF FULL RECONVEYANCE
Baccarat Electronics, Inc., a California corporation ("Beneficiary"), is the current
beneficiary and trustee under that certain Deed of Trust and Assignment of Rents dated March
16, 1987, executed by THE FAIRWAY LAND COMPANY, a corporation ("Trustor"), as
trustor, recorded on March 16, 1987, as Instrument No. 87-140669 in the Official Records of
Orange County, California, ("Official Records"), along with that certain Modification of Deed of
Trust and Assignment of Rents recorded on August 27, 1987, as Instrument No. 87-487977 in
the Official Records, that certain assignment recorded on February 4, 1988, as Instrument No.
88-053033 in the Official Records and that certain Substitution of Trustee recorded on July 3,
1996, as Instrument No. 1996-0338928 of Official Records(collectively,the "Deed of Trust").
Beneficiary, as the current beneficiary and trustee, in accordance with the provisions of
said Deed of Trust, does hereby reconvey to the person or persons legally entitled thereto, but
without warranty, that certain property situated in the County of Orange, State of California,
described in said Deed of Trust. Reference being hereby made specifically to said Deed of Trust
and the record thereof for a particular description of said property.
[signature page follows]
2202/028428-0002
6267984.1
IN WITNESS WHEREOF,Beneficiary, as said owner and trustee, has caused this Deed of Full
Reconveyance to be executed as of the even date herewith.
Baccarat Electronics,Inc.,
a California corporation
By:�IA, Lk?.." —
Name: E, A
Title:-
2202/028428-0002
6267984.1
State of California
County of 5a4a
On DU�' nj 20(3 ,before me, a ll au m.Ca+r0, wary p4bll'L ,
(insert name and title of the officer)
Notary Public,personally appeared Carl F- bq� ,
who proved to me on the basis of satisfactory evidence be the person(4 whose named is/p/
subscribed to the within instrument and acknowledged to me that he/ske/twy executed the same
in hist/tKr authorized capacity(i.o, and that by his/hc�`r/Mir signatures on the instrument
the person(o), or the entity upon behalf of which the person(•s'f acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
WITNESS my hand and official seal. C M.t u3
NOW PUBWWTACUPACOWN
GAULPFOOMMA
Como.E*"Nov.is.MIS
Signature V�'` C��✓ (Seal)
2202/028428-0002
6267984.1
RUTAN Carina M.Verano, Esq.
Direct Dial:(714)641-3468
RUTAN &TUCKER, LLP E-mail: cverano rrrutan.com
October 16, 2013
VIA FEDEX
Karen Brust
City Manager
City of San Juan Capistrano
32400 Paseo Adelanto
San.Tuan Capistrano, CA 92675
Re: Sale of Lot 217 Closing Documents
Dear Ms. Brust:
Enclosed herewith please find the original closing documents for the above referenced
transaction. Please have the enclosed executed and notarized where tabbed. Once executed,
please deliver all original documents to Jeanne Gould at the address below:
Jeanne Gould, Escrow Officer
First American Title Company
5 First American Way
Santa Ana, CA 92707
Should you have any questions or concerns, please do not hesitate to contact our office.
Thank you.
Sincerely,
RUTAN & TUCKER, LLP
Carina M. Verano, Esq.
CMV:mr
Enclosures
611 Anton Blvd, Suite 1400, Costa Mesa. CA 92626
PO Box 1950, Costa Mesa, CA 92628-1950 1 714.641.5100 1 Fax 714.546.9035 2202/028428-0002
Orange County I Palo Alto I www.rutan.com 6267212.1 a10l16/13