1997-0519_CAPISTRANO UNIFIED SCHOOL DISTRICT_2nd Amd & Rstd Agr SECOND AMENDED AND RESTATED AGREEMENT FOR COOPERATION
1. PARTIES AND DATE.
1.1 Parties to Agreement. This Second Amended and Restated Agreement for
Cooperation(the "Agreement" or the "Second Amended Agreement")is hereby entered into as of
May 19, 1997, by and among the CAPISTRANO UNIFIED SCHOOL DISTRICT, a public
agency(the "District"), the SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY, a public body, corporate and politic (the "Agency"), and the
CITY OF SAN JUAN CAPISTRANO, a municipal corporation(the "City").
1.2 Amends and Restates Original Agreement. This Agreement amends and
restates those specific provisions of 1) that certain Agreement for Cooperation between the
District, the Agency and the City, dated March 5, 1985 (the "Original Agreement"); and 2) that
certain Amended and Restated Agreement for Cooperation between the District, the Agency and
the City, dated January 7, 1986 (the "First Amended Agreement"), which remain to be performed
in the manner agreed by the respective parties.
2. RECITALS.
2.1 Redevelopment Plan. The City of San Juan Capistrano has adopted Ordinance
No. 488 on July 12, 1983, as amended by Ordinance No. 509 adopted on May 15, 1984, and as
amended by Ordinance No. 547 adopted on July 16, 1985, which ordinances approve the San
Juan Capistrano Central Redevelopment Project("Redevelopment Plan") and establish the San
Juan Capistrano Central Project Area("Area") pursuant to the California Community
Redevelopment Law(Health and Safety Code Section 33000, et. seq. for the redevelopment,
replanning and redesigning of certain blighted areas within the City of San Juan Capistrano which
require redevelopment in the interest of the health, safety, and general welfare of the City of San
Juan Capistrano.
2.2 Need for Elementary School. The District has identified the need for a new
elementary school site in close proximity to Marco Forster Middle School. A site for such
elementary school has been incorporated into the City's Open Space Master Plan and shall be
named as determined by the District (the "Elementary School 664640007 Parcel"). The
Elementary School 664640007 Parcel is an approximately seven(7) acre portion of a larger parcel
of real property which has been jointly acquired by the City and the Agency, and is depicted on
Exhibit "A", attached and incorporated herein by reference.
2.3 Purpose of Agreement. District on the one hand and Agency and City, on the
other hand, wish to enter into this Second Amended and Restated Agreement for Cooperation
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among themselves to provide mutual aid and assistance in the redevelopment of certain areas of
the City. More specifically, and subject to the conditions described hereinafter, Agency, City and
District wish to cooperate in connection with the following redevelopment activities, which shall
constitute mutual and adequate consideration for the exchange and release of each obligation and
activity:
(a) Conveyance of fee title to the Elementary School 664640007 Parcel from the
City and the Agency to the District for the construction of a school thereon as further described in
the Purchase and Sale Agreement attached as Exhibit "B", attached hereto and incorporated
herein by reference.
(b) Reconveyance from the Agency to the District of fee title to Parcel B of the
Capistrano Elementary School Site(more particularly known as the "Serra High School Site"),
particularly described in the grant deed attached hereto as Exhibit "C", attached hereto and
incorporated herein, to be executed concurrently herewith. The legal description for Parcel B
shall include the playing field and all property upon which permanent and relocatable buildings as
currently situated on the Serra High School Site, as more particularly determined by a survey, the
cost of which shall be equally shared by the Agency and the District.
(c) Release by District of the Agency's obligation to proceed with the construction
of a fifty(50) meter competition swimming pool as required by Sections 5.4(b) and 5.9 of the
First Amended Agreement; however, this does not preclude the District from utilizing school
facilities fund proceeds for the construction of said swimming pool as provided for in Section 5.3.
(d) Release by District of the Agency's obligation to relocate the District's existing
adult education and continuation school facilities which exist on said Parcel B to a permanent site
to be acquired by the Agency for the District as imposed by Section 2.2(d) of the First Amended
Agreement.
(e)Release by the District of the obligation to convey fee title to the District of a
2.5 acre site free and clear of all liens and encumbrances, subject to the District's prior right to
approve such site, as required by Sections 5.4(b) and 5.9 of the First Amended Agreement.
(f) Lease of real property from the District to the Agency, known as "Stone
Field", more particularly described in the proposed lease, attached as Exhibit"D" and
incorporated herein by reference, and the conveyance of fee title to the Agency of another parcel
known as the "Library Parcel", as described on Exhibit "E", attached hereto and incorporated
herein.
(g) Continuation of the existing tax sharing agreement, as provided in the Original
Agreement and First Amended Agreement, to alleviate the burden and detriment of the
Redevelopment Plan upon the District.
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(h) Termination of all other obligations under the Original Agreement and the
First Amended Agreement, permanently and irrespective of the performance or non-performance
of the obligations under this Second Amended Agreement.
3. EFFECT ON PRIOR OBLIGATIONS.
3.1 Continuation of Tax Sharing and Termination of Other Obligations. The
parties intend that the tax sharing obligations of the Agency to the District pursuant to Section 6.1
(bxii) of the First Amended Agreement shall remain in full force and effect as restated in this
Second Amended Agreement, and shall be clarified but not amended by this Second Amended
Agreement. Except as specified in Section 2.3 of this Agreement, all other respective obligations
of the parties pursuant to the Original Agreement and the First Amended Agreement are hereby
terminated, extinguished and of no further force or effect, regardless of the performance or failure
thereof of any obligation under this Second Amended Agreement. All obligations to assist in the
development of the Commercial Site as a single, unified, high intensity commercial development
are hereby extinguished. The obligation of the District to convey Buchheim Field and the
recreational portion of the San Juan School Site to the Agency is terminated, and the Agency's
obligation for the redevelopment thereof is terminated. The obligation of the Agency to construct
a competition swimming pool is terminated; however, this does not preclude the District from
utilizing school facilities fund proceeds for the construction of such a swimming pool as provided
for in Section 5.3. The obligation to establish Fund No. 1 is terminated.
4. CONVEYANCE OF THE ELEMENTARY SCHOOL 664640007 PARCEL TO
DISTRICT.
4.1 Purchase and Sale of Elementary School 664640007 Parcel. The City and
Agency agree to sell to the District and the District agrees to purchase the Elementary School
664640007 Parcel, in accordance with and subject to all of the terms, covenants, and conditions
of that certain Purchase and Sale Agreement (Exhibit "B").
4.2 Purchase Price, Payment and Note.
A. The purchase price of the Elementary School 664640007 Parcel shall be
Two Mrllion Four Hundred Thousand Dollars ($2,400,000.00), or a final purchase price set by
appraisal as approved by the Office of Public School Construction of the State of California,
subject to the following limitations:
(i) the final purchase price may be set anywhere within the range of
10% of the $2,400,000, plus or minus, pursuant to the Office of
Public School Construction final approval of an appraisal from a
certified appraiser;
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(ii) if the final appraisal figure deviates more than 10% from the
$2,400,000 purchase price, then either party reserves the right to
reconsider and rescind this Agreement within 30 days of receipt of
written notice of the final appraisal figure from the Office of Public
School Construction. Rescission of this Agreement shall be
completed by either party sending written notice of termination to
the other party.
B. The purchase price shall be subject to a credit from the Agency in favor of
the District. The credit shall be calculated to equal an amount of money using the same per-acre
value established for the Elementary School 664640007 Parcel, multiplied by a factor of two and
1/2. Therefore, as an example, if the Elementary School 664640007 Parcel is assumed to be 10
acres and having a final appraised value of$2.4 million, the per-acre value would be $240,000.
The credit calculation would then be 2 1/2 x $240,000 = $600,000. The credit of$600,000
would then be applied to reduce the purchase price by that amount.
C. The purchase price shall be paid by District with payments from the
Capistrano Unified School District\San Juan Capistrano Community Redevelopment Agency
School Facilities Fund("School Facilities Fund")as described herein in Section 5,1, until paid in
full. Each party agrees to authorize the application of tax sharing payments to provide for the
payment of the purchase price of the Elementary School 664640007 Parcel through Agency's
retention of the amounts to be paid to District into the School Facilities Fund.
D. Since the consideration for the reduced purchase price is separate and apart
from the value of the Elementary School 664640007 Parcel, the reduced purchase price shall not
be reflected in the Purchase and Sale Agreement. The purchase price shall be paid by the District
commencing upon the eleventh(11th) anniversary of the date that the Agency first makes a
payment to the District pursuant to Section 5.1 hereunder.
E. District shall execute a Promissory Note in the form of Exhibit "F",
attached hereto and made a part hereof, secured by the School Facilities Fund, to guarantee
payment of the purchase price. The note shall reference the above stated credit.
4.3 No Interest on Promissory Note. The promissory note reflecting the purchase
price of the Elementary School 664640007 Parcel shall bear no interest.
4.4 District Certificate Regarding Future Public Uses of Elementary School
664640007 Parcel. District shall execute the certificate, attached as Exhibit "G," and
incorporated herein by reference, acknowledging that the Elementary School 664640007 Parcel
shall not be used for private, non-public purposes. This certificate is required by Agency to
satisfy certain provisions of the California Community Redevelopment Law(Health and Safety
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Code Sections 33000, et seq.)which apply to the financing used by the Agency to acquire this
subject seven acres of land.
5. CAPISTRANO UNIFIED SCHOOL DISTRICT SAN JUAN CAPISTRANO
COMMUNITY REDEVELOPMENT AGENCY CAPITAL IMPROVEMENT
FUND.
5.1 Establishment of School Facilities Fund. The obligation to create what was
described as Fund No. I in the First Amended Agreement is terminated. Capistrano Unified
School District San Juan Capistrano Community Redevelopment Agency Capital Improvement
Fund No. 2, as said fund was described in the First Amended Agreement, shall be renamed and
hereafter referred to in this Agreement as the"School Facilities Fund", and is hereby restated,
clarified and established. The School Facilities Fund is to be administered by the Agency and to be
utilized for the purposes of this 4greement. The following monies shall be deposited in the
School Facilities Fund: property taxes which are allocated to the Agency pursuant to Health and
Safety Code Section 33670(b) and which are attributable to that area lying within the territorial
limits of the District which also lies within the territorial limits of the Project Area of the Agency
after the effective date of Ordinance No. 488 of the City of San Juan Capistrano, and which are in
excess of Three Million Dollars($3,000,000.00) in any year of the Redevelopment Plan (which
excess shall be referred to hereinafter as the "extraordinary tax increment"). Said moneys shall be
allocated by Agency upon receipt to the School Facilities Fund and shall be used and accumulated
in sufficient amount to pay principal and interest on loans, monies advanced to, or indebtedness,
whether funded, refunded, assumed or otherwise, incurred by Agency to finance or refinance, in
whole or in part, its obligations hereunder; provided, however, that in no event shall the District
be entitled to more than Five Million Dollars($5,000,000.00) in any consecutive five(5)year
lobe.
5.2 Relationship to Other Tax Increment Funds. The obligations of Agency with
respect to the School Facilities Fund shall be subordinated to funds provided to other taxing
agencies or pledged to other Agency indebtedness if and to the extent that tax increment is
hereafter pledged or promised by Agency to such taxing agencies or other obligees of Agency
other than City, except that no such pledge or promise shall reduce the taxes allocated to School
Facilities Fund below the amount which would otherwise have been levied by or on behalf of the
District after the effective date of Ordinance No. 488 and which are allocated to Agency pursuant
to Health and Safety Code Section 33670(b).
5.3 Use of School Facilities Fund. The School Facilities Fund may be expended only
for acquisition or lease of real property and/or capital improvement projects located within the
City of San Juan Capistrano, either inside or outside of the Project Area, which are of benefit to
the Project Area and in compliance with Health and Safety Code Sections 33445 and 33679, and
all other applicable laws. The primary application of the School Facilities Fund, and first in
priority, shall be the payment of the purchase price of the Elementary School 664640007 Parcel,
as set forth in Section 4.1 of this Agreement. Other permissible uses of the School Facilities Fund
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proceeds include, but are not limited to: the construction of a fifty(50) meter competition
swimming pool at Capistrano Valley High School; the lease or purchase of land or facilities for
use only as schools, District administrative offices and operations facilities; the construction,
expansion, addition to, or reconstruction or modernization of permanent school buildings,
facilities, structures or other permanent public improvements, including without limitation any and
all direct development costs for planning, engineering, and architectural services and costs for
contract administration expenses incurred in connection with the planning, construction or
completion of such public improvements, provided that such expenditures are of benefit to the
Project Area. The use of such funds for payment of salaries, wages or benefits to District
employees is prohibited, except those costs of District personnel for services directly involved in
the construction, inspection or project management of such public improvements.
6. PROPERTY LEASES AND PARCEL B.
6.1 Parcel B Conveyance to District. The Agency agrees to convey fee title of
Parcel B to District in the form of a grant deed as set forth in Exhibit "C".
6.2 Termination of Existing Lease. That certain "Lease" of Parcel B at the Serra
High School Site from the City/Agency, as lessor, to the District, as lessee, dated April 27, 1989,
is hereby terminated and of no further force or effect. Possession of Parcel B is hereby delivered
to the District, effective with the execution of this Agreement, and the parties mutually release
each other from any obligations pursuant to the Lease.
6.3 Agreement to Lease Stone Field and Convey Fee Title to the Library Parcel.
A. District and City agree to enter into a lease wherein District shall lease to
City the property known as Stone Field, more particularly described in the lease(Exhibit "D") to
be executed concurrently herewith, for a term of twenty-five(25)years.
B. District, Agency and City agree to the conveyance by District to City of fee
title to the Library Parcel (Exhibit "E"), presently burdened by the remaining term of a fifty(50)
year lease to the City.
7. GENERAL PROVISIONS.
7.1 Termination by Mutual Consent. This Agreement can be terminated only by
mutual consent of all parties.
7.2 Education Code Requirements. This Agreement, inasmuch as it binds District to
sell, lease, exchange and/or grant real property under certain conditions/events, must be executed
in accordance with applicable provisions of the Education Code as must each real property
transaction, subject to approval by the appropriate State Agency.
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7.3 Attorneys' Fees. If any party to this Agreement commences litigation against any
other party for the purpose of determining and enforcing its rights hereunder or for money
damages for a breach hereof or for other equitable relief related hereto, the prevailing party shall
be entitled to receive from the losing party attorneys' fees in the amount determined by the Court,
together with costs reasonably incurred in prosecuting and defending such action.
7.4 Effective Date and Term. This Agreement shall become effective upon the date
set forth above and shall remain in effect for the periods set forth herein.
7.5 Modification and Termination. In the event any section or portion of this
Agreement shall be held, found or determined to be unenforceable or invalid for any reason
whatsoever, the remaining provisions shall remain in effect, and the parties thereto shall take
further actions as may be reasonably necessary and available to them to effectuate the intent of the
parties as to all provisions set forth in this Agreement.
7.6 Default. Failure or delay by any party to perform any term or provision of this
Agreement constitutes a default under this Agreement. The party who so fails or delays must
immediately commence to cure, correct or remedy such failure or delay, and shall complete such
cure, correction or remedy with reasonable diligence and during any period of curing shall not be
in default. The injured party shall give written notice of default to the party in default, specifying
the default complained of by the injured party. If the cure of default is not commenced within
thirty(30) days after service of such notice of default, and is not cured promptly in a continuous
and diligent manner within a reasonable period of time after commencement, the defaulting party
shall be liable for any damages caused by such default, and the non-defaulting party may thereafter
commence an action for damages or for specific performance of this Agreement, with respect to
such default.
7.7 Indemnification. The Agency shall indemnify and hold harmless the District and
its officers, agents, employees, representatives and volunteers, from and against any loss, liability,
claim or judgment relating in any manner to the Agency's discharge or breach of its obligations
pursuant to this Agreement. The District shall indemnify and hold harniless the City, the Agency
and their officers, agents, employees, representatives and volunteers, from and against any loss,
liability, claim or judgment relating in any manner to the District's discharge or breach of its
obligations pursuant to this Agreement.
7.8 Notices. Written notices, demands and communications between the parties shall
be sufficiently given if delivered by hand, sent by telecopy or overnight delivery service, or
dispatched by registered or certified mail, postage prepaid, return receipt requested, to the
addresses specified below:
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To Agency:
San Juan Capistrano Community Redevelopment Agency
32400 Paseo Adelanto
San Juan Capistrano, California 92675
Attention: Executive Director
To District:
Capistrano Unified School District
32972 Calle Perfecto
San Juan Capistrano, California 92675
Attention: Deputy Superintendent
Ali notices and communications sent to the parties shall be deemed to have been received three
(3) days after the notice or communication has been deposited in the U.S. Mail, and the next
business day after the notice or communication has been delivered by hand or sent by telecopy or
overnight delivery service.
7.9 Books and Records. The Agency shall, within thirty(30) days after receipt of
written request from the District, make available to the District for review or audit its records or
statements regarding the allocation and payment of Tax Increment to the Agency in accordance
with its Redevelopment Plan pursuant to Health and Safety Code Section 33670(b).
7.10 Nonliability of Officials and Employees of Parties. No member, official or
employee of the parties hereto shall be personally liable to the other party, or any successor in
interest, in the event of any default or breach of this Agreement or for any amount which may
become due hereunder, or on any obligations under the terms of this Agreement.
7.11 Conflicts of Interest. No member, official or employee of the parties hereto shall
have any personal interest, direct or indirect, in this Agreement, nor shall any member, official or
employee participate in any decision relating to the Agreement which affects his or her personal
interests or the interests of any corporation, partnership or association in which he or she is
directly or indirectly interested.
7.12 Entire Agreement. This Agreement and the Exhibits attached hereto constitute
the entire understanding and agreement of the parties, integrate all of the terms and conditions
mentioned herein or incidental hereto, and supersede all negotiations or previous agreements
between the parties with respect to all or any part of the subject matter hereof, specifically
including the Original Agreement and the First Amended Agreement, which shall be terminated
and of no further force or effect as of the date of this Agreement. In the event that this
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l
Agreement is found to be invalid or is otherwise terminated, the Agency and District agree that
each shall attempt in good faith to renegotiate this Agreement to give effect to the intent of the
Agreement, the Original Agreement and the First Amended Agreement.
7.13 Waivers and Amendments. All waivers of the provisions of this Agreement shall
be in writing and executed by the appropriate authorities of the parties, and all amendments hereto
shall be in writing and executed by the appropriate authorities of the parties.
7.14 Time of Essence. Time is of the essence with respect to every portion of this
Agreement of which time is a material part.
7.15 Legal Challenge. The District, City and Agency agree that in the event litigation
is initiated by a person or entity not a party to this Agreement, attacking the validity of all or any
portion of this Agreement, each party shall support and seek to uphold this Agreement.
7.16 Governing Law. This Agreement shall be construed in accordance with the laws
of the State of California.
7.17 Further Assurances. Each party without further consideration agrees to execute
such other and further documents, and to perform such other and further acts, as may be
necessary or proper in order to consummate the settlement and transaction contemplated by this
Agreement.
7.18 Severability. If any term or provision of this Agreement shall be invalid or
unenforceable to any extent, the remainder of this Agreement shall not be affected thereby.
IN WITNESS WHEREOF,the parties hereto have executed this Agreement on the day
and year first above written.
DISTRICT:
CAPISTRANO UNIFIED SCHOOL
DI CT, a pub l c agency
Jarhes A. Fleming
Superintendent
ATTEST:
By:�T�`-i%
District Secretary
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1
APPROVED AS TO FORM:
PARKER, COVERT & CHIDESTER
BY:—. r
DouglasN. Yeo
Special District Counsel
AGENCY:
SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPME T AGENCY, a public body
*Corpotd pol'car ough, Executi irector
ATTEST:
���beryl John , A�Secretary
APPRO D ARM:
John IV. Shaw, Agency Counsel
CITY:
CITY OF SAN JUAN CAPISTRANO, a
Califo ' municip rporation
By:
eo a rbo r
gh, City Manage
ATTEST:
By:
Cheryl JohnsCheryl Johns, C6Clerk
APPROVED AS TO FORM:
By:
John haw, City Attorney
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PURCHASE AND SALE AGREEMENT
AND
ESCROW INSTRUCTIONS
THIS PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS
("Agreement") is entered into as of the 19th day of May, 1997, by and between the SAN JUAN
CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a public body, corporate
and politic, hereinafter referred to as "Seller", and CAPISTRANO UNIFIED SCHOOL
DISTRICT, a California public school district, hereinafter referred to as "Buyer". The CITY OF
SAN JUAN CAPISTRANO, hereinafter referred to as "City", shall be the intended third party
beneficiary of certain of the terms and conditions contained herein, with full power and right of
enforcement to the same extent as the Seller, and subject to the same limitations.
1. Purchase and Sale. Upon the terms and conditions contained herein, Buyer
agrees to purchase from Seller and Seller agrees to sell to Buyer the approximate seven (7) acres
of real property located generally at the northwesterly comer of Alipaz and Camino Del Avion in
the most northwesterly portion thereof, in the City of San Juan Capistrano, California, as more
particularly described in the Grant Deed attached as Exhibit"A" and incorporated herein by
reference (the "Elementary School 664640007 Parcel").
2. Purchase Price. The purchase price ("Purchase Price") of the Elementary School
664640007 Parcel shall be Two Million Five Hundred Thousand Dollars ($2,500,000.00.) The
Purchase Price shall be paid by Buyer with payments from the Capistrano Unified School
District\San Juan Capistrano Community Redevelopment Agency School Facilities Fund ("School
Facilities Fund"), to be administered by Seller and applied toward the Purchase Price until paid in
full.
3. Escrow. Immediately after this Agreement has been executed by the parties,
escrow("Escrow") shall be opened with First American Title Insurance Company ("Escrow
Holder"), located at 114 East Fifth Street, Santa Ana, California 92701. This Agreement
constitutes the joint escrow instructions of District and Agency in addition to Escrow Holder's
general provisions which are attached hereto as Exhibit "B", and the Escrow Agent is hereby
empowered to act under this Agreement. The parties hereto agree to do all acts reasonably
necessary to close this Escrow in the shortest possible time. Insurance policies for fire or casualty
are not to be transferred, and Seller will cancel its own policies after the Closing. All funds, if
any, received in the Escrow shall be deposited with other escrow funds in a general escrow
account(s) and may be transferred to any other such escrow trust account in any state or national
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bank doing business in the State of California. All disbursements shall be made by check from
such account.
If, in the opinion of either party, it is necessary or convenient in order to accomplish the
Closing of this transaction, such party may require that the parties sign supplemental escrow
instructions; provided that if there is any inconsistency between this Agreement and the
supplemental escrow instructions, then the provisions of this Agreement shall control. The parties
agree to execute such other and further documents as may be reasonably necessary, helpful or
appropriate to effectuate the provisions of this Agreement. The Closing shall take place when the
Conditions Precedent to Closing as set forth in Sections 5, 6 and 7 have been satisfied. Escrow
Agent is instructed to release Seller's escrow closing statements and Buyer's escrow closing
statements to the respective parties.
4. Escrow Cancellation. If Escrow is not in condition to close by the Outside Date
agreed upon by the parties, then either party which has fully performed under this Agreement
may, in writing, demand the cancellation of escrow. If no demands are made, Escrow Agent shall
proceed with the Closing as soon as possible. Termination of the conveyance of the Elementary
School 664640007 Parcel shall terminate the obligations contained in the Agreement that relate
thereto. If either party makes a written demand for return of documents or properties in
connection with such termination, the conveyance shall not terminate until five (5) days after
Escrow Agent shall have delivered Elementary School 664640007 Parcel copies of such demand
to all other parties at the respective addresses shown in this Agreement. If any objections are
raised within said five (5) day period, Escrow Agent is authorized to hold all papers and
documents until instructed by a court of competent jurisdiction or by mutual written instructions
of the parties. Termination of the conveyance shall be without prejudice to whatever legal rights
either party may have against the other.
If the closing of Escrow fails to occur due to Seller's default, Seller shall pay all Escrow
cancellation charges. If the closing of Escrow fails to occur due to Buyer's default, Buyer shall
pay all Escrow cancellation charges. If the closing of Escrow fails to occur for any reason other
than the foregoing, Buyer and Seller shall each pay one-half of any Escrow cancellation charges,
and each party shall release the other party from all liability for the failure of the Closing of
Escrow to occur. "Escrow cancellation charges" means all fees, charges and expenses incurred
and charged by Escrow Holder as well as all expenses related to the services of the "Title
Company" (as defined in Section 8).
5. Buyer's Conditions Precedent. Buyer's obligations under this Agreement shall
be expressly conditioned upon the fulfillment or written waiver by Buyer of the following
conditions precedent:
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A. Acquisition of Elementary School 664640007 Parcel. Seller shall acquire
fee title to the subject parcel prior to close of escrow, and thereby convey fee title to Buyer at
close of escrow.
B. Performance of Obligation . The due performance of Seller of each and
every material covenant, agreement or obligation to be performed by it hereunder.
C. Accuracy of Representations and Warranties. All representations and
warranties made in this Agreement by Seller are and shall be true and correct as of the Close of
Escrow.
D. Site Preparation. Seller shall have rough graded the Elementary School
664640007 Parcel. Seller has disclosed the following conditions regarding utilities on or about
the Elementary School 664640007 Parcel: electrical power is stubbed out to the site at the
perimeter, a water pipeline exists at the perimeter of the parcel, and a telephone line is present at
the perimeter also. Buyer will be responsible for gas and sewer pipelines.
E. Parcelization or Merger of the Elementary School 664640007 Parcel.
Seller shall have taken all actions necessary to make the Elementary School 664640007 Parcel a
single, legal parcel, or in the alternative, if appropriate, to provide for a lot line adjustment to
merge the Elementary School 664640007 Parcel with adjacent property of Buyer.
F. Review and Approval of Title. Buyer's approval or disapproval of the
Exceptions(as defined below)to title for the Elementary School 664640007 Parcel. Buyer
hereby approves the Exception pertaining to the Redevelopment Plan. Buyer shall object in
writing to any Exception within ten (10) calendar days from either of the following, whichever is
later:
1. Execution of this Agreement by Buyer and Seller; or from
1 Seller causing the Title Company to deliver to Buyer a copy of the
"Report" (as such term is defined in Section 8 below) for the Elementary School 664640007
Parcel, together with legible copies of all recorded instruments listed as exceptions("Exception")
in the Report, prepared by First American Title Insurance.
Should Buyer fail to disapprove of any Exception by delivering written notice of such disapproval
to Seller and Escrow within said ten (10) days, specifying with particularity the matter(s) so
disapproved, Buyer shall be deemed to have approved each Exception to title. Should Buyer
timely object to any Exception, Seller shall have five (5) calendar days from receipt of such notice
to give written notice to Buyer and Escrow either that Seller is unable to or unwilling to remove
such disapproved Exception(s). After execution of this Agreement, Seller shall not voluntarily
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alter the condition of title to the Elementary School 664640007 Parcel except to remove any
Exception. Seller shall have the right, but not the obligation, to remove any disapproved
Exception(s) or provide assurances satisfactory to Buyer that such Exception(s)will be removed
on or before the Closing, If Seller either fails to give such written notice to Buyer and Escrow
within such five(5)calendar day period or notifies Buyer and Escrow that Seller is either unable
or unwilling to remove such disapproved Exception(s), then Buyer shall have five(5) calendar
days from receipt of such notice(or from the expiration of the five(5) calendar day period within
which Seller was required to give Buyer written notice) to either give Seller and Escrow written
notice of Buyer's waiver of such disapproved Exception(s) or of Buyer's election to terminate
this Agreement.
G. Environmental. Buyer shall not have elected to cancel Escrow and
terminate this Agreement due to the environmental condition of the Elementary School
664640007 Parcel as discussed in Section 16 hereof.
6. Seller's Conditions Precedent. Seller's obligations under this Agreement shall be
expressly conditioned upon the fulfillment or written waiver by Seller of the following conditions
precedent:
A. Performance of Obligations. The due performance of Buyer of each and
every material covenant, agreement or obligation to be performed by Buyer hereunder.
B. Accurac,�ofRepresentations and Warranties. All representations and
warranties made in this Agreement by Buyer are and shall be true and correct as of the Close of
Escrow.
C. Maintenance Agreement. Concurrently with the Closing, Buyer and the
City shall execute the "Maintenance Agreement" between Seller and Buyer dated May 19, 1997,
attached as Exhibit "C", and incorporated herein by reference. The Maintenance Agreement shall
provide for the joint maintenance of an access road which will provide ingress and egress to the
Elementary School 664640007 Parcel.
7. Joint Conditions Precedent. The obligations of Seller and Buyer under this
Agreement shall be expressly conditioned upon the fulfillment or written waiver by both parties of
the following conditions precedent:
A. Execution of Documents. The parties shall have executed the Grant Deed
and Maintenance Agreement, and any other documents required hereunder, and delivered such
documents into Escrow.
cAWP-n60\w{docs4usd4wsdam4.Y- -4- 0512&97
B. No Default. Prior to the Close of Escrow, the parties shall not be in
default in any of their obligations under the terms of this Agreement and all representations and
warranties contained herein shall be true and correct in all material respects.
8. Title Policy. At the Close of Escrow, First American Title Insurance Company
(the "Title Company"), located at 114 East Fifth Street, Santa Ana, California 92701, shall be
prepared or committed to deliver a California Land Title Association ("CLTA") owner's policy of
title insurance (the "Title Policy")in the amount of the Purchase Price showing title to the
Elementary School 664640007 Parcel vested in Buyer in fee simple subject only to the exceptions
set forth in the Preliminary Report (the "Report") prepared by the Title Company for the
Elementary School 664640007 Parcel which have been approved or waived by Buyer pursuant to
Section S.F. hereof. Seller agrees to remove on or before the Closing any deeds of trust or other
monetary liens against the Elementary School 664640007 Parcel. The Title Company shall
provide Seller with a copy of the Title Policy.
9. Closing Date. The terms "Closing Date" or "Closing" shall mean the date within
thirty(30) days of(a)the conditions precedent set forth in Sections 5, 6 and 7 having been
fulfilled or waived (with notice of the same provided to Seller, Buyer and Escrow Holder) and
(b)the Grant Deed for the Elementary School 664640007 Parcel is recorded by Escrow Holder as
provided for in Section 11 below.
10. Escrow Closing Obligations. In addition to the satisfaction of the requirements
for the Closing set forth in Section 8 above, Buyer and Seller shall perform the following
obligations at or prior to Closing:
A. Grant Deed. Seller shall execute, acknowledge and deliver into Escrow
the Grant Deed in the form attached hereto as Exhibit "A" and incorporated herein by which
Seller will convey the Elementary School 664640007 Parcel to Buyer in writing. Buyer shall
complete, execute and deliver to Escrow Holder any required statement of intention to transfer
Elementary School 664640007 Parcel or preliminary change of ownership statement.
B. Income Tax Information. Seller represents and warrants to Buyer that
Seller is not a nonresident alien, a foreign corporation, a foreign partnership, a foreign trust or a
foreign estate as such terms are defined in the Internal Revenue Code of 1986 or any rules or
regulations for purposes of United States income taxation.
11. Close of Escrow. Escrow Agent shall Close Escrow for the Elementary School
664640007 Parcel as follows:
A. As required in this Agreement, the parties hereto shall, as appropriate,
deposit with Escrow Holder the closing costs, by Cashier's or Certified check or wire transfer of
cAwpwinWwp&o \cusd�usdam4.yw -5- 05/28/97
immediately available funds, if required, on or before the Closing Date. When all required funds
and instruments have been deposited into Escrow by the appropriate parties, Escrow Holder shall
cause the Grant Deed to be recorded in the Official Records of Orange County, California at
which time the Escrow shall be deemed closed. Escrow Agent shall thereafter deliver the Title
Policy to Buyer.
B. Instruct the Title Company to deliver the Title Policy to District;
C. File any informational reports required by Internal Revenue Code Section
6045(e), as amended, and any other applicable requirements; and
D. Forward to both Buyer and Seller a separate accounting of all funds
received and disbursed for each party and copies of all executed and recorded or filed document
deposited into Escrow, with such recording and filing date and information endorsed thereon.
12. Commission. Buyer and Seller hereby acknowledge that no broker's commission,
finder's fee or other compensation is payable with regard to the transaction covered by this
Agreement, and each party agrees to and does hereby indemnify and hold the other harmless from
and against any and all costs, liabilities, losses, damages, claims, causes of action or proceedings
which may result from any broker, agent or finder, licensed or otherwise, claiming through, under
or by reason of the conduct of the indemnifying party in connection with this transaction.
13. License to Enter. Subject to the conditions herein, Seller and City grant to
Buyer and its agents and representatives a license to enter upon the Elementary School
664640007 Parcel for the purpose of allowing Buyer to conduct tests, surveys or other studies of
the Elementary School 664640007 Parcel so long as Buyer(i) pays the costs for such tests,
surveys or studies; (ii) keeps Elementary School 664640007 Parcel free and clear of any liens; (iii)
repairs all damage to the Elementary School 664640007 Parcel; and (iv) indemnifies and holds
Seller harmless with respect to any liability, claims, demands, damages or costs arising from or in
relation to any such tests, surveys or studies. Buyer shall maintain adequate Worker's
Compensation and comprehensive liability insurance sufficient to cover Buyer and Buyer's
authorized representatives' or agents' activities relating to such tests, surveys or studies.
14. Representations and Warranties by Buyer. Buyer represents and warrants to
Seller, and hereby agrees as follows:
A. Authority. Buyer is a duly organized unified school district formed within
and in good standing under the laws of the State of California. Buyer has full right, power and
lawful authority to purchase and accept the conveyance of the Elementary School 664640007
Parcel and undertake all obligations as provided herein and the execution, performance and
c1wpw nWwpdo \cusd\cusdar *ye -6- 05/29/97
delivery of this Agreement by Buyer has been fully authorized by all requisite actions on the part
of the Buyer.
B. No Conflict. To the best of Buyer's knowledge, Buyer's execution,
delivery and performance of its obligations under this Agreement will not constitute a default or a
breach under any contract, agreement or order to which Buyer is a party or by which it is bound.
C. No Bankruptcy. Buyer is not the subject of a bankruptcy proceeding.
Until the Closing, Buyer shall, upon learning of any fact or condition which would cause
any of the warranties and representations in this Section 14 not to be true as of Closing,
immediately give written notice of such fact or condition to Seller. Such exception(s)to a
representation shall not be deemed a breach by Buyer hereunder, but shall constitute an exception
which Seller shall have a right to approve or disapprove if such exception would have an effect on
the value and/or operation of the Elementary School 664640007 Parcel. If Seller elects to close
Escrow following disclosure of such information, Buyer's representations and warranties
contained herein shall be deemed to have been made as of the Closing, subject to such
exception(s). If, following the disclosure of such information, Seller elects to not close Escrow,
then this Section 14 of this Agreement and the Escrow shall automatically terminate, and neither
party shall have any further rights, obligations or liabilities under this Section 14. The
representations and warranties set forth in this Section 14 shall survive the Closing.
15. Representations and Warranties by Seller, Seller hereby makes the following
representations and warranties to Buyer:
A. Public Bodv. Seller is a public body, corporate and politic, existing
pursuant to the California Community Redevelopment Law (California Health and Safety Code
Section 33000), which has been authorized to transact business pursuant to action of the City of
San.Tuan Capistrano.
B. Authority. Seller has full right, power and lawful authority to acquire,
grant, sell and convey the Elementary School 664640007 Parcel as provided herein, and the
execution, performance and delivery of this Agreement by Seller has been fully authorized by all
requisite actions on the part of Seller.
C. No Conflict. To the best of Seller's knowledge, Seller's execution,
delivery and performance of its obligations under this Agreement will not constitute a default or a
breach under any contract, agreement or order to which Seller is a party or by which it is bound.
cAwpwiMO\wpd=\cusd1ct d 4.yw -7- 05/28/97
D. Information. Seller shall make available for inspection by Buyer all written
information in Seller's possession and to which Seller has access concerning title to or permitted
uses of the Elementary School 664640007 Parcel.
E. Title. As of the close of Escrow, title to the Elementary School
664640007 Parcel will not be encumbered by any easements, licenses, leases, agreements affecting
the Elementary School 664640007 Parcel or other exceptions other than as set forth in Section
S.F. of the Agreement.
Until the Closing, Seller shall, upon learning of any fact or condition which
would cause any of the warranties and representations in this Section 15 not to be true as of
Closing, immediately give written notice of such fact or condition to Buyer. Such exception(s) to
a representation shall not be deemed a breach by Seller hereunder, but shall constitute an
exception which Buyer shall have a right to approve or disapprove if such exception would have
an effect on the value and/or operation of Elementary School 664640007 Parcel. If Buyer elects
to close Escrow following disclosure of such information, Seller's representations and warranties
contained herein shall be deemed to have been made as of the Closing, subject to such
exception(s). If, following the disclosure of such information, Buyer elects to not close Escrow,
the parties' obligations under this Section 15 of this Agreement and the Escrow shall automatically
terminate, and neither party shall have any further rights, obligations or liabilities under this
Section 15. The representations and warranties set forth in this Section 15 shall survive the
Closing.
16. Condition of Elementary School 664640007 Parcel.
A. Disclosure. Prior to the execution of this Agreement, certain investigations
have been performed of the environmental condition of the Elementary School 664640007 Parcel
(the "Environmental Reports").
1. Preliminary Site Assessment Conducted to Determine the Presence
of Hydrocarbons/Pesticides/Herbicides on an existing 50 Acre Farm Located at 32701 Alipaz
Street, San Juan Capistrano, California, dated December 18, 1990, by South Coast Geologic
Services, Inc. The report concluded:
"It is concluded that based upon the data presented, the property does not contain
significant concentrations of herbicides or hydrocarbons derived from leaking storage
tanks. Results of pesticide tests reveal that high concentration of DDT (in excess of 1000
ppm) were found in surface soil samples (0- 12 inches in depth) in the vicinity of Test
Holes 1, 4, 8, 9 and 11. Other high concentrations of DDT may also be present in areas
not tested."
c:\wpwiM0\wpdocs4i�sdkuadam4.y- -8- 05/28/97
2. Preliminary Geotechnical Investigation, Elementary School
664640007 Parcel, City of San Juan Capistrano, County of Orange, California, Dated January 18,
1996, by NMG Geotechnical, Inc. The report concluded:
"Based on our findings, we conclude that the proposed school construction is feasible
from a geotechnical viewpoint; no major geotechnical constraints were identified from our
investigation."
B. Knowledge of Seller. Except as may be set forth in the Environmental
Reports, Seller hereby represents and warrants to Buyer that Seller has no actual knowledge, and
has not received any notice of communication from any government agency having jurisdiction
over the Elementary School 664640007 Parcel, notifying Seller of the presence of surface or
subsurface zone Hazardous Materials in, on, or under the Elementary School 664640007 Parcel,
or any portion thereof. "Actual knowledge," as used herein, shall not impose a duty of
investigation, and shall be limited to the actual knowledge of the Seller's employees and agents
who have participated in the preparation of this Agreement and the acquisition and management
of the Elementary School 664640007 Parcel.
C. Definitions. As used in this Section 16, the term "Hazardous Materials"
means any substance, material, or waste which is or becomes regulated by any local governmental
authority, the County, the State of California, regional governmental authority, or the United
States Government, including, but not limited to, any material or substance which is (i) defined as
a "hazardous waste," "extremely hazardous waste," or "restricted hazardous waste" under Section
25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety
Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as a "hazardous
substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter
6.8 (Carpenter-Presley-Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous
material," "hazardous substance" or "hazardous waste" under Section 25501 of the California
Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans
and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California
Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous
Substances), (v) petroleum, (vi) friable asbestos, (vii) polychlorinated biphenyl, (viii) listed under
Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article II of Title 22 of
the California Administrative Code, Division 4, Chapter 20, (ix) designated as "hazardous
substance" pursuant to Section 311 of the Clean Water Act (33 U.S.C. § 1317), (x) defined as a
"hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42
U.S.C. §6901 et seq. (42 U.S.C. §6903) or (xi) defined as "hazardous substances" pursuant to
Section 101 of the Comprehensive Environmental Response, Compensation, and Liability Act, 42
U.S.C. §6901 et. seq.
Owpwin6ohypdo®4vs&�4.ye -9- 05/28/97
D. Buyer's Investigation of the Elementaty School 664640007 Parcel. The
Buyer shall have the right, at its sole cost and expense, to engage its own environmental
consultant to make such investigations as Buyer deems necessary, including any "Phase 1" or
"Phase 2" investigations. To date, the Buyer has contracted for and has received a report dated
September 27, 1996, prepared by NMG Geotechnical, Inc. in which the Elementary School Site
was screened for pesticides in near-surface soils. The report concluded:
"According to U.S. EPA, Department of Toxic Substances, the Preliminary
Remedial Goals for residential soils for DDD, DDE, DDT are 1.9, 1.3, and 1.3
ppm, respectively. The PRG's for Aldrin and Dieldrin are 0.026 and 0.028 ppb,
respectively. Therefore, the concentrations onsite of each of these analytes are
much less than those that would require remediation as defined by the state. Based
on conversation with Dr. Stanford Smucker, Regional Toxicologist for the U.S.
EPA, the levels of contaminant found onsite are considered low and should not
require remediation even for a school site."
E. No Further Warranties As To Elementa[y School 664640007 Parcel
Except as otherwise provided herein, the physical condition, title to the Elementary School
664640007 Parcel is and shall be delivered from Seller to Buyer in an "as-is" condition, with no
warranty expressed or implied by Seller, including without limitation, the presence of Hazardous
Materials or the condition of the soil, its geology, the presence of known or unknown seismic
faults, or the suitability of the Elementary School 664640007 Parcel for the development purposes
intended hereunder. To the extent authorized by contract or law, the Seller shall assign to Buyer
all warranties and guaranties with respect to the environmental condition of the Elementary
School 664640007 Parcel, if any, that the Seller has received from prior owners of the
Elementary School 664640007 Parcel.
F. Release by Buye . Buyer hereby waives, releases and discharges forever
Seller and City, and their employees, officers, agents and representatives, from all present and
future claims, demands, suits, legal and administrative proceedings and from all liability for
damages, losses, costs, liabilities, fees and expenses, present and future, arising out of or in any
way connected with the Buyer's use, maintenance, ownership or operation of the Elementary
School 664640007 Parcel, any Hazardous Materials on the Elementary School 664640007 Parcel,
or the existence of Hazardous Materials in any state on the Elementary School 664640007 Parcel,
however they came to be placed there, except that arising out of the negligence or misconduct of
the Seller or the City or their employees, officers, agents or representatives.
17. Escrow Costs and Prorations. The following closing costs shall be borne as
follows:
c:\wpwu"Nwpdoe --�.y- -10- 05/28/97
A. Title charges for the CLTA standard title policy as described in Section 8
shall be paid by Seller. Buyer shall pay all additional costs for endorsements to the policy
obtained by Buyer.
B. Escrow fees shall be paid one-half by Buyer and one-half by Seller.
C. Any transfer taxes shall be paid by Seller.
D. All recording charges shall be paid one-half by Buyer and one-half by
Seller.
E. Document preparation fees shall be paid one-half by Buyer and one-half by
Seller.
F. No Proration of Taxes and Assessments. Because Seller and Buyer are
public agencies to which real property taxes do not apply, no proration of real property taxes shall
be made through Escrow.
18. Authority of Escrow Agent. Escrow Agent is authorized to, and shall:
A. Pay and charge Buyer and Seller for their respective shares of the premium
of the Title Policy as set forth in Section 8 and any amount necessary to place title in the condition
necessary to satisfy Section 5.F. of this Agreement.
B. Pay and charge Buyer and Seller for their respective shares of any escrow
fees, charges, and costs payable under Section 17 of this Agreement.
C. Pay and charge Buyer for any endorsements to the Title Policy which are
requested by the Buyer.
D. Disburse funds, and deliver and record the Grant Deed, when the
Conditions Precedent to Closing have been fulfilled or waived by Buyer and Seller.
E. Do such other actions as necessary, including obtaining the Title Policy, to
fulfill its obligations under this Agreement.
F. Within the discretion of Escrow Agent, direct Seller and Buyer to execute
and deliver any instrument, affidavit and statement.
G. Prepare and file with all appropriate governmental or taxing authorities a
uniform settlement statement, closing statement, tax withholding forms including an IRS 1099-S
cAwpwin6o\wpdocs M%FNcuad=4.ye -11- 05/28/97
form, and be responsible for withholding taxes, if any such forms are provided for or required by
law.
19. Waiver. Consent and Remedies. Either party may specifically and expressly
waive in writing any breach by the other party of any provision of this Agreement, but no such
waiver shall constitute a further or continuing waiver of any preceding or succeeding breach of
the same or any other provision. The consent by one party to any act by the other for which such
consent was required shall not be deemed to imply consent or waiver or the necessity of obtaining
such consent for the same or similar acts in the future. No waiver or consent shall be implied
from silence or any failure of a party to act, except as otherwise specified in this Agreement.
20. Further Documents and Acts. Each of the parties hereto agree to cooperate in
good faith with each other, and to execute and deliver such further documents and perform such
other acts as may be reasonably necessary or appropriate to consummate and carry into effect the
transactions contemplated under this Agreement.
21. Successors and Assigns. The terms, covenants and conditions herein contained
shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto
except as provided below.
22. Entire Agreement. This Agreement and the Exhibits attached hereto and
incorporated herein contain all of the covenants, conditions and agreements between the parties
relating to the purchase and We of the Elementary School 664640007 Parcel and shall supersede
all prior correspondence, agreements and understandings on this transaction, both verbal and
written.
23. Notices. All written notices required to be given pursuant to the terms hereof shall
be either delivered by hand delivery or deposited in the United States mail first class, postage
prepaid and addressed as follows:
Seller: San Juan Capistrano Community Redevelopment Agency
32400 Paseo Adelanto
San Juan Capistrano, California 92675
Attention: Executive Director
Buyer: Capistrano Unified School District
32972 Calle Perfecto
San Juan Capistrano, California 92675
Attention: Deputy Superintendent, Administration
c:\wrwin6UNwpdo \=gdI4�.yw -12- 05/28/97
The foregoing addresses or persons may be changed by written notice to the other party as
provided herein.
24. Exhibits and Captions. All exhibits attached hereto are incorporated herein by
reference thereto. The captions used herein are for convenience only and are not a part of this
Agreement and do not in any way limit or amplify the terms and provisions hereof.
25. Time. Time is of the essence of every provision of this Agreement in which time
is an element.
26. Applicable Law. This Agreement shall be governed by the laws of the State of
California.
27. Invalidity of Provision. If any provision of this Agreement as applied to either of
the parties or to any circumstance shall be adjudged by a court of competent jurisdiction to be
void or unenforceable for any reason, the same shall in no way affect (to the maximum extent
permissible by law) any other provision of this Agreement, the application of any such provision
under circumstances different from those adjudicated by the court, or the validity or enforceability
of the Agreement as a whole.
28. Authority. Each person executing this Agreement warrants that he or she has the
authority to so execute this Agreement and that no further approval of any kind is necessary to
bind the parties hereto.
29. Amendments. No addition to or modification of any provision contained in this
Agreement shall be effective unless fully set forth in writing and executed by both Buyer and
Seller.
30. Counterparts. This Agreement may be executed in one or more counterparts,
each of which shall be deemed an original, but all of which together shall constitute but one and
the same instrument.
31. Survival of Provisions. The representations, warranties and agreements set forth
in this Agreement will remain operative, will be deemed made at the Close of Escrow, and will
survive the Closing and the execution of delivery of Seller's Grant Deed and will not be merged in
Seller's Grant Deed.
c:\wpwm6o\wp&-V-vsdaa�admn4.Y- -13- 05/28/97
IN WITNESS WHEREOF, the parties hereto have executed one or more copies of this
Agreement as of the day and year first above written.
Seller: Buyer:
SAN JUAN CAPISTRANO CAPISTRANO UNIFIED SCHOOL DISTRICT
COMMUNITY REDEVELOPMENT
AGE
By: / _ By. G
arough
J es A. FlemingGeo a
Executive Dror
Superintendent
Dated: Dated:
ATTEST: ATTEST:
6 W- \� ' '�
Cheryl Johnse
Agency Secretary District Secretary
APPROVED AS TO FORM: APPROVED AS TO FORM:
qq== PARKER COVERT& CHIDESTER
johd R. Shaw
Agency Counsel
Douglas N. YeorMn
Special District Counsel
c:\wpwin60\wpdo \msd\cusdanA-yw -14- 05/28/97
LICENSE AND MAINTENANCE AGREEMENT
WITH RESPECT TO ELECTRICAL STRUCTURE
LOCATED AT OLD SERRA HIGH SCHOOL SITE
THIS LI ENSE AND MAINTENANCE AGREEMENT (the "Agreement") is made this
/ day of 1997, by and between the SAN JUAN CAPISTRANO
COMMUNITY REDEVELOPMENT AGENCY(hereinafter the"Agency"), and the CAPISTRANO
UNIFIED SCHOOL DISTRICT (hereinafter the "District").
RECITALS:
WHEREAS, Agency and District have mutually agreed to a transfer of land wherein Agency
shall convey fee title to that certain parcel as described in Exhibit "A," attached and incorporated by
reference; and
WHEREAS,District owns a structure containing electrical equipment(approximately 1,800
square feet in size), a portion of which lies within the parcel to be transferred to District, and a
portion of which also lies within a second parcel owned by Agency, which is more particularly
depicted on the site plan attached as Exhibit "B," attached and incorporated herein by reference (the
"Structure"); and
WHEREAS, Agency and District desire to enter into this license and maintenance agreement
for the purpose of setting forth respective obligations of each party with respect to said Structure;
NOW, THEREFORE, be it resolved between Agency and District as follows:
1. Grant of License From Agency to District.
Agency hereby grants to District a license for the purpose of allowing District to access,
retain, and maintain control and maintenance with regard to that portion of the Structure located on
Parcel B, as depicted on Exhibit "B" to this Agreement.
District shall provide to Agency reasonable advance notice of access and maintenance activity
of District in order to avoid public safety hazards from any City of San Juan Capistrano or Agency
recreational activity occurring in or about Parcel B (as depicted on Exhibit "A".)
2. District's Obligations.
A. District shall maintain the Structure in a clean and safe condition at all times.
B. District shall be solely responsible for the maintenance of the Structure.
c:\wpein60\wpdom4vedVice"se.ag -1- 05/28/97
3. Term.
This Agreement shall remain in full force and effect until such time as mutually rescinded by
the parties to this Agreement.
4. District's Agents.
Any contractor or subcontractor performing work in connection with the maintenance of the
Structure shall be conclusively deemed to be the servant and agent of District, acting on behalf and
within the scope of such contractor's and subcontractor's employment for District.
5. Liability and Insurance.
A. Insurance.
District or its agent contractors shall carry reasonable levels of general liability
insurance coverage in executing any right or obligation under this Agreement.
B. Liabili1y.
Agency shall indemnify, save, and defend District, its elected and appointed officials,
and employees,harmless from and against any and all claims, demands, suits, actions or proceedings
of any kind or nature, for damages to property or injuries to or death of any persons arising out of
City's performance of its rights or obligations under this Agreement.
District shall indemnify, save, and defend Agency, its elected and appointed officials,
and employees,harmless from and against any and all claims, demands, suits, actions or proceedings
of any kind or nature, for damages to property or injuries to or death of any persons arising out of
District's performance of its rights or obligations under this Agreement.
6. Notices.
Any notices required to be given under this Agreement shall be sent to:
Agency: San Juan Capistrano Community Redevelopment Agency
Attn: Executive Director
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
District: Capistrano Unified School District
Attn: Deputy Superintendent, Administration
32972 Calle Perfecto
San Juan Capistrano, CA 92675
cAwpain60\wpd=\cusdUim .ag -2- 05/28/97
7. Entire Agreement.
This Agreement constitutes the entire understanding and agreement between the parties and
supersedes all previous negotiations between them pertaining to the subject matter thereof.
IN WITNESS WHEREOF, Agency and District have caused this Agreement to be executed
on the day and year first written above.
SAN JUAN CAPISTRANO COMMUNITY
RED LOPME AGENCY, a public body
co ora and po '
Dated:
Sca rough, txe ive Director
ATTEST:
4�l—
Cheryl Jobn n A
gency Secretaryry
APPROVED AS TO FORM:
John�Shaw�Counsel
CAPISTRANO UNIFIED SCHOOL DISTRICT,
a p is gency
Dated: By: a
J A. Fleming, Superintendent
ATTEST:
District Secretary
APPROVED AS TO FORM:
PARKER, COVERT & CHIDESTER
DouglasN. Yeo
Special District Counsel
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Legal Description:Parcel B
That portion of the easterly 60 app of Parcel"L"per map recorded in book 2,page 38 of surveys in the
county recorders office of Orange County,Califomia as slaws on Record of Survey No 97-1020,in the city
of San Juan Capistrano,County of Orange,State of Califomia,descnbed as follows: _
Beginning at a spike and washer at the southwest pxmr of said easterly 60 acres;thence along the westerly
fine of said easterly 60 apes N Odeg.03'02"W 37.45'to a point 40.00'north of the centerline of Camino dal
Avion;thence S 88deg.01'05"E 57.09'pualld with said centerline to the TRUE POINT OF BEGINNING;
thence N ldeg.59'58"E 17.5!'to the beginning of a curve concave westerly having a radius of 61.75';
thence tordmly 30.28'along said curve through a central angle of 28deg.o5.27"to a ran-tangent line;
thence long said line NI6deg.07'2I-W 57.71'to the beginning of a non-tangent curve concave to the east
having a radius of 264.75'and to which beginning a radial line bean S63deg.53'58"W;thence norlbedy
120.37'along said curve through a central angle of 26deg.03'00";thence N Odeg.03'02"W 351.00'-paralid
to the westerly fine of said easterly 60 aces to the beginning of a curve concave southeasterly having a
radius of 264.75';thence northerly and northnsteiy 415.87'along said curve through a central angle of
90deg.00'00"to the beginning of reverse curve concave to the northwest having a radius of 235.25',a
radial line through said beginning of reverse curve bean S Odeg.03'02"E thence easterly and northeasterly
288.80'through a central angle of 70deg.20'17";thence N 19deg.36"4I"E 104.91'to the beginning of a -
curve concave to the southeast having a radius of 264.75';thence northerly and northeasterly 328.34'along
said curve through a central angle of 71deg.03'30";thence S89deg.19'49"E 1077 98'panild with the
northerly line of said Parcel"L"to a point which is 33.00'west of the east fine of said Parcel"L";thence
SOdeg.03'02'E 29.50'parallel with said east line;thence N89deg.19'49'W 1078,37'parallel with said
northerly line to the beginning of a curve concave southeasterly having a radius of 235 25';thence westerly
and southwesterly 291.76'along said curve,through a central angle of 71deg03'30"thence S
19deg.36'41"W 104.91'to the beginning of a curve concave northwesterly having a radius of 264.75';
thence southwesterly 49.34'along said cove through a central angle of I0deg.40'36"to the begimning ofa
reverse curve concave to the east having a radius of 24.25';thence southerly 34.91'along.said reverse curve
through a central angle of 82deg.28'23"to the beginning of a reverse curve concave to the west having a
radius of 37.75',a radial fine through said beginning of reverse curve bean N35deg.34'02"E;thence
southerly 67 93'along mid reverse curve through a central angle of 97deg.02'03"to the beginning of
compound curve concave,northwesterly having a radius of 326 75';thence southwesterly 46.82'along said
curve through a central angle of 8deg.12'34';thence S39deg.11'21"E 13.00'to the beginning of a cove
concave north and northwesterly having a radius of 339.75', a radial bearing through said beginning of
curve bean S39deg-11'21"E;thence southwesterly and westerty 231.06'along said curve through a central
angle of 38deg.57'59"to the beginning of a reverse curve concave to the southeast having a radius of
159.75',a radial line through said beginning of reverse curve bears N Odeg.I3'22"W;thence westerly and
southwesterly 250.46'through a central angle of 89deg.49'40";thence S Odeg.01'02"E 259.78';thence
S89deg.56'58"W 77.00';therce S Odeg.03'02"E 15.45'to the beginning of curve concave easterly having
a radius of 494.25';thence southerly 141.53'along said curve through a central angle of 16deg.24'24" to a
non-tangent line;thence S24deg.07'10"E 94.15'to a non-tangent curve concave southwesterly having a
radius of 112.25',to which point a radial line bearsN63deg.38'25"E;thence southerly 55.37'along said
curve through a central angle of 28deg.15'5W to a non-tangent fine;thence Sldeg.59'58'W 17.48'to a line
which is 40.00'north of the centedine of Camino del Avion;thence N 88deg.01'05'W 50.50'along said fine
to the TRUE POINT OF BEGINNING.
Containing 3.43 acres more or less. LAND SU�Fi•
Sec Exhibit B attached hereo. J'
BRUCE G HALL a
all No.4743 �R�P d s-97
F OF CAS\E
LICENSE AND MAINTENANCE AGREEMENT
WITH RESPECT TO ELECTRICAL STRUCTURE
LOCATED AT OLD SERRA HIGH SCHOOL SITE
THIS LI ENSE AND MAINTENANCE AGREEMENT (the "Agreement") is made this
( day of Aaq 1 1997, by and between the SAN JUAN CAPISTRANO
COMMUNITY REDEVELOPMENT AGENCY(hereinafter the "Agency"), and the CAPISTRANO
UNIFIED SCHOOL DISTRICT(hereinafter the "District").
RECITALS:
WHEREAS, Agency and District have mutually agreed to a transfer of land wherein Agency
shall convey fee title to that certain parcel as described in Exhibit "A," attached and incorporated by
reference; and
WHEREAS,District owns a structure containing electrical equipment (approximately 1,800
square feet in size), a portion of which lies within the parcel to be transferred to District, and a
portion of which also lies within a second parcel owned by Agency, which is more particularly
depicted on the site plan attached as Exhibit 'B," attached and incorporated herein by reference(the
"Structure"); and
WHEREAS, Agency and District desire to enter into this license and maintenance agreement
for the purpose of setting forth respective obligations of each party with respect to said Structure;
NOW, THEREFORE, be it resolved between Agency and District as follows:
1. Grant of License From Agency to District.
Agency hereby grants to District a license for the purpose of allowing DiF*rict to access,
retain, and maintain control and maintenance with regard to that portion of the Structure located on
Parcel B, as depicted on Exhibit "B" to this Agreement.
District shall provide to Agency reasonable advance notice of access and maintenance activity
of District in order to avoid public safety hazards from any City of San Juan Capistrano or Agency
recreational activity occurring in or about Parcel B (as depicted on Exhibit "A".)
2. District's Obligations.
A. District shall maintain the Structure in a clean and safe condition at all times.
B. District shall be solely responsible for the maintenance of the Structure.
cAwp9m60\wpdo \cusdl1ic .ag -1- 05/29/97
3. Term.
This Agreement shall remain in full force and effect until such time as mutually rescinded by
the parties to this Agreement.
4. District's Agents.
Any contractor or subcontractor performing work in connection with the maintenance of the
Structure shall be conclusively deemed to be the servant and agent of District, acting on behalf and
within the scope of such contractor's and subcontractor's employment for District.
5. Liability and Insurance.
A. Insurance.
District or its agent contractors shall carry reasonable levels of general liability
insurance coverage in executing any right or obligation under this Agreement.
B. Liability.
Agency shall indemnify, save, and defend District, its elected and appointed officials,
and employees,harmless from and against any and all claims, demands, suits, actions or proceedings
of any kind or nature, for damages to property or injuries to or death of any persons arising out of
City's performance of its rights or obligations under this Agreement.
District shall indemnify, save, and defend Agency, its elected and appointed officials,
and employees, harmless from and against any and all claims, demands, suits, actions or proceedings
of any kind or nature, for damages to property or injuries to or death of any persons arising out of
District's performance of its rights or obligations under this Agreement.
6. Notices.
Any notices required to be given under this Agreement shall be sent to:
Agency: San Juan Capistrano Community Redevelopment Agency
Attn: Executive Director
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
District: Capistrano Unified School District
Attn: Deputy Superintendent, Administration
32972 Calle Perfecto
San Juan Capistrano, CA 92675
CAWPOM60\wpdo \Cus"ic .ag -2- 05/28/97
7. Entire Agreement,
This Agreement constitutes the entire understanding and agreement between the parties and
supersedes all previous negotiations between them pertaining to the subject matter thereof.
IN WITNESS WHEREOF, Agency and District have caused this Agreement to be executed
on the day and year first written above.
SAN JUAN CAPISTRANO COMMUNITY
RED LOPME AGENCY, a public body
co ora and po
Dated:
+O(Sc rough, & the Director
ATTEST: _
Cheryl John n, Agency Secretary
APPROVED AS TO FORM:
John F—Shaw, Agency Counsel
CAPISTRANO UNIFIED SCHOOL DISTRICT,
a p7cya
Dated: By:
Ja A. Fleming, Superintendent
ATTEST:
District Secretary
APPROVED AS TO FORM:
PARKER, COVERT & CHIDESTER
Dougl��
Special District Counsel
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April 4, 1997 10:44 AM From: Bruilall Fax#:714-M-ON Payd*12
Legal Description:Parcel A
That portion of the easterly 60 acres of parcel"L"per a map recorded in book 2,page 38 of surveys in the
county recorders office of Orange County,California as shown on Record of Survey No. 97-1020, in the city
of San Juan Capistrano,County of Orange, State of California,described as follows:
Beginning at a 1"iron pipe at the most northwesterly comer of said easterly 60 acres;thence S 69deg.14' 53"
E 629.88'along the northerly line of said Parcel"L"to a 2"iron pipe at an angle point in said northerly line:
thence S 89deg.19'49"E 194.11' along said northerly line;thence leaving said line S Odeg. 40'l I"W 9.25'to
the beginning of a non tangent curve concave to the southeast having a radius of 264.75',to which point a
radial line bears N 0deg.40'11"E;thence southwesterly along said curve through a central angle of
71 deg.03'30"an arc distance of 328.34';thence on a tangent lime S 19deg.36'41"W 104.91'to the beginning
of a tangent curve concave to the northwest having a radius of 235.25';thence southwesterly along said curve
through a central angle of 70deg.20'l 7"an am distance of 288.80'to the beginning of a reverse curve concave
to the southeast having a radius of 264.75';thence southwesterly along said reverse curve through a central
angle of 90deg.00'00"an aro distance of 415.87'to a radial line of said curve which bears N 89deg.56'58"E;
thence on the prolongation of said radial 8.58'to the westerly line of the easterly 60 acres of said Parcel"L";
thence N Odeg.03'02"W 930.68' along the westerly line of said easterly 60 acres to the point of beginning.
Containing 7.24 acres more or less.
c-e Exhibit"A"attached hereto.
EXHIBIT "A" (Page 2 of 3)
LEASE OF STONE FIELD
This lease of real property known as Stone Field (hereinafter the "Lease") is hereby entered
into as of May 19, 1997, by and among the CAPISTRANO UNIFIED SCHOOL DISTRICT, a
public agency(hereinafter the "Lessor"), and the CITY OF SAN JUAN CAPISTRANO, a public
body, corporate and politic(hereinafter the "Lessee").
Recitals
A. Lessor currently owns certain real property located in the City of San Juan Capistrano
and commonly known as the "Stone Field". The parcel is currently used as a recreation facility.
B. Lessee is engaged in the implementation of the Redevelopment Plan for the San Juan
Capistrano Central Redevelopment Project in the City pursuant to the California Community
Redevelopment Law, commencing with Health and Safety Code Section 33000.
C. Pursuant to the provisions of said law, Lessee may acquire and dispose of, by lease or
otherwise, any interest in real or personal property.
NOW, THEREFORE, in consideration of the payments to be made hereunder and the
covenants and agreements contained herein, the parties hereto agree as follows:
ARTICLE 1. TERM OF LEASE
1.1 Premises. Lessor is currently the owner of that parcel of real property located at
31422 Camino Capistrano, in the City of San Juan Capistrano, legally described in Exhibit "A",
incorporated herein by this reference, and referred to hereafter as the 'Premises". Lessor agrees to
lease the Premises to Lessee and Lessee agrees to lease the Premises from Lessor upon the terms and
conditions expressed herein.
1.2 Reservation. Lessor reserves to itself, its successors, and assigns, together with the
right to grant and transfer all or a portion of the same, the non-exclusive right to enter upon the
Premises in accordance with any rights of Lessor set forth in this Lease.
1.3 Exceptions to Leasehold Estate. This Lease is made subject to all covenants,
conditions, restrictions, reservations, rights, rights-of-way, easements, and all other matters of record
or apparent upon a visual inspection of the Premises affecting the Premises or the use thereof on the
date this Lease is executed by Lessee.
1.4 Term.The initial term of this Lease shall run for twenty-five(25)years (the"Initial
Term"), commencing on May 19, 1997 (the "Commencement Date") and all terms, covenants and
conditions of the Lease shall become legally binding on the Commencement Date.
0:4pw 604rodo \curd\"sdam4.y. 05/28/97
1.5 Renewal of Lease.The twenty-five(25)year term of this Lease may be extended for
an additional 25 year period providing that Lessor reviews and approves a request for an additional
25-year tern as proposed by Lessee.
ARTICLE IL CONSTRUCTION AND OWNERSHIP OF IMPROVEMENTS
2.1 Improvements. As of the Commencement Date,the Premises consists of the following:
(a) a dirt soccer field;
(b) with:
(i) manual irrigation system, with new quick coupling system (installed
by City);
(ii) City-added backflow system;
(iii) City added security wood rail fencir n (north section of field);
(iv) two (2) soccer goal posts;
(v) backstop cyclone protective fence;
(vi) perimeter stone wall (varying 3' to 5' in height) running 1/2 of the
field.
2.2 Construction, Alteration, Renovation and Removal of Improvements. All
construction,alteration,renovation or removal of improvements on the Premises shall be at the sole
expense of Lessee, and shall require the written permission of Lessor prior to commencement of such
activities,which permission shall not unreasonably be withheld or delayed. All costs associated with
the design, preparation or planning of any improvements on the Premises shall be borne by Lessee.
2.3 Ownership of Improvements and FF&E. All changes, alterations, improvements,
and additions to the Premises shall become the property of the Lessor upon expiration of the term of
the Lease, or upon termination thereof. All fumiture, fixtures and equipment(collectively, "FF&E")
that are made, constructed or placed on or in the Premises by Lessee, and all changes, alterations,
improvements and additions to the FF&E shall become the property of Lessee upon expiration of the
term of the Lease, or upon termination thereof.
ARTICLE HL RENT
3.1 Rent. During the term of this Lease, the value of the rent for Lessee's use of the
Premises shall be one-half of the value of interest on the purchase price of the Elementary School
664640007 Parcel purchased by Lessor from Lessee based upon payments due pursuant to Section
4 of the Second Amended and Restated Agreement for Cooperation, dated May 19, 1997. Pursuant
to Section 4.3 of that Agreement and consideration received pursuant thereto by Lessor,Lessor and
Lessee agree that Lessee shall have no obligation to make rent payments for Lessee's use of the
Premises for the term of this Lease. Upon the exercise of the option by Lessee or the assignee or
successor in interest of Lessee, as provided herein, the rent due for the use of the Premises for the
CAWPWi160kWP&- .Y- -2- 05/28197
option team shall be One(1)Dollar per year, payment of which may be waived by mutual agreement
of the parties.
ARTICLE IV. USE OF PREMISES AND COMPLIANCE WITH LAW
4.1 Permitted Uses. Lessee shall only use the Premises for park or recreational purposes.
Lessee, at Lessee's expense, shall promptly comply with all present and future laws, ordinances,
orders, rules, regulations and requirements of all governmental authorities having jurisdiction
affecting the Premises or the cleanliness, safety, occupancy and use of the same, whether or not any
such law, ordinance, order, rule, regulation or requirement is substantial, or foreseen or unforeseen,
or ordinary or extraordinary or shall necessitate structural changes of the Premises or interfere with
the use and enjoyment of the Premises. If any governmental license or permit shall be required for
the proper and lawful operation of the Premises, Lessee shall procure and thereafter maintain such
license or permit at its sole cost and expense and shall submit the same for inspection by Lessor.
4.2 Nondiscrimination. Lessee covenants for itself, its heirs, executors, administrators,
and assigns,and all persons claiming under or through it, that this Lease is made and accepted upon
and subject to the condition that there shall be no discrimination against or segregation of any person
or group of persons on account of race, color, creed, religion, sex, age, national origin, ancestry,
associated with the construction, operation and maintenance of the Premises.
ARTICLE V. MAINTENANCE OF THE PREMISES
5.1 Lessee's Obligations for Maintenance. Lessee, at Lessee's expense and without cost
to Lessor, shall maintain or cause to be maintained in good order, condition, quality, and repair, the
Premises and every part thereof and any and all appurtenances thereto wherever located, and all other
repairs, replacements, renewals and restorations, ordinary and extraordinary, foreseen and unforeseen.
(a) Lessee's Obligations. If Lessee wishes to make any repairs to the Premises
which would result in a change in use of the Premises permitted by this Lease or materially affect the
value of the Premises or materially change the external structure or appearance of the Premises,
Lessee shall submit to Lessor for its approval documentation which describes the desired repairs,
including construction plans, building sections, building materials and components, samples of
proposed exterior building materials, and the like, to the extent relevant to the particular repair.
Lessor's approval shall be given within a reasonable period of time not to exceed thirty(30)days after
receipt by Lessor from Lessee of all necessary documents and information relating to such repairs
(which thirty[30] day period does not include the Lessors normal development review requirements)
and such approval shall not be unreasonably withheld provided that the proposed repair shall not, in
Lessors reasonable judgment, impair or diminish the value or structural integrity of the Premises over
the Term of the Lease, or not be in harmony with neighboring properties. Lessor's approval under
this paragraph shall not relieve Lessee of the obligation to comply with the planning, design review
and building regulations of the City. The thirty(30)day time limit set forth herein applies to Lessee's
right of review under this Lease and not to regulatory review.
c:\wpWuMXwpda \cusdWU8danw.Ye -3- 03r2sro7
(b) Standard of Maintenance. Lessee shall keep and maintain the Premises in
a clean, sanitary and safe condition in accordance with the laws of the State of California and in
accordance with all directions, rules and regulations of the health officer, fire marshal, building
inspector or other proper officials of the governmental agencies having jurisdiction, and Lessee shall
comply with all requirements of laws and ordinances affecting the Premises, all at the sole cost and
expense of Lessee. At the time of the expiration of the tenancy created herein, the Lessee shall
surrender the Premises thereon in good order, condition and repair.
(c) Liens Lessee shall keep the Premises, or any part thereof, free from any and
all liens arising out of any work performed, materials furnished or obligations incurred by or for
Lessee, and agrees to cause to be discharged of record any mechanic's or materialmen's Gen or stop
notices within sixty (60) days after the Gen has been filed or within ten (10) days after receipt of
written request from Lessor, whichever shall be the sooner. Lessee shall give Lessor at least fifteen
(IS)days written not;--prior to commencing or causing to be commenced any work on the Premises
so that Lessor shall have reasonable opportunity to file and post notices of non-responsibility for
Lessee's work. Lessee shall reimburse Lessor for any and all costs and expenses which may be
incurred by Lessor by reason of the filing of liens and/or removal of same, such reimbursement to be
made within thirty (30) days after receipt by Lessee from Lessor of a statement setting forth the
amount of the costs and expenses.
(d) Lessor's Substitute Performance. In the event Lessee fails, refuses or
neglects to commence and complete promptly and adequately any of the Premises required repairs
or maintenance, to remove any lien, to pay any cost or expense relating to such matters, or to
otherwise perform any act or fulfill any obligation required of Lessee pursuant to this Section 5.1,
Lessor may,but shall not be required to, make or complete any such repairs, remove such lien, or pay
such cost and expense, and Lessee shall reimburse Lessor for all costs and expenses of Lessor thereby
incurred within thirty(30) days after receipt by Lessee from Lessor of a statement setting forth the
amount of such costs and expenses. If reasonably possible under the circumstances, Lessor shall give
Lessee written notice thirty(30) days prior to commencement of any substitute performance. Any
failure by Lessor to give such notice, however, shall not prejudice Lessor's rights hereunder or alter
Lessee's obligations hereunder. Lessor's rights and remedies pursuant to this subsection (d) shall be
in addition to any and all other rights and remedies provided under this Lease or at law.
ARTICLE VL INSURANCE AND INDEMNITY
6.1 Lessee's Insurance. Lessee, at no cost and expense to Lessor, shall procure and keep
in full force and effect during the Term, insurance policies, self-insurance, or pool insurance for
properties, improvements, activities and operations in a minimum amount of$1,000,000 on the
Property. In the event that Lessee fails to maintain in full force and effect such insurance policies,
self-insurance, or pool insurance, or fails to carry insurance required by law or governmental
regulation, Lessor may (but is without obligation to do so) at any time or from time to time, after
thirty(30)days'written notice to Lessee, procure such insurance and pay the premiums therefor, in
which event Lessee shall repay Lessor all sums so paid by Lessor within fifteen (15) days following
�avrpwi,6o�wpaonwma.,ma n a.yeo -4- W29197
Lessor's written demand to Lessee for such payment.
6.2 Covenant to Indemnify and Hold Harmless. Lessor, its governing board, officers,
governing board members,agents and employees shall not be deemed to assume any liability for the
negligence of Lessee or any of its officers, agents or employees. Lessee agrees to indemnify, defend
and hold harmless Lessor, its governing board and each member thereof and every officer, employee
and agent from and against any and all liability, expense, including defense costs and legal fees, and
claims for damages of any nature whatsoever, including, but not limited to, bodily injury, death,
personal injury,or property damage arising from or connected with the Lessee's use of the Premises,
or arising from or connected with the Lessee's maintenance of the Premises in a dangerous condition.
6.3 Waiver of Subrogation. Each party hereto does hereby waive, remise, release and
discharge the other party hereto and the governing board, any officer, governing board member,
agent,employee or representative of such other party, of and from any liability whatsoever hereafter
arising from loss or damage for which insurance containing a waiver of subrogation is carred out by
the injured party under such insurance. Lessee shall, upon obtaining the policies of insurance required
hereunder, give notice to the insurance carver or carriers that the foregoing mutual waiver of
subrogation is contained in this Lease.
ARTICLE VII. UTILITY CHARGES
Lessee shall pay all charges for gas, water, sewer, electricity, telephone and other utility
services used on or in the Premises. If any such charges are not paid when due, Lessor may pay the
same by giving Lessee fifteen(15)days' prior written notice, and any amount so paid by Lessor shall
thereupon become due to Lessor from Lessee as additional Rent.
ARTICLE VHL ASSIGNMENT AND SUBLETTING
8.1 Assignment to City of San Juan Capistrano. Lessor and Lessee agree that Lessee
shall be permitted to assign this tease, and the rights, obligations, and duties contained herein, to the
City of San Juan Capistrano. Said assignment shall have no effect upon the rent obligation of Lessee
as provided herein, unless mutually agreed in writing by Lessor, Lessee and City.
8.2 Lessor's Consent Required. Except as provided herein with respect to the
assignment to City, Lessee agrees and covenants (which covenants shall be binding upon the
successors of Lessee) that Lessee shall not, either voluntarily or by operation of law, assign, sell,
encumber, pledge or otherwise transfer all or any part of Lessee's leasehold estate hereunder, or
permit the Premises to be occupied by anyone other than Lessee, Lessee's employees or invitees, or
sublet the Premises, or any portion thereof, without Lessor's prior written consent, which shall not
be unreasonably withheld. No assignment, whether voluntary or involuntary, by operation of law,
under legal process or proceedings, by receivership, in bankruptcy, or otherwise, and no subletting
shall be valid or effective without such prior written consent, and at Lessor's election, shall constitute
a default.
r\wPWi,M\wPaoc kUwF—sa,nw.roo -5- 05ns97
8.3 Lessee Remains Obligated. Unless a Sublease otherwise provides, no subletting or
assignment, even with the consent of Lessor, shall relieve Lessee of all of its obligations hereunder.
The acceptance by Lessor of any payment due hereunder from any person or entity other than Lessee
shall not be construed as a waiver by Lessor of any provision of this Lease or as a consent to any
assignment or subletting. Consent by Lessor to an assignment of this Lease or to a subletting of the
Premises shall not operate as a waiver or estoppel to the future enforcement by Lessor of its rights
pursuant to this Lease.
ARTICLE IX. DEFAULT
9.1 Events of Default. The word "default" shall mean and include any one or more of the
following events or occurrences:
(a) Termination for any reason of the Second Amended and Restated of the
Agreement for Cooperation, dated May 19, 1997, or non-performance by Lessor or Lessee of the
terms and conditions thereunder, after written notice of not less than thirty(30)days;
(b) The failure of Lessee to perform any term, condition, covenant or agreement of
this Lease, excluding the payment of Rent, and the continuation of such failure for a period of thirty
(30) days after Lessor shall have given Lessee written notice specifying the same, or in the case of
a situation in which the default cannot reasonably be cured within thirty(30) days, if Lessee shall not
promptly, within thirty(30) days after receipt of such notice, commence to remedy the situation by
a means that can reasonably be expected to remedy the situation within a reasonable period of time,
and diligently pursue the same to completion;
(c) The abandonment by Lessee of the Premises or a substantial portion thereof,
(d) Lessee's (i) application for, consent to, or suffering of, the appointment of a
receiver, trustee or liquidator for all or for a substantial portion of its assets; (ii) making a general
assignment for the benefit of creditors;(iii)being adjudged a bankrupt; (iv) filing a voluntary petition
or suffering an involuntary petition under any bankruptcy, arrangement, reorganization or insolvency
law(unless in the case of an involuntary petition, the same is dismissed within thirty(30)days of such
filing) or(v) suffering or permitting to continue unstayed and in effect for fifteen (15) consecutive
days any attachment, levy, execution or seizure of all or a substantial portion of Lessee's assets or of
Lessee's interest in this Lease.
9.2 Remedies.
(a) Termination. In the event of any default by Lessee, including the expiration
of any applicable cure period, Lessor may terminate Lessee's right to possession of the Premises by
any lawful means, in which case this Lease shall terminate.
(b) Rental Value. In any action for unlawful detainer commenced by Lessor
cAwpwin60\wpdo \iud4wdam4.yo -6- 05129/97
a
against Lessee by reason of any default hereunder,the reasonable rental value of the Premises for the
period of the unlawful detainer shall be deemed to be zero.
(c) Cumulative Remedies. Except as may be specifically provided herein, the
rights and remedies reserved to Lessor and Lessee herein, including those not specifically described,
shall be cumulative and, except as provided by California statutory or decisional law in effect at the
time, either Lessor or Lessee may pursue any or all of such rights and remedies at the same time or
otherwise.
(d) Lessor's Non-Waiver. No delay or omission of Lessor to exercise any right
or remedy shall be construed as a waiver of any right or remedy or of any default by Lessee
hereunder.
(e) Lessor's Reentry. Lessee hereby irrevocably consents to Lessor's peaceable
reentry, if Lessor so elects, to the Premises upon the occurrence of any of the events of default
specified in Article XI below, including the expiration of any applicable cure period.
(f) Lessor's Advances. In the event of any default by Lessee and the expiration
of any period expressly provided for herein for Lessee to cure such default after the delivery of notice
by Lessor, in addition to the other remedies granted herein to Lessor, Lessor may, but shall not be
obligated to do so, and without waiving or releasing Lessee from any obligations of this Lease, make
any payment or perform any other act on Lessee's part to be made or performed as provided in this
Lease. Any sum expended by Lessor to cure a default by Lessee shall become a charge payable by
Lessee to Lessor on demand.
9.3 Default by Lessor. Lessor shall not be deemed to be in default in the performance
of any obligation required to be performed by it hereunder unless and until it has failed to perform
such obligation within thirty (30) days after written notice by Lessee to Lessor specifying in
reasonable detail the nature and extent of any such failure; provided, however, that if the nature of
Lessor's obligation is such that more than thirty (30) days are required for its performance, then
Lessor shall not be deemed to be in default if it shall commence such performance within such thirty
(30) day period and thereafter diligently prosecutes the same to completion.
9.4 Legal Expenses and Collection Costs. If either party incurs any expense, including
actual costs of collection, reasonable attorneys'fees, expenses of discovery, preparation for litigation,
expert witness fees and litigation expenses and costs, in connection with any action or proceeding
instituted by either party by reason of any default or alleged default of the other party hereunder, the
party prevailing in such action or proceeding shall be entitled to recover its reasonable expenses from
the other party.
ARTICLE X. HOLDING OVER
This Lease shall terminate and become null and void without further notice upon the
expiration of the Tenn or the option period if exercised as herein specified, and any holding over by
Lessee after such expiration shall not constitute a renewal or extension hereof or give Lessee any
c:\wpwuMNwpdo \amdkasdam4.yw -7- 05/28/97
rights under this Lease, except when in writing signed by both parties hereto.
ARTICLE XL ACCESS BY LESSOR
Lessor and those agents, contractors, servants and employees of Lessor who are identified
in writing to Lessee shall have the right, after reasonable notice to Lessee, to enter the Premises
during normal business hours(a)to examine the Premises, to perform any obligation of Lessor or to
exercise any right or remedy reserved to Lessor in this Lease (b) to exhibit the Premises to
prospective purchasers, mortgagees or lessees of Lessor's interest therein; (c) to make such repairs
as Lessor may be entitled to make after a default by Lessee under Article IX above, and (d)to take
all materials into and upon the Premises that may be required in connection with such repairs,
provided that any such entry shall be performed in such a manner that does not unreasonably interfere
with Lessee's use of the Premises. If Lessor exercises its rights of entry in compliance with this
Article, such entry shall not constitute a constructive or actual eviction of Lessee, in whole or in part.
Nothing herein contained, however, shall be deemed or construed to impose upon Lessor any
obligation, responsibility or liability whatsoever for the care, supervision or repair of the Premises.
ARTICLE XII. QUIET ENJOYMENT
Upon the observance and performance of all of the covenants, terms and conditions on the
part of Lessee to be performed hereunder,Lessor covenants and warrants that Lessee may peaceably
and quietly hold and enjoy the Premises for the Term.
ARTICLE XIII. TAXES
Lessee shall be responsible for, and agrees to pay, prior to delinquency, any and all taxes,
assessments,installments of taxes,levies, fees and other governmental charges of every kind or nature
(hereinafter collectively called "Taxes") in the event such Taxes are levied or assessed by municipal,
county, state, federal, or other taxing or assessing authorities or Governmental agencies or entities
upon, against, or with respect to the Premises or any portion thereof.
ARTICLE XIV. FORCE MAJEURE
In the event the performance by either party of any of its obligations hereunder is delayed by
reason of the act or neglect of the other party, act of God, stormy or inclement weather, strike, labor
dispute, boycott, lockout or other like defensive action by such party, inability to obtain labor or
materials, governmental restrictions, riot, insurrection, war, catastrophe, casualty, act of the public
enemy, or any other cause, whether similar or dissimilar, beyond the reasonable control of the party
from whom such performance is due ("unavoidable delays"), the period for the commencement or
completion thereof shall be extended for a period equal to the period during which performance is
so delayed.
ARTICLE XV. MISCELLANEOUS
15.1 Waiver. The waiver by either Lessor or Lessee of any breach of any term, condition
c:\wpwin60\wpaoca4audaeJama.yeo
-8- 05/2"7
or covenant contained herein shall not be deemed a waiver of such term, condition or covenant or any
subsequent breach of the same or any other term, condition or covenant contained herein.
15.2 Notices. All notices, demands or other writings to be made, given or sent hereunder,
or which may be so given or made or sent by either Lessor or Lessee to the other shall be deemed to
have been given when in writing and personally delivered or if mailed on the third (3rd) day after
being deposited in the United States mail, certified or registered, postage prepaid, and addressed to
the respective partes at their addresses set forth below:
To Lessor: Capistrano Unified School District
32972 Calle Perfecto
San Juan Capistrano, CA 92675
Attention: Deputy Superintendent
To Lessee: City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Attention: Director of Administrative Services
15.3 Relationship of Parties. Nothing contained herein shall be deemed or construed
by the parties hereto, nor by any third party, as creating the relationship of principal and agent or of
partnership or of joint venture between the parties hereto, it being understood and agreed that neither
the method of computation of rent, nor any other provision contained herein, nor any acts of the
parties herein, shall be deemed to create any relationship between the parties hereto other than the
relationship of Lessor and Lessee.
15.4 Time of Essence. Time is hereby expressly declared to be of the essence of this
Lease and of each and every term, covenant and condition hereof which relates to a date or period
of time.
15.5 Remedies Cumulative. The remedies herein given to Lessor and Lessee shall be
cumulative and are given without impairing any other rights or remedies given Lessor and Lessee by
statute or law now existing or hereafter enacted, and the exercise of any one(1)remedy by Lessor
or Lessee shall not exclude the exercise of any other remedy.
15.6 Effect of Invalidity. If any term or provision of this Lease or the application thereof
to any person or circumstances shall, to any extent, be invalid or unenforceable, the remainder of this
Lease, or the application of its terms and provisions to persons and circumstances other than those
to which it has been held invalid or unenforceable shall not be affected thereby, and each term and
provision of this Lease shall be valid and enforceable to the fullest extent permitted by law. No
acquisition by Lessor of all or any of the interest of Lessee in or to the Premises, and no acquisition
by Lessee of all or any interest of Lessor in or to the Premises shall constitute or work a merger of
the respective interest, unless expressly provided for.
0Awpwin60\wpdocs1cv�.y- -9- 05/28/97
15.7 Successors and Assigns. This Lease and the covenants and conditions contained
herein shall be binding upon and inure to the benefit of and shall apply to the successors and assigns
of Lessor and to the permitted successors and assigns of Lessee, and all references in this Lease to
"Lessee" or"Lessor" shall be deemed to refer to and include a permitted successors and assigns of
such party.
15.8 Entire Agreement. This Lease and the Second Amended and Restated Agreement for
Cooperation, dated May 19, 1997, and the exhibits incorporated herein, contain the entire agreement
of Lessor and Lessee with respect to the matters covered hereby, and no other agreement, statement
or promise made by either Lessor or Lessee which is not contained herein, shall be valid or binding.
No prior agreement,understanding or representation pertaining to any such matter shall be effective
for any purpose. No provision of this Lease may be amended or added to except by an agreement
in writing signed by Lessor and Lessee.
15.9 Warrant of Authority. Each individual executing this Lease on behalf of the entity
such individual purports to represent represents and warrants that he or she is duly authorized to
execute and deliver this Lease on behalf of said entity and that this Lease is binding upon same in
accordance with its terms.
15.10 Controlling Law. This Lease shall be governed by and construed in accordance with
the laws of the State of California.
15.11 Specific Performance. Nothing contained in this Lease shall be construed as or shall
have the effect of abridging the right of either Lessor or Lessee to obtain specific performance of any
and all of the covenants or obligations of the other party under this Lease.
15.12 Survival of Indemnities and Warranties. The obligations of the indemnifying party
under each and every indemnification and hold harmless provision contained in this Lease shall
survive the expiration or earlier termination of this Lease to and until the last to occur of(a) the last
date permitted by law for the bringing of any claim or action with respect to which indemnification
may be claimed by the indemnified party against the indemnifying party under such provision or(b)
the date on which any claim or action for which indemnification may be claimed under such provision
is fully and finally resolved,and,if applicable, any compromise thereof or judgment or award thereon
is paid in full by the indemnifying party and the indemnified party is reimbursed by the indemnifying
part for any amounts paid by the identified party in compromise thereof or upon judgment or award
thereon and in defense of such action or claim, including reasonable attorneys' fees incurred. The
representations, warranties, and covenants of the parties contained herein shall survive the termination
of this Lease without regard to any investigation made by the parties.
c:\wp-r,60\wpdo-\a�.y- -10- 05/2"7
IN WITNESS WHEREOF, the parties hereto have executed this Lease as of the day and
year first above written.
LESSOR:
CAPISTRANO UNIFIED SCHOOL DISTRICT,
a agency
Dated: B � _
ATTEST: es
I A. Fleming, Superintendent
District Secretary
APPROVED AS TO FORM:
�
Dougl N. Ye an
for Parker, Covert& Chidester
Special District Counsel
LESSEE:
CITY A;J_UT N CAPISTRANO
Dated: B/� Gorge cgh, City Manager
6)k4
Cheryl John C y Clerk
APPROVED AS TO FORM:
John 14. Shaw, City Attorney
c:�wpwin60�wpdo®�adasdem4.Yeo -1 1- 05128M
� t
EXHIBIT "A" (Page 1 of 2)
Legal Description: Parcel A
That portion of Parcel 1,Parcel Map No. 80-853 in the city of San Juan Capistrano,county of Orange,state
of California,as per map recorded in book 154,pages 33 and 34 of Parcel Maps in the office of the County
Recorder described as follows:
Begm nmg at the centerline intersection of Cam w Capistrano and La Zanja Street;thence N 81deg.36'08"E
along the centerline of La Zanja Stree 30.49'to the most westerly corner of said Parcel Map and the TRUE
POINT OF BEGINNING;thence along the centerline of La Zarga Stmt N 81deg36'08"E 235.68';thence
laving said centerline S 23deg.13'26"E 376.27';thence S 70deg42'28"W 234.08'to the westerly line of
said Pared Map No. 80-853;thence along the westerly line of said Parcel Map N22deg.47'08"W 385.53'to
a an angle paint in said westerly line;thence along said westerly line N1P4eg.44'56"W 35.12'to the TRUE
POINT OF BEGINNING.
See Exbd)k A
LAND
BRUCE G. HALL
N&4743
7
EXHIBIT "A" (Page 2 o�
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EXHIBIT A
REAL PROPERTY PARTITION AGREEMENT
THIS REAL PROPERTY PARTITION AGREEMENT (this "Agreement") is entered
into this ISt day of 1997, by and between the SAN JUAN
CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a public body corporate
and politic (the "Agency"), and the CITY OF SAN JUAN CAPISTRANO, a municipal
corporation(the "City").
RECITAL
The following recitals are a substantive part of this Agreement.
A. On or about March 5, 1991, Agency purchased from Kinoshita Properties
("Kinoshita") an approximately 56.45 acre parcel of real property (the "Site") located in the City
of San Juan Capistrano and more particularly described in the Site Plan attached hereto as
Attachment No. 1 and incorporated herein.
B. Concurrent with the Agency's purchase of the Site from Kinoshita, Agency and
City entered into an Agreement for Sale of Property which provided, among other things, for the
purchase by City from Agency of a four-fifths (4/5) undivided interest in the Site. Agency and
City currently hold title to the Site as tenants-in-common, with Agency owning a one-fifth (1/5)
undivided interest and City owning a four-fifths (4/5)undivided interest.
C. As envisioned by Agency and City at the time they entered into the Agreement for
Sale of Property, Agency now desires to sell an approximately seven(7) acre portion of the Site
to the Capistrano Unified School District (the "School District") for development and use as an
elementary school.
D. In order to effectuate the sale of a portion of the Site by the Agency to the School
District, Agency and City now desire to partition their undivided interests in the Site as follows:
(i) Agency desires to convey to the City its one-fifth(1/5)undivided interest in that approximately
forty-nine and twenty-one hundredths (49.21) acre portion of the Site (the "City Parcel"); (ii)
City desires to convey to Agency its four-fifths (4/5)undivided interests in that approximately
seven and twenty-four hundredths (7.24) acre portion of the Site (the "Agency Parcel").
NOW, THEREFORE, Agency and City hereby agree as follows:
I. Partition of the Site. (i) Agency shall convey to the City Agency's one-fifth(1/5)
undivided interest in that approximately forty-nine and twenty-one hundredths (49.21) acre
portion of the Site (the "City Parcel") more particularly described in the City parcel Legal
Description attached hereto as Attachment No. 2 and incorporated herein, and (ii) City shall
simultaneously convey to Agency its four-fifths (4/5)undivided interest in that approximately
seven and twenty-four hundredths (7.24) acre portion of the Site (the "Agency Parcel") more
particularly described in the Agency Parcel Legal Description attached hereto as Attachment No.
3 and incorporated herein.
c:\wpwin60\wpdoc Wusd\paRitio.agr -1- 04/10/97
2. Recordation of Grant Deeds. Agency and City shall effectuate the above-
described partition of the Site through the simultaneous recordation with the Recorder of Orange
County, California appropriate grant deeds.
3. Parcel Values. The parties have obtained and examined an appraisal of the Site
and hereby agree, on the basis of such appraisal and of further investigation by each party, that the
value of the City Parcel is equivalent to four-fifths (4/5) of the total value of the Site and the value
of the Agency Parcel is equivalent to one-fifth (1/5) of the total value of the Site.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
date first above written.
CITY:
CITY OF SAN JUAN CAPISTRANO, a
California munici al torpor ion
By. / / ,
David M. S erdlin, Mayor
ATTEST:
By:
Cheryl Joh o , City Clerk
APPROVED AS TO FORM:
By:
John R. Shaw, City Attorney
AGENCY:
SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY, a public body
corporate and politic
By:
Wyatt�j�artm
, Chairan
ATTEST: vv
Cheryl JohnsA, A ncy Secretary
APPROVED AS TO FORM:
John R. Shaw, Agency Counsel
c:\wpwin60\wpdocs\casd\partitio.agr -2- 04/10/97
POR SEC. // d POR. S.//2, SEC. /2, F. B S., R. B W. i 121 - 19
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PARCEL NUMBERS BOOK 121 PAGE 19
SHOWN iN CIRCLES COUNTY OF ORANGE
'8T
•ATTACHMENT "1" (Page 2 o*
EXHIBIT "A"
DESCRIPTION OF PROPERTY
The East 60 acres of all that portion of the
hereinafter described land lying Easterly of the
center line of McKinley Avenue, as described in the
Deed recorded February 17th, 1897 in Book 29, Page 389
of Deeds.
Beginning at a stake at the Southeast corner of the
Northeast quarter of Section 11, Township 8 South,
Range 8 West, San Bernardino Base and Meridian; thence
North 69 1/2 deg. West 37. 52 chains to a fence corner;
thence South 20 1/2 deg. West 35.26 chains; thence
East 38.97 chains to a pipe; thence South 9 links to a
pipe in the center of the West end of a lane; thence
East 1/2 deg. South 28. 53 chains to a stake in the
center of said lane; thence North 20. 82 chains; thence
West 20 chains to the point of beginning.
Excepting therefrom that portion included within the
land described in the Deed to the City of San Juan
Capistrano recorded February 17, 1976 in Book 11648,
Page 1825 of Official Records.
And excepting therefrom any crops growing on the land
at the date of recordation of the Deed of the San Juan
Capistrano Community Redevelopment Agency.
03/04/91
9388x/2299/37
ATTACHMENT NO. 2
CITY PARCEL LEGAL DESCRIPTION (49.21 ACRES)
c:\wpwin60\wpdocsbusd\pa`tiGo.agr -4- 04/10197
Legal Description: PARCEL I
The easterly 60 acres of Parcel"L"per a map recorded in book 2,page 38 of surveys in the county
recorders office of Orange County,California as shown on Record of Survey No. 97-1020, in the
city of San Juan Capistrano, County of Orange, State of California,except the following described
parcel:
PARCEL A.
Beginning at a 1"iron pipe at the most northwesterly comer of said easterly 60 acres;thence
S69deg.14'53"E 629.88' along the northerly line of said Parcel"L"to a 2"iron pipe at an angle
point in said northerly line;thence S89deg.19'49"E 194.11' along said northerly line;thence
leaving said line S Odeg.40'11"W 9.25'to the beginning of a non tangent curve concave to the
southeast having a radius of 264.75',to which point a radial line bears N Odeg.40'11"E;thence
southwesterly along said curve through a central angle of 71deg.03'30"an are distance of 328.34';
thence on a tangent line S 19deg.36'41"W 104.91'to the beginning of a tangent curve concave to
the northwest having a radius of 235.25';thence southwesterly along said curve through a central
angle of 70deg.20'17"an arc distance of 288.80'to the beginning of a reverse curve concave to the
southeast having a radius of 264.75';thence southwesterly along said reverse curve through a
central angle of 90deg.00'00"an arc distance of 415.87'to a radial line of said curve which bears
S89deg.56'58'W;thence on the prolongation of said radial 8.59'to the westerly line of the easterly
60 acres of said Parcel "L";thence N Odeg.03'02"W 930.68'along the westerly line of said
easterly 60 acres to the point of beginning. Containing 7.25 acres more or less.
Also excepting that portion as conveyed to the City of San Juan Capistrano as per deed recorded in
Book 11648, Pages 1825 to 1829, of Official Records, County of Orange, Califomia described as
follows: PARCEL B.
Beginning at the intersection of the westerly right of way line of Alipaz Street, 40.00 feet in width,
as described in an Easement Deed to the County of Orange, recorded February 15, 1949 in Book
1801,Page 445 of Official Records of said Orange County,with the northerly right of way line of
Camino Del Avion, 40.00 feet in width,as described in an Easement Deed to the County of
Orange, recorded September 28,1948 in Book 1704, Page 471 of Official Records of said Orange
County;thence N 88deg.01'05'W 64.03' along said northerly right of way line to a point on a non-
tangent curve concave westerly and having a radius of 1210.00', a radial line to said point bears
S65deg.46'36"E;thence northerly along said curve through a central angle of 8deg.57'23"an arc
distance of 189.15'to a point on the said westerly right of way line of Alipaz Street,a radial line
to said point bears S74deg.43'59"E;thence S OdegO3'02"E 180.06' along said westerly right of
way line to the point of beginning. Containing 0.12 acres more or less.
See Exhibit"1"attached hereto.
Prepared by:
LAND SU9y Golden Triangle Land Surveying Inc.
BRUCE GHALL 811 Hitching Post Rd.
. ��
Vista, Califomia 92083
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Jul No. 4743
Bruce G. Hall
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ATTACHMENT 3
AGENCY PARCEL LEGAL DESCRIPTION (7.24 ACRES)
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April 4,1997 10:44 Atli From: Bra call Fax M 714-840-4380 Pays 2
Legal Description:Parcel A
That portion of the easterly 60 acres of Pawl"L"per a map recorded in book 2,page 38 of surveys in the
county recorders office of Orange County,California as shown on Record of Survey No. 97-1020, in the city
of San Juan Capistrano,County of orange,State of California,described as follows:
Beginning at a I"iron pipe at the most northwesterly comer of said easterly 60 acres;thence S 69deg.14' 53"
E 629.88'along the northerly line of said Parcel"L"to a 2"iron pipe at an angle point in said northerly line:
thence S 89deg.19'49"E 194.11' along said northerly line;thence leaving said line S Odeg. 40'l 1"W 9.25'to
the beginning of a non tangent crave concave to the southeast having a radius of 264.75',to which point a
radial litre bears N Odeg.40'11"E;thence southwesterly along said curve through a central angle of
71deg.03'30"an arc distance of 328.34';thence on a tangent line S 19deg.36'41"W 104.91'to the beginning
of a tangent curve concave to the northwest having a radius of 235.25';thence southwesterly along said cave
through a central angle of 70deg.20'1 T'an arc distance of 288.80'to the beginning of a reverse curve concave
to the soudicest having a radius of 264.75';thence southwesterly along said reverse save through a central
angle of 90deg00'00"an arc distance of 415.87'to a radial line of said curve which bears N 89deg.56'58"E;
thence on the prolongation of said radial 8.58' to the westerly line of the easterly 60 acres of said Parcel"L";
thence N Odeg.03'02"W 930.68' along the westerly line of said easterly 60 acres to the point of beginning.
Containing 7.24 acres more or less.
S-e Exhibit"A"attached hereto.
Attachment "1" (Page 2 of 3)
W X69 N Cy L A/E iYL L
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I (/019'56 5B E(PAa) No.4743
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I
GENERAL PROVISIONS
1. DEPOSIT OF FUNDS & DISBURSEMENTS
Escrow Holder shall deposit all funds received in this escrow in any financial institution insured by a federal agency of the United
States Government, including financial institutions affiliated with Escrow Holder's company, in one or more general escrow demand
accounts. Unless Escrow Holder is handed a W-9 form and specific investment instructions from the Buyer and Seller, all funds
delivered to Escrow Holder pursuant to these instructions will be deposited in a non-interest bearing fiduciary account. All
disbursements shall be made by Escrow Holder's check unless otherwise instructed in writing. Escrow Holder is authorized not to
close escrow or disburse until collected funds have been confirmed in escrow.
2. GOOD FUNDS LAW
The parties understand that ALL funds to close escrow and/or to be released early must be deposited into escrow prior to the date of
closing or early release to allow sufficient time for clearance of the funds prior to disbursement. In the event such funds are not in
the form of a cashier's, certified or teller check drawn on a financial institution, sufficient time must be allowed for clearance to
comply with any "good funds" law which is in effect. (For escrows conducted in California, the "good funds" law is Section
12413.1 of the California Insurance Code.) Funds may be wired directly into First American's depository bank account to avoid
waiting for clearance.
J. PROBATIONS AND ADJUSTMENTS
The expression "close of escrow" used in this escrow means the date on which documents referred to herein are recorded and
relates only to prorations and/or adjustments unless otherwise specified.
All proration and/or adjustments are to be made on the basis of a 30-day month unless otherwise instructed in writing.
4. RECORDATION OF DOCUMENTS
Escrow Holder is authorized to record any documents delivered through this escrow, the recording of which is necessary or proper
in the issuance of the requested policy of title insurance.
5. AUTHORIZATION TO FURNISH COPIES
Escrow Holder is to furnish a copy of these instructions, amendments thereto, closing statements and/or any other documents
deposited in this escrow to the lender(s), the real estate broker(s), the attorney(s) and/or the accountant(s) involved in this
transaction upon request of the lenders, brokers, attorneys, or accountants.
6. PERSONAL PROPERTY TAXES
No examination, UCC Search or insurance as to personal property and/or the amount or payment of personal property taxes is
required unless otherwise instructed in writing.
7. RIGHT OF CANCELLATION
Any party instructing Escrow Holder to cancel this escrow shalt file notice of cancellation in Escrow Holder's office, in writing.
Within a reasonable time, Escrow Holder shall mail, by certified and regular mail, one copy of the notice to each of the other
parties at the addresses stated in this escrow. Unless a written objection to cancellation is filed in Escrow Holder's office by a party
within ten (10) days after date of mailing, Escrow Holder is authorized at its option to comply with the notice and demand payment
of Escrow Holder's cancellation charges as provided in these General Provisions. If a written objection is filed, Escrow Holder is
authorized at Escrow Holder's option to hold all the money and documents contained in this escrow and take no further action until
otherwise directed, either by the parties' mutual written instructions, or final order of a court of competent jurisdiction.
8. ACTION IN INTERPLEADER
The parties hereto expressly agree that Escrow Holder has the absolute right at Escrow Holder's election to file an action in
interpleader requiring the parties to answer and litigate their several claims and rights between themselves and Escrow Holder is
authorized to deposit all documents and funds held in this escrow with the clerk of the court. In the event such an action is filed,
the parties jointly and severally agree to pay Escrow Holder's cancellation charges and costs, expenses and reasonable attorney's
fees which Escrow Holder is required to expend or incur in the interpleader action, the amount thereof to be fixed and judgment
therefore to be rendered by the court. Upon the filing of the action, Escrow Holder shall thereupon be fully released and discharged
from all obligations to further perform any duties or obligations otherwise imposed by the terms of this escrow.
9. TERMINATION OF AGENCY OBLIGATIONS
If there is no action taken on this escrow within six (6) months after the "time limit date" as set forth in the escrow instructions or
written extension thereof, Escrow Holder's agency obligation shall terminate at Escrow Holder's option and all documents, monies
or other items held by Escrow Holder shall be returned to the parties depositing the same.
In the event of termination of this escrow, whether at the request of any of the parties or otherwise, all fees and charges due in
connection with this escrow including expenditures incurred and/or authorized shall be paid by the parties hereto.
EXHIBIT "B" GP (Rev. 2/97) Page 1 of 3
Page 1 of 3
10. CONFLICTING INSTRUCTIONS 0 9
Should Escrow Holder before or after close of escrow receive or become aware of any conflicting demands or claims with respect to
this escrow or the rights of any of the parties hereto, or any money or property deposited herein or affected hereby, Escrow Holder
shall have the right to discontinue any or all further acts on Escrow Holder's part until the conflict is resolved to Escrow Holder's
satisfaction, and Escrow Holder shall have the further right to commence or defend any action or proceedings for the determination
of the conflict as provided in the "Right of Cancellation" and "Action in Interpleader" paragraphs of these General Provisions.
11. USURY
Escrow Holder is not to be concerned with any question of usury in any loans or encumbrances involved in the processing of this
escrow and Escrow Holder is hereby released of any responsibility and/or liability therefor.
12. INDEMNITY FOR ATTORNEYS FEES AND COSTS
In the event suit is brought by any party to this escrow, including the Escrow Holder or any other party, against each other, or
others, including the Escrow Holder, claiming any right they may have against each other or against the Escrow Holder, then in that
event, with the exception of gross negligence by the Escrow Holder, the parties hereto agree to indemnify and hold the Escrow
Holder harmless against any attorney's fees and costs incurred by it.
13. AMENDMENTS TO ESCROW INSTRUCTIONS
Any amendment or supplement to these escrow instructions must be in writing. These escrow instructions and any written
amendments, supplements or exhibits attached thereto constitute the entire escrow agreement among the Escrow Holder and the
parties hereto with respect to the subject matter hereof and supersedes all prior understandings, with respect thereto.
14. PROPERTY TAXES SUBSEQUENT TO CLOSE OF ESCROW
Buyer and Seller herein acknowledge that there may be supplemental and/or additional taxes which may be assessed by reason of a
change in ownership or completion of construction. This will be reflected in the policy of title insurance issued at the close of
escrow. Escrow Holder shall not be concerned with any adjustment(s) of supplemental taxes between the parties for bills received
by the parties after the close of escrow. In the event Seller has received Supplemental Tax Bills(s) prior to close of escrow, Seller
will provide them to Escrow Holder with an explanation of time periods covered by the tax bill(s) for proration purposes. (In
California the applicable provisions are found in California Revenue and Taxation Code Sections 75 and following.)
In the event Buyer or Seller has applied, or applies for a reduced assessment, and a refund of taxes is received by First American
Title Insurance Company as Agent, Escrow Holder is to retain the funds in one or more of Escrow Holder's general escrow demand
accounts until Escrow Holder has received mutual written instructions from the parties directing Escrow Holder as to the property
disposition of the tax refund.
15. CHANGE OF OWNERSHIP FORMS
Buyer will furnish Escrow Holder with a completed Preliminary Change of Ownership Report which Escrow Holder is instructed to
submit at time of recordation pursuant to Section 480.3 of the California Revenue and Taxation Code. In the event this escrow is
otherwise ready to close and Buyer has not provided the above report, Escrow Holder is instructed to close this escrow and collect
from Buyer for the County Recorder any additional fee required for recordation when a Preliminary Change of Ownership Report
does not accompany the documents being recorded. Buyer is aware that if the above report is not submitted at time of recordation
as required, a Change of Ownership Statement must be filed by the Buyer directly with the County Assessor not later than 45 days
after recordation and failure to do so will result in additional penalties. Buyer acknowledges that Escrow Holder shall have no
responsibility and/or liability for the County Recorder's acceptance or rejection of the Preliminary Change of Ownership Report.
For escrows involving property in states other than California parties will provide Escrow Holder with applicable documents as may
be required by the county recorder or taxing authority to close this transaction.
16. INSURANCE POLICIES OTHER THAN TITLE INSURANCE
When dealing with real property and/or improvements located thereon it is advisable to obtain fire, hazard or liability insurance
coverage. In all acts in this escrow relating to insurance, including adjustments, if any, Escrow Holder may assume that each policy
is in force and that the necessary premium has been paid. Escrow Holder shall not be responsible for obtaining fire, hazard or
liability insurance, unless Escrow Holder has received written instruction prior to close of escrow from the parties or their
respective lenders.
17. FACSIMILE INSTRUCTIONS
In the event the parties utilize "facsimile" transmitted signed documents, Buyer and Seller hereby agree to accept and instruct the
Escrow Holder to rely upon such documents as if they had original signatures. Buyer and Seller hereby acknowledge and agree to
provide to Escrow Holder, within seventy-two (72) hours of transmission, such documents bearing the original signatures. Buyer
and Seller further acknowledge and agree that documents necessary for recording with other than original signatures (i.e.,
facsimiles) will not be accepted for recording by the County Recorder thereby delaying the close of escrow.
18. EXECUTE IN COUNTERPART
These escrow instructions and any subsequent amendments may be executed in one or more counterparts, each of which
independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same
instruction.
EXHIBIT "B"
Page 2 of 3 GP (Rev. 2/97) Page 2 of 3
IF THE TRANSACTION WHICH IS TIOUBJECT OF THIS ESCROW IS A SALE,& PARTIES TO THIS
TRANSACTION MAY HAVE CERTAIN TAX REPORTING AND WITHHOLDING OBLIGATIONS PURSUANT TO STATE
LAW OR FEDERAL LAW REFERRED TO IN GENERAL PROVISIONS 19-21 BELOW.
19. REPORTING TO THE INTERNAL REVENUE SERVICE
The Tax Reform Act of 1986 provides that Escrow Holder must report certain information regarding certain real estate transactions
to the Internal Revenue Service. This information includes, among other things, the Seller's social security number and/or tax
identification number and forwarding address, and the gross sales price of the transaction. This is not a requirement generated by
Escrow Holder, but rather a means of complying with the tax law. This information must be provided to First American Title
Insurance Company upon the opening of escrow and neither can escrow be closed, nor can a deed or any other documents be
recorded until the information is provided and the Seller certifies the accuracy of the information in writing. By execution of these
escrow instructions, the parties acknowledge receipt of this notice.
20. TAX REPORTING AND WITHHOLDING OBLIGATIONS OF THE PARTIES
CALIFORNIA LAW: In accordance with Sections 18662 and 18668 of the California Revenue and Taxation Code, a Buyer may be
required to withhold an amount equal to three and one-third (3-1/3) percent of the sales price, in the case of a disposition of
California real property interest by either: (t) A Seller who is an individual with a last known street address outside of California or
when the disbursement instructions authorize the proceeds to be sent to a financial intermediary of the Seller; OR (2) A corporate
Seller which has no permanent place of business in California. For failure to withhold, the Buyer may become subject to a penalty
in an amount equal to the greater of ten(10) percent of the amount required to be withheld or five hundred dollars ($500). However,
notwithstanding any other provision included in the California statutes referenced herein, no Buyer will be required to withhold any
amount or be subject to penalty for failure to withhold if: (a) The sales price of the California real property conveyed does not
exceed one hundred thousand dollars ($100,000); OR (b) The Seller executes a written certificate, under the penalty of perjury,
certifying that the Seller is a resident of California, or if a corporation, has a permanent place of business in California; OR (c) The
Seller, who is an individual, executes a written certificate, under the penalty of perjury, that the California real property being
conveyed is the Seller's principal residence (as defined in Section 1034 of the Internal Revenue Code). The Seller is subject to
penalty for knowingly filing a fraudulent certificate for the purpose of avoiding the withholding requirement. The California statutes
referenced herein include provisions which authorize the Franchise Tax Board to grant reduced withholding and waivers from
withholding on a case-by-case basis.
The Seller may request a reduction in withholding or waiver and the Buyer and Seller may obtain additional information by
contacting the Franchise Tax Board, Withhold at Source Unit, P.O. Box 651, Sacramento, CA 95812-0651 (916/8454900).
LAW OF STATES OTHER THAN CALIFORNIA
If the parties are required to withhold by the law of a state other than California, the parties understand that the withholding
obligation is the exclusive obligation of the parties to this transaction and that Escrow Holder is not obligated to withhold or notify
the parties of any withholding obligation they may have.
FEDERAL LAW: Internal Revenue Code Section 1445 places special requirements for tax reporting and withholding on the parties
to a real estate transaction where the Seller (Transferor) is a non-resident alien, a non-domestic corporation or partnership, a
domestic corporation or partnership controlled by non-residents or non-resident corporations or partnerships.
With respect to California law, the laws of states other than California and federal law referred to above, the parties to this
transaction should seek an attorney's, accountant's, or other tax specialist's opinion concerning the effect of these laws on this
transaction. The parties to this transaction should NOT act on or rely on any statements made or omitted by the escrow officer, title
officer, or other closing officer with respect to tax reporting or withholding requirements. By execution of these escrow
instructions, the parties acknowledge receipt of this notice.
21. DISCLOSURE OF TAXPAYER IDENTIFICATION NUMBERS
Internal Revenue Code Section 6109(h) imposes requirements for furnishing, disclosing, and including taxpayer identification
numbers in tax returns on the parties to a residential real estate transaction involving seller-provided financing. The parties
understand that the disclosure reporting requirements are exclusive obligations between the parties to this transaction and that
Escrow Holder is not obligated to transmit the taxpayer identification numbers to the Internal Revenue Service or to the parties.
Escrow Holder is not rendering an opinion concerning the effect of this law on this transaction, and the parties are not acting on any
statements made or omitted by the escrow or closing officer. By execution of these escrow instructions, the parties acknowledge
receipt of this notice.
To facilitate compliance with this law, the parties to this escrow hereby authorize Escrow Holder to release any party's taxpayer
identification numbers to any requesting party who is a party to this transaction. The requesting party shall deliver a written request
to escrow. The parties hereto waive all rights of confidentiality regarding their respective taxpayer identification numbers and agree
to hold Escrow Holder harmless against any fees, costs, or judgments incurred and/or awarded in connection with the release of
taxpayer identification numbers.
PURSUANT TO CIVIL CODE SECTION 1057.7, FIRST AMERICAN TITLE INSURANCE COMPANY
CONDUCTS ESCROW BUSINESS UNDER CERTIFICATE OF AUTHORITY NO. 2787 ISSUED BY THE STATE
OF CALIFORNIA DEPARTMENT OF INSURANCE.
EXHIBIT "B" GP (Rev. 2/97) Page 3 of 3
Page 3 of 3
PROMISSORY NOTE
San Juan Capistrano, California
Date: May 19, 1997
FOR VALUE RECEIVED, the Capistrano Unified School District (hereinafter referred to
as the"District"), of 32972 Calle Perfecto, San Juan Capistrano, California, promises to pay to the
order of the SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a public
body corporate and politic created and existing under the laws of the State of California, its
successors and assigns (hereinafter referred to as the"Agency"), the total sum of Two Million Five
Hundred Thousand Dollars ($2,500,000.00) in annual installments upon the following terms and
conditions:
I. Total Sum.
District shall pay to Agency the total sum of Two Million Five Hundred Thousand Dollars
($2,500,000.00) for the purchase of that certain real property, more particularly described as
"Elementary School 664640007 Parcel" (the "Parcel") located in the City of San Juan Capistrano,
pursuant to the terms of the Second Amended and Restated Agreement for Cooperation between
Agency and District, dated May 19, 1997, (hereinafter the "Agreement").
2. Credit Applied Against Total Purchase Price.
The above-stated purchase price set forth in paragraph 1 shall be subject to a credit from the
Agency in favor of the District. The credit shall be calculated to equal an amount of money using
the same per-acre value established for the Parcel under the terms of the Agreement multiplied by a
factor of two and one half(2 and 1/2).
3. Commencement of First Installment Payment and Treatment of Future Installments.
The first installment payment shall commence upon the eleventh anniversary of the date that
the Agency first makes a tax increment payment to District pursuant to the increment sharing
agreement between the parties, and shall thereafter continue on an annual basis until the total amount
owing under this note is fully paid.
4. Source of Funds to Repay Note.
This note shall be repaid from tax increment funds deriving from the Agency's project area
created under Ordinance No. 488 as described in section 5 of the Agreement. Pursuant to said
Agreement, the Agency shall create and maintain a"School Facilities Fund" from which tax increment
funds shall be utilized to repay the note consistent with the provisions of the Agreement.
5. No Interest.
There shall be no interest owing on the total amount owed by District to Agency.
cAwpwiMo\wpd=\cus&& sda 4.yw 05/29/97
6. Incorporation by Reference.
The terms of the Second Amended and Restated Agreement for Cooperation are hereby
incorporated by reference. On default,the Agency may exercise any of the remedies granted by this
Agreement.
7. Modification of Terms.
Agency may, with or without notice to maker, cause additional parties to be added hereto,
or release any party hereto, or revise, extend, or renew the note, or extend the time for making any
installment provided for herein, or accept any installment in advance, all without affecting the liability
of the District.
8. Attorney's Fees.
If suit is commenced on the note, the prevailing party shall pay attorney's fees and costs to
the other party.
9. Completion of Note.
District hereby acknowledges and agrees to date this note as of the day when the loan is made
and to complete this note in any other particulars according to the terms of the loan.
CAPISTRANO UNIFIED SCHOOL DISTRICT,
a public agency
sy:
J s A. Fleming, Superintendent
APPROVED AS TO FORM:
Douglas N. Ye an
for Parker, Covert& Chidester
Special District Counsel
APPROVED AS TO FORM:
John R Shaw, Agency Counsel
c:lwpwin60\wpdoa4usMc% 4.yw -2- 03/28/97
$9,500,000
SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY NON-NEGOTIABLE NOTE
CERTIFICATE OF CAPISTRANO
UNIFIED SCHOOL DISTRICT
The undersigned, on behalf of the Capistrano Unified School District (the "District"), hereby
certifies the following with respect to the above-captioned note (the "Note").
1. The District is purchasing that certain parcel of land (the 'Parcel')pursuant to and as
described in the Purchase and Sale Agreement and Escrow Instructions, dated as of May 19, 1997,
between the District as purchaser and the San Juan Capistrano Community Redevelopment Agency
(the "Agency") as seller.
2. The District understands that the Parcel was financed by proceeds of the Note; and
3. Absent an opinion of nationally recognized bond counsel acceptable to the Agency that
the exclusion from gross income of interest on the Note will not be adversely affected for federal
income tax purposes, the District will not permit the Parcel to be utilized by a person or entity(other
than a state or local governmental unit) in a trade or business on a basis different from the general
public (e.g., pursuant to a lease, operating or management agreement, or by ownership).
All use restrictions set forth herein with respect to this subject $9.5 million Note shall
automatically terminate upon payment in full of the Note.
The undersigned understands that this certificate will be relied upon by Stradling, Yocca,
Carlson & Rauth, bond counsel, in rendering certain tax advice to the Agency with respect to the
Note.
Dated: May 19, 1997 CAPISTRANO UNIFIED SCHOOL DISTRICT
By:
JaYnes A. Fleming, Superintendent
cAwpwm60\wpdo \cusdkwsdem4.yw 05/28/97
.^--
Or&--r No.
Escrow No. 97(p2_55(nM
Loan Nb.
,a
WHEN RECORDED MAIL TO:
CITY OF SAN JUAN CAPISTRANO
32400 PASEO ADELANTO 149
SAN JUAN CAPISTRANO, CA 92675
ATTN: JOHN SHAW, CITY ATTORNEY
�9 97-L s �
-
C17337ati - E6
DOCUMENTARY TRANSFER TAX$. SPACE ABOVE THIS LINE FOR RECORDER'S USE
...... Computed on the consideration or value of property conveyed;OR
...... Computed on the consideration or value less liens or encumbrances UNDERSIGNED GRANTOR
remaining at time of sale. Signature of Declarant or Agent
determining tax—Firm Name
GRANT DEED rftotflceIsexempt trm01101
tees under GovverrunetR Code f 014.
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, to Tax Due Per ODde II=
CAPISTRANO UNIFIED SCHOOL DISTRICT , FORMERLY KNOWN AS CAPISTRANO UNION HIGH SCHOOL
DISTRICT OF ORANGE COUNTY
hereby GRANT(S) to
CITY OF SAN JUAN CAPISTRANO, A PUBLIC BODY CORPORATE AND POLITIC
the real property in the City of SAN JUAN CAPISTRANO
County of ORANGE State of California, described as
PARCEL 2 OF PARCEL MAP NO. 80-853, AS SHOWN ON A MAP FILED IN BOOK 154, PAGES 33 AND 34
OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF ORANGE COUNTY, CALIFORNIA.
Dated August 29, 1997 CAPISTRANO UNIFIED SCHOOL DISTRICT
STATE OF CALIFORNIA }ss. BY:
COUNTY OF OF ORANGE }
ASSISTANT SUPERINTENDENT
On August 29, 1997 before me, BY:
personally appeared DAVID A. DOOMEY *formerly known as Capistrano Union High
School District of Orange County
personally known to me ( dory
evidence)to be the person(Xwhose name(jdis/are's`ubscribed to the within
instrument and acknowledged to me that he/s161tr) y executed the same gr►et L. Cannon
in his/n*�r authorized capacity(14), and that by hls/hldill�r signa-
tureW on the instrument the person(gor the entity upon behalf of which Comm. ;1006781
the perspnfoacted,executed the instrument. NOTARY PUNIC CAL
ORANOE COUNTY
WITNESSm Iia} 'ando tial eeaI comm,EnOnr Oa.3.fM7 •
Signature
7 (� (This area for official notarial seal)
MAIL TAX STATEMENTS TO- v CN 7
,002 (,94)
The undersigned Grantee accepts title subject to the conditions and covenants hereinabove set forth.
CITY OF SAN JUAN CAPISTRANO, a
Ca ifo nicipal c oration
B
rA TEST: Geo a rbo gh, ity Manager
A TEST:
Cheryl Jo n ity Clerk
APPR 'ED AS TO FORDO:
Jo R. Shaw, ity Attorney
Order No. q� �S- I .
Escrow No. 976255611
Loan No.'
WHEN RECORDED MAIL TO:
CAPISTRANO UNIFIED SCHOOL DIST.
32972 CALLE PERFECTO ; iiryyy
SAN ,YUAN CAPISTRANO, CA 92675
ATTN: DAVID DOOMEY -G=,rrent No. 99 55302fL(p
=4st Arr scar, Title !fls.r,
DOCUMENTARY TRANSFER TAX$..r. NONEX 'YY1 SPADE ABOVE THIS LINE FOR RECORDER'S USE
..........
...... 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 DeUarant or Agent determining tax—Firm Name
G RANT DEED mis ani Is exempt from ffWQ
fee:ur.ear Ovverromm Code j 8103
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, NO Tax DiUe Per code II=
SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, A PUBLIC BODY, CORPORATE AND POLITIC
hereby GRANT(S) to
CAPISTRANO UNIFIED SCHOOL DISTRICT
the real property in the City of SAN JUAN CAPISTRANO
County of ORANGE State of California, described as
LEGAL DESCRIPTION ATTACHED HERETO AND MADE A PART HEREOF BY THIS REFERENCE
Dated October 22, 1997 SAN JUA&CAPISTRAN04COMWKTY
} AGENCY
STATE OF CALIFORNIA }ss. BY: (Qaa
COUNT1?F Orange }
City 0YY Smr�trarr �apistzarro Georgie o gh, Exec Director
On QC,t nh ar 99 1... before me, BY:
Cheryl Johnson, City Clerk
personally appeared - - George Scarborough - -
personally known to me (or proved to me on the basis of satisfactory
evidence)to be the person(s)whose name(s)is/we subscribed to the within
instrument and acknowledged to me that he/sheRhey executed the same
in his/her/their authorized capacity(ies), and that by his/her/their Signa- ,
ture(s)on the instrument the person(s) or the entity upon behalf of which
the person(s) acted, executed the instrument.
WITNESS my h and offici'a�lpse
Signature (,(��
i/ (This area for official notarial sea)
MAIL TAX STATEMENTS TO 1—
1002 (1/94)
•
ALL THAT CERTAIN LAND SITUATED IN THE STATE OF CALIFORNIA.COUNTY OF ORANGE, CITY OF SAN JUAN
CAPISTRANO, DESCRIBED AS FOLLOWS:
THAT PORTION OF PARCEL 1, PARCEL MAP NO. 80-853, AS PER MAP RECORDED IN BOOK 154,
PAGES 33 AND 34 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID ORANGE
COUNTY, DESCRIBED AS FOLLOWS:
BEGINNING AT THE MOST NORTHERLY CORNER OF SAID PARCEL MAP, SAID CORNER BEING ON
THE CENTERLINE OF LA ZANJA STREET, AS SHOWN ON SAID PARCEL MAP; THENCE ALONG THE
NORTHEASTERLY BOUNDARY OF SAID PARCEL MAP SOUTH 220 28' 11" EAST 30.83' TO THF TRuv
POINT OF BEGINNING; THENCE ALONG SAID NORTHEASTERLY BOUNDARY SOUTH 22"//1 t' EAST
594.29'; THENCE LEAVING SAID LINE SOUTH 70° 34' 33" WEST 335.77' TO A POINT ON A LINE
WHICH IS 36.00' MEASURED AT RIGHT ANGLES NORTHEASTERLY FROM THE CENTERLINE OF
CAMINO CAPISTRANO AS SHOWN ON SAID PARCEL MAP; THENCE ALONG SAID LINE NORTH 190
25' 22" WEST 234.15'; THENCE CONTINUING ALONG SAID LINE NORTH 23° 31' 22" WEST 401.69' TO
THE BEGINNING OF A CURVE CONCAVE EASTERLY HAVING A RADIUS OF 15.00'; THENCE
NORTHERLY AND EASTERLY 27.33' THROUGH A CENTRAL ANGLE OF 1040 22' 571, TO A POINT ON
A LINE WHICH IS 30.00' MEASURED AT RIGHT ANGLES SOUTHEASTERLY FROM THE CENTERLINE
OF SAID LA ZANJA STREET; THENCE ALONG SAID LINE NORTH 80° 51' 35" EAST 320.38' TO 1t{E
TRUE POINT OF BEGINNING.
k-/L& Sl loot Dief.r;c-f.
i Excellence in Education
3�x " 32972 Calle Perfecto, San Juan Capistrano, California 92675 Telephone (714) 489-7000/FAX 240-6241
CAPISTRANO
�w.rm.a..ee.oe..wer
County Recorder
County of Orange
BOARD OF
TRUSTEES 630 North Broadway
Santa Ana, California 92701
PETER J.
ESPINOSA,Ed.D.
President Subject: Certificate of Acceptance
CRYSTAL
KOCHENDORFER
Vice President Dear Sir or Madam: -
PAUL B.HASEMAN
Clerk This is to certify that the interest in real property conveyed by the Grant
SHEILA J.BENECKE Deed dated October 22, 1997 from the San Juan Capistrano Community
Member Redevelopment Agency, a Public body, Corporate and Politic, to the
DORSEY BRAUSE,Ph.D. Capistrano Unified School District is hereby accepted by order of the Board
Member
of Education for the Capistrano Unified School District on May 19, 1997,
MM.DRAPER
Memberember and the grantee consents to recordation thereof by its duly authorized
officer.
MILDRED DALEY
PAGELOW, Ph.O.
Member
SUPERINTENDENT Dated: October 23, 1997
JAMES A.FLEMING,D.P.A.
DIVISION OF
ADMINISTRATION
TERRI E.LUNINE,J.D. David A. Doomey
Deputy Superintendent Assistant Superintendent
CARLEEN WING CHANDLER Facilities Planning
Associate Superintendent
Business/Fiscal Services
DA`iiEL J.CRAWFORD
Assistant Superintendent
Operational Services
DAVID DOOMEY
Assistant Superintendent
Fac:hties Planning
WILMA J.HARVEY
Executive Director
Personnel Services
Serwng the Southern Caldornia communities of
Ahs.Vielo•Com he Ca,.-Can,Point-Laguna Niguel•Mission V.a;o•�an.h.Santa Margar m•San Clemente•San Juan C.,putrano
w�a�siw muIli aotwm
Order No. •
n-Ic0556M
C.71`I 1.M �Y17. l I V
Lcan No.
.1
. ... .. .,i..!
A!
WHEN RECORDED MAIL TO:
CAPISTRANO UNIFIED SCHOOL DISTRICT _
32972 CALLE PERFECTO U 1.0/Jrl
SAN JUAN CAPISTRANO, CA 92675
ATTN: TERRI LUNINE Jccument No./q?7 o a
C133-7 05- LB
=4s; American Title Insurance C-
DOCUMENTARY TRANSFER TAX$... ..........QXQ.N1.�.. _..............
SPACE ABOVE THIS LINE FOR RECORDER'S USE
...... Computed on the consideration or value of property conveyed; OR
...... Computed on the consideration or value less liens or encumbrances UNDERSIGNED GRANTOR
remaining at time of sale. Signature of Declarant or Agent determining tax—Firm Name
GRANT DEED This ontm to exempt troth fat-srt9
fees unc'ee Govemimil Code§61C
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, No Tax Due Per code 11822
CITY
SAN JUAN CAPISTRANOCOMMUNITY REDEVELOPMENT AGENCY , A PUBLIC BOD'{ Curtpop ATe Arut POLITIC
hereby GRANT(S) to
CAPISTRANO UNIFIED SCHOOL DISTRICT
the real property in the City of SAN JUAN CAPISTRANO
County of ORANGE State of California, described as
LEGAL DESCRIPTION ATTACHED HERETO AND MADE A PART HEREOF BY THIS REFERENCE.
CITY
Dated September 2, 1997 SAN A4N CAP*TRANO/COMMUNITY REDEVELOPMENT
} AGE 1 A Pu D4 COPPOAATC Alan Pol1t1c
STATE OF CALIFORNIA }ss. fi►�44
COUNTY OF Orange } ge __ OU
&ty of San Juan Capistrano 9 13 49 7 before me, City M nager
Cheryl Johnson, City Clerk
personally appeared
-- George Scarborough --
personally known to me
erriCease)to be the person(a)whose name(et is/arasubscnbed to the within
instrument and acknowledged to me that he/sheitMey executed the same
in his/he"trry authorized capacity(ies), and that by his/heMlieir signa
iure(a) on the instrument the person(seor the entity upon be'nall of wh ch
the person(s) acted, executed the Instrument.
WITNESS m> da and offlaaI I
Signature /Z'dr
;Thi;.yea`)r oH.aal notaca.seal)
MAIL TAX STATEMENTS TO:
1002 I1 9at
Legal Description: Parcel A
That portion of the easterly 60 acres of Parcel"L per a map recorded in book 2. page 38 of surveys in the
county recorders office of Orange County, California, in the city of San Juan Capistrano. County of
Orange, State of California, described as follows:
Beginning at a l" iron pipe at the most northwesterly corner of said easterly 60 acres; thence S 69deg.14'
53" E 629.88' along the northerly line of said Parcel "L" to a 2" iron pipe at an angle point in said
northerly line: thence S 89deg.19'49" E 194.11' along said northerly line',thence leaving said line S Odeg.
40'11" W 9.25' to the beginning of a non tangent curve concave to the southeast having a radius of
264.75', to which point a radial line bears N Odeg.40'11" E; thence southwesterly along said curve
through a central angle of 71deg.03'30"an arc distance of 328.34'; thence on a tangent line S
19deg.36'41" W 104.91' to the beginning of a tangent curve concave to the northwest having a radius of
235.25'; thence southwesterly along said curve through a central angle of 70deg.20'17"an arc distance of
288.80' to the beginning of a reverse curve concave to the southeast having a radius of 264.75'; thence
southwesterly along said reverse curve through a central angle of 90deg.00'00" an arc distance of 415.87'
to a radial line of said curve which bears S89deg.56'58"W;thence on the prolongation of said radial 8.58'
to the westerly line of the easterly 60 acres of said Parcel"L'% thence N Odeg.03'02"W 930.68' along the
westerly line of said easterly 60 acres to the point of beginning.
Containing 7.24 acres more or less.
See Exhibit"A" attached hereto. LAND SUS
V BRUCE G. HALLGF`v /J
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order No.
Escrow No. 9762556M
:? <ECQgnFD ON
WHEN RECORDED MAIL TO:
T 3 ff4q
City of San Juan Capistrano
Attn City Clerk Ju wnent No.��SS3a_/
32400 Paseo Adelanto wit Amencar, Title Insurance Co.
San Juan Capistrano, CA 92675
Q73 3705 -LQ
DOCUMENTARY TRANSFER TAX$ E.Xf V r 1 f "� SPACE ABOVE THIS LINE FOR RECORDER'S USE
.....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
QUITCLAIM DEED 'I1fsoffice Isexempt tmmf9fng
fees under Government Code f 6103.
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, No Tax Due Pef CKb 11@n
CITY OF SAN JUAN CAPISTRANO, A PUBLIC BODY, CORPORATE AND POLITIC,
does hereby REMISE, RELEASE AND FOREVER QUITCLAIM to
SAN JUAN CAPISTRANO CITY COMMUNITY REDEVELOPMENT AGENCY, A PUBLIC BODY CORPORATE AND
POLITIC
the real property in the City of San Juan Capistrano, County of Orange, State of California, described as
/^�
LEGAL DQESSCRIPTION ATTACHED HERETO AND MADE A PART HEREOF
Dated A IQ,
CITY OF SAN JUAN CAPISTRANO, A
PUBLIC BODY, CORPORATE AND POLITIC
By: David Nl' Swerdlin, Mayor
MAIL TAX STATEMENTS AS DIRECTED TO:
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 before me, Cheryl Johnson
City Clerk, personally appeared - - - - David M. Swerdlin - - -
personally known to me to be the person whose name is
subscribed to the within instrument and acknowledged to me
that he executed the same in his authorized capacity, and that
by his signature on the instrument the person, or the entity
upon behalf of which the person acted, executed the
instrument.
(SEAL)
WITNESS my hand and official seal.
City Clerk _.
OPTIONAL
Capacity Claimed by Signer Description of Attached Document
Municipal Corporate Officer
Quitclaim Deed - Sports Park Open Space
Mayor Parcel to Agency
Title Title or Type of Document
Signer is Representing Three
City of San Juan Capistrano Number of Pages
Aar-( I l51 1991
' Date of Document
None
Signer(s)Other Than Named Above
CITY OF SAN JUAN CAPISTRANO
Office of the City Clerk
32400 Paseo Adelanto
San Juan Capistrano, California 92675
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss.
CITY OF SAN JUAN CAPISTRANO )
I, CHERYL JOHNSON, City Clerk of the City of San Juan Capistrano,
California, DO HEREBY CERTIFY that the attached instrument was duly approved by the
City Council of the City of San Juan Capistrano at a Regular Meeting held on April 15,
1997.
(SEAL)
Cheryl Johns,o , City Clerk
San Juan Capistrano, California
DATED: This 27th day of May, 1997
Legal Description: Parcel A
That portion of the easterly 60 acres of Parcel"L"per a map recorded in book 2,page 38 of surveys in the
county recorders office of Orange County, California,in the city of San Juan Capistrano, County of
Orange, State of California, described as follows:
Beginning at a 1"iron pipe at the most northwesterly corner of said easterly 60 acres; thence S 69deg.14'
53"E 629.88' along the northerly line of said Parcel"L"to a 2" iron pipe at an angle point in said
northerly line: thence S 89deg.19'49"E 194.11'along said northerly line;thence leaving said line S Odeg.
40'11" W 9.25' to the beginning of a non tangent curve concave to the southeast having a radius of
264.75', to which point a radial line bears N Odeg.40'11"E;thence southwesterly along said curve
through a central angle of 71deg.03'30"an arc distance of 328.34';thence on a tangent tine S
19deg.36'41" W 104.91' to the beginning of a tangent curve concave to the northwest having a radius of
235.25';thence southwesterly along said curve through a central angle of 70deg.20'1 T'an arc distance of
288.80' to the beginning of a reverse curve concave to the southeast having a radius of 264.75';thence
southwesterly along said reverse curve through a central angle of 90deg.00'00"an arc distance of 415.87'
to a radial line of said curve which bears S89deg.56'58"W;thence on the prolongation of said radial 8.58'
to the westerly line of the easterly 60 acres of said Parcel"L"; thence N Odeg.03'02"W 930.68' along the
westerly line of said easterly 60 acres to the point of beginning.
Containing 7.24 acres more or less.
See Exhibit"A"attached hereto. O to ND SU
BRUCE G. HAL�G`��o�
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Order No.
Escrow No. 9762556M
NA I
r
u
WHEN RECORDED MAIL TO:
City of San Juan Capistrano y7
AttnCity Clerk
3240 M9�06S3o2,,t$
32400 Paseo Adelanto
San Juan Capistrano, CA 92675 insurance Co.
9'73370C -
DOCUMENTARY TRANSFER TAX$ Q.Xe m p+- SPACE ABOVE THIS LINE FOR RECORDER'S USE
.....Computed on rhe 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
QUITCLAIM DEED Vito, mirex "tomMV
tees under Oovemmerd Code 1810&
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, No Tal(Due Per Code I ISM
SAN JUAN CAPISTRANO CITY COMMUNITY REDEVELOPMENT AGENCY, A PUBLIC BODY CORPORATE AND
POLITIC
does hereby REMISE, RELEASE AND FOREVER QUITCLAIM to
CITY OF SAN JUAN CAPISTRANO, A PUBLIC BODY, CORPORATE AND POLITIC,
the real property in the City of San Juan Capistrano, County of Orange, State of California, described as
/�
LEGAL DESCRIPTION ATTACHED HERETO AND MADE A PART HEREOF
Dated AO r r i t 5 / u
SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY, A PUBLIC BODY,
CORPORATE AND POLITIC
By: Wya art, Chairman
MAIL TAX STATEMENTS AS DIRECTED TO:
CITY OF SAN JUAN CAPISTRANO
COMMUNITY REDEVELOPMENT AGENCY
Office of the Agency Secretary
32400 Paseo Adelanto
San Juan Capistrano, California 92675
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss.
CITY OF SAN JUAN CAPISTRANO )
I, CHERYL JOHNSON, Secretary of the San Juan Capistrano Community
Redevelopment Agency, San Juan Capistrano, California, DO HEREBY CERTIFY that the
attached instrument was duly approved by the Board of Directors of the San Juan
Capistrano Community Redevelopment Agency at a Regular Meeting held on April 15,
1997.
(SEAL)
�l
Cheryl Joh on, gecretary
Community Redevelopment Agency
San Juan Capistrano, California
DATED: This 27th day of May, 1997
PUBLIC AGENCY FORM OF ACKNOWLEDGEMENT
State of California )
County of Orange ) ss.
City of San Juan Capistrano )
(Gov't IC,ode 40814 & Civil Cnode 118 1)
On /'{u Alq X 99/ before me, Cheryl Johnson
City Clerk, personally appeared Wyatt Hart - - -
persmally known to me to be the person whose name is
subscribed to the within instrument and acknowledged to me
that he executed the same in his authorized capacity, and that
by his signature on the instrument the person, or the entity
upon behalf of which the person acted, executed the
instrument.
(SEAL)
WITNESS my hand and official seal.
City Clerk
OPTIONAL
Capacity Claimed by Signer Description of Attached Document
Municipal Corporate Officer
Quitclaim Deed - Sports Park Open Space
Chairman Parcel to City
Title Title or Type of Document
Signer is Representing Four
San Juan Capistrano Community Number of Pages
Redevelopment Agency 14o2rd 1 -5, /99�?
Date of Document
None
Signer(s)Other Than Named Above
w
Legal Description: PARCEL 1
The easterly 60 acres of Parcel "L"per a map recorded in book 2,page 38 of surveys in the county
recorders office of Orange County, California, in the city of San Juan Capistrano, County of
Orange, State of California, except the following described parcel:
Beginning at a 1"iron pipe at the most northwesterly comer of said easterly 60 acres;thence
S69deg.14'53"E 629.88' along the northerly line of said Parcel "L"to a 2"iron pipe at an angle
point in said northerly line;thence S89deg.19'49"E 194.11' along said northerly line;thence
leaving said line S Odeg.40'11"W 9.25'to the beginning of a non tangent curve concave to the
southeast having a radius of 264.75',to which point a radial line bears N Odeg.40'11"E;thence
southwesterly along said curve through a central angle of 71deg.03'30"an arc distance of 328.34';
thence on a tangent line S 19deg.36'41"W 104.91'to the beginning of a tangent curve concave to
the northwest having a radius of 235.25';thence southwesterly along said curve through a central
angle of 70deg.20'17"an arc distance of 288.80'to the beginning of a reverse curve concave to the
southeast having a radius of 264.75';thence southwesterly along said reverse curve through a
central angle of 90deg.00'00"an arc distance of 415.87'to a radial line of said curve which bears
S89deg.56'58"W;thence on the prolongation of said radial 8.58'to the westerly line of the easterly
60 acres of said Parcel "L';thence N Odeg.03'02'W 930.68' along the westerly line of said
easterly 60 acres to the point of beginning. Containing 7.25 acres more or less.
Also excepting that p.,rtion as conveyed to the City of San Juan Capistrano as per deed recorded in
Book 11648,Pages 1825 to 1829, of Official Records, County of Orange, California.
See Exhibit"1"attached hereto.
LAND s�9 Prepared by,
lF` Golden Triangle Land Surveying Inc.
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RESOLUTION NO. CRA 97-4-15-1
DISPOSITION OF TWO AGENCY-OWNED SCHOOL SITES
A RESOLUTION OF THE SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY, MAKING HEALTH AND SAFETY
CODE SECTION 33433 FINDINGS REGARDING THE DISPOSITION
OF CERTAIN AGENCY-OWNED LANDS (ELEMENTARY SCHOOL
SITE 664640007 ADJACENT TO SPORTS PARK AND, SERRA HIGH
SCHOOL)
WHEREAS, the San Juan Capistrano Community Redevelopment Agency
("Agency") and the City of San Juan Capistrano ("City") have proposed entering into a "Second
Amended and Restated Agreement for Cooperation" providing for the disposition of two certain
parcels of land owned by Agency and City; and,
WHEREAS,the two parcels of land are more particularly identified as: (a) a 7-acre
parcel more commonly referred to as Elementary School 664640007 Parcel ("the 664640007'),
located adjacent to the San Juan Capistrano Sports Park, and, (b) a 4.69-acre parcel more commonly
referred to as the Serra High School site at 31422 Camino Capistrano, and,
WHEREAS, the Agency Executive Director has prepared a report pursuant to Health
and Safety Code Section 33433, dated March 27, 1997, outlining the elements of the disposition
transaction; and,
WHEREAS, the City and Agency have entered into a cooperation agreement
providing that City will quitclaim its 4/5 undivided interest in the 7-acre parcel to Agency.
NOW,THEREFORE, BE IT RESOLVED, by the San Juan Capistrano Community
Redevelopment Agency Board of Directors, City of San Juan Capistrano, California, as follows:
SECTION 1. Findines.
The Agency hereby finds that the 7-acre parcel shall be sold at fair market value
pursuant to a certified appraisal pursuant to the terms of the Second Amended and Restated
Agreement for Cooperation. Agency has obtained its own appraisal establishing a value of$2.5
million. However, under the terms of the Second Amended and Restated Agreement for
Cooperation, the final purchase price shall be established by the State of California Office of Public
i School Construction (the "State") final approval of a certified appraisal report for this property.
Accordingly, the parties have established a purchase price of$2.4 million subject to final approval by
the State. The$2.4 million can, however, vary by a deviation of tO%, which said deviation shall be
determined by the final approval appraisal report approved by the State. Therefore, the Agency
concludes that this disposition of property is not for less than fair market value for the property.
-1-
With regard to the 4.69-acre parcel, the Executive Director's report makes clear that
the transfer of title by the Agency to the District is for the purpose of causing the release of a number
of obligations imposed upon the Agency by the first amended agreement between District and
Agency. Therefore, it is the Agency's finding that this disposition is necessary to effectuate the
purposes of the Agency's redevelopment plan in that release of the subject obligations as identified
at pp. 1-3 of the Seconded Amended Agreement will enable the Agency to concentrate its resources
on other projects identified in its redevelopment plan. II
SECTION 2. Incorporation by Reference. Y
The Executive Director's March 27, 2997 report is incorporated herein by reference
and made a part hereof and is to be filed with the City Clerk's office.
PASSED, APPROVED, AND ADOPTED this 15th day of
April , 1997.
WYATT T, C
ATTEST:
2h� �
AGENCY VbVARY '
-2-
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF SAN JUAN CAPISTRANO )
I I, CHERYL JOHNSON, Agency Secretary of the San Juan Capistrano Community
Redevelopment Agency, DO HEREBY CERTIFY that the foregoing is a true and correct copy of
Resolution No. CRA 97-4-15-1 adopted by the San Juan Capistrano Community
Redevelopment Agency Board of Directors at a regular meeting thereof held on the 15th day
of April 1997, by the following vote:
AYES: Directors Jones, Greiner, Swerdlin, Campbell
and Chairman Hart
NOES: None
ABSTAIN: None
ABSENT: None
(SEAL)
CHERYL JOHNSON, AGENCY SECRETARY
-3-
. i •
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss AFFIDAVIT OF POSTING
CITY OF SAN JUAN CAPISTRANO )
I, CHERYL JOHNSON, declare as follows:
That I am the duly appointed and qualified Secretary of the San Juan Capistrano
Community Redevelopment Agency; J
That in compliance with State laws of the State of California and in further compliance
w.th CRA Resolution No. CRA 83-12-20-1 and on the 17th day of April
1997, 1 caused to be posted:
RESOLUTION NO. CRA 97-4-15-1 being
DISPOSITION OF TWO AGENCY-OWNED SCHOOL SITES
A RESOLUTION OF THE SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY, MAKING HEALTH AND SAFETY
CODE SECTION 33433 FINDINGS REGARDING THE DISPOSITION
OF CERTAIN AGENCY-OWNED LANDS (ELEMENTARY SCHOOL
SITE 664640007 ADJACENT TO SPORTS PARK AND, SERRA HIGH
SCHOOL)
in three (3) public places in the City of San Juan Capistrano, to wit: City Hall; Old Fire Station
Recreation Complex, Orange County Public Library.
Cheryl Jo"on, gency Secretary
San Juan Capistrano Community
Redevelopment Agency
San Juan Capistrano, California
APRIL 15, 1997
REGULAR MEETING OF THE SAN JUAN CAPISTRANO
COMMUNITY REDEVELOPMENT AGENCY
BOARD OF DIRECTORS
CLOSED SESSION (610.85)
The Closed Session scheduled for 5:00 p.m. regarding the following item, was cancelled:
1. Conference with Real Property Negotiator per Government Code Section 54956.8 regarding
the proposed sale and transfer of four parcels of real property between the Community
Redevelopment Agency, the City of San Juan Capistrano, and the Capistrano Unified School
District, with negotiator David Doomey for the School District.
RECESS UNTIL 7:00 PM BUSINESS MEETING
The Regular Meeting of the Board of Directors of the City of San Juan Capistrano Redevelopment
Agency was called to order by Chairman Hart at 8:05 p.m. in the City Council Chamber. Mayor
Swerdlin had previously indicated that the scheduled Closed Session had been cancelled.
ROLL CALL: PRESENT: Wyatt Hart, Chairman
John Greiner, Vice Chairman
Collene Campbell, Director
Gil Jones, Director
David M. Swerdlin, Director
ABSENT: None
STAFF PRESENT: George Scarborough, Executive Director; Thomas Tomlinson, Deputy Director;
John Shaw, Interim Agency Counsel/City Attorney; Jennifer Murray, Assistant City Manager;
Cynthia L. Pendleton, Finance Officer; Cheryl Johnson, Agency Secretary; William Huber, Engineer-
ing and Building Director; Al King, Jr., Community Services Director; Lt. Paul Sullivan, Chief of
Police Services; Nancy Bernardi, Recording Secretary.
PUBLIC HEARINGS
1. JOINT PUBLIC HEARING WITH THE CITY COUNCIL-PROPOSED SECOND
AND AMENDED AGREEMENT FOR COOPERATION BETWEEN THE
AGENCY/CITY AND THE CAPISTRANO UNIFIED SCHOOL DISTRICT
6000..40
Pro` osa :
Consideration of a proposed Second Amended and Restated Agreement for Cooperation
between the City/Agency and the School District that would result in the following:
CRA Minutes -1- 4/15/97
(1) The Agency will sell a 7-acre parcel located on a portion of the Kinoshita property
(Elementary School 664640007 Parcel)to the School District at a cost of$2.4 million
for the purpose of constructing a school facility. The 7-acre parcel is part of the
former 56-acre Kinoshita farm jointly owned by the City and the Agency. In order
to accomplish the sale the City and Agency will partition their undivided interests in
the farm site so that the Agency is sole owner of the site to be sold to the School
District.
(2) The School District will release the Agency from an existing obligation to construct
a pool, relocate buildings, and convey a 2.5-acre parcel to the School District.
(3) The School District will convey fee title for the Library Parcel to the City.
(4) The School District will lease Stone Field to the City at no cost for a term of 25 years,
with an option to renew.
(5) The existing tax increment sharing provisions of the original and First Amended
agreements will remain in place.
Apnlicants:
City of San Juan Capistrano and the San Juan Capistrano Community Redevelopment
Agency, 32400 Paseo Adelanto, San Juan Capistrano, CA 92675
Capistrano Unified School District, Attn: Dave Doomey, Asst. Superintendent, Facilities
Planning, 32972 Calle Perfecto, San Juan Capistrano, CA 92675
Written Communication:
Report dated April 15, 1997, from the Executive Director, advising that it had become
apparent that the total cost to complete the obligations set forth in the Agency/School District
Cooperation Agreement would exceed the Agency's tax increment resources and other assets,
further that priorities of both the School District and the Agency had changed. The Report
recommended approval of various documents that would revise the Agency and School
District obligations.
Exhibits were on display, and Mr. Scarborough made an oral presentation.
Public Hearine:
Notice having been given as required by law, Mayor Swerdlin opened the Public Hearing, and
the following persons responded:
(1) Carl Goodwin, 32651 Deadwood Avenue, inquired whether the City had considered
the impacts of AB 1290 and/or the 1994 Redevelopment Reform Act on its ability to
make the proposed agreement, and whether the proposed agreement provided for tax
increment payments to the School District.
CRA Minutes -2- 4/15/97
0 •
Mr. Scarborough stated that the proposed agreement between the Agency and the School
District met the provisions of AB 1290. He advised that the tax increment payments would
continue unchanged.
There being no further input, the hearing was declared closed with the right to reopen at any
time.
Approval of Real Property Partition Agreement:
It was moved by Director Greiner, seconded by Director Jones, and unanimously carried that
the Real Property Partition Agreement between the City and the Agency be approved relating
to the transfer and quitclaim of undivided interests in the former Kinoshita farm site to
provide for future development of an elementary school (Elementary School 664640007
Parcel) on approximately 7 acres. The Chairman was authorized to execute the Agreement
on behalf of the Agency.
Approval of Second Amended and Restated Agreement for Cooperation:
It was moved by Director Greiner, seconded by Director Jones, and unanimously carried that
the Second Amended and Restated Agreement for Cooperation between the City/Agency and
the School District be approved:
(1) Conveying the fee title for the 7-acre elementary school site located on the Kinoshita
property to the School District,
(2) Releasing the Agency from its existing obligations to construct a pool, relocate
buildings, and convey a 2.5-acre parcel to the School District in exchange for the
return of the SERRA high school site, Stone Field, and related school buildings to the
School District;
(3) Conveying the fee title for the Library Parcel from the School District to the City;
(4) Providing for the School District to lease the Stone Field to the City at no cost for a
term of 25 years, with an option to renew, and
(5) Continuing the existing tax increment sharing provisions of the original and First
Amended agreements.
The City Manager/Executive Director was authorized to execute the final documents on
behalf of the City/Agency, as well as to make minor changes to the documents to ensure that
the transaction is completed in a timely manner.
Adoption of Resolution Making Findings Re: Health and Safety on the Disposition
of Two Agency-Owned School Sites:
It was moved by Director Jones, seconded by Director Greiner, that the following Resolution
be adopted:
CRA Minutes -3- 4/15/97
RESOLUTION NO CRA 97-4-15-1 DISPOSITION OF TWO AGENCY-
OWNED SCHOOL SITES - A RESOLUTION OF THE SAN JUAN
CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY MAKING
HEALTH AND SAFETY CODE SECTION 33433 FINDINGS
REGARDING THE DISPOSITION OF CERTAIN AGENCY-OWNED
LANDS (ELEMENTARY SCHOOL SITE 664640007 ADJACENT TO
SPORTS PARK AND, SERRA HIGH SCHOOL)
The motion carried by the following vote:
AYES: Directors Campbell, Greiner, Jones, Swerdlin, and Chairman Hart
NOES: None
ABSENT: None
CONSENT CALENDAR
It was moved by Dir ctor Campbell, seconded y Director Greiner, that the st recommendations
be accepted for e following items listed the Consent Calendar. The otion carried by the
following vote.
AYES: Directo Campbell, Greiner, Jones, Sw rdlin, and Chairman Hart
NOES: No
ABSENT: one
APPROVAL OF ITY REDEVELOP NTAGENCY T
REGULAR MEE IN OF MAR H 18 1997
The Minutes o the Regular Meeting of Marc 18, 1997, werZapproved bmitted.
2. RECEIVE FILE WARRANT OF H 26 1997The List f Demands dated March 26, 97, in the total amowas received
and fil d.3. RE EIVE AND FILE FINANCE FFICER'S REPORT OFS AS
O MARC 31 1997 350.30
he Finance Officer's Report f Investments as of Marc 31, 1997, in the total amount of
$612,564.77 was received d filed.
CRA Minutes -4- 4115197
AGENDA ITEM April 15, 1997
TO: Chairman and Board of Directors
San Juan Capistrano Community Redevelopment Agency
FROM: George Scarborough, Executive Director
SUBJECT: Joint Public Hearing for Consideration of Proposed Second and Amended Agreement
for Cooperation Between the San Juan Capistrano Community Redevelopment
Agency/City of San Juan Capistrano and the Capistrano Unified School District
RECOMMENDATION:
1. Conduct a Public Hearing regarding the proposed Second Amended and Restated Agreement
for Cooperation between the City of San Juan Capistrano ("City"), San Juan Capistrano
Community Redevelopment Agency ("Agency") and the Capistrano Unified School District
('District").
2. Approve the Agreement between the City and Agency relating to transfer of and quitclaim
of undivided interests in 7 acres (Kinoshita land).
3. Approve the proposed Second Amended and Restated Agreement for Cooperation between
the City, Agency, and District, and authorize the City Manager and Executive Director of the
Agency to execute final documents, including authorization to make minor changes to the
documents, to insure that the transaction is completed in a timely manner.
4. Adopt an Agency Resolution Making Health and Safety Code Section 33433 Findings
Regarding the Disposition of Certain Agency-owned Lands.
SITUATION:
In 1983,the Agency entered into an Agreement for Cooperation with the Capistrano Unified School
District. In 1986, the Agency and City entered into the Amended and Restated Agreement for
Cooperation(First Amended Agreement) with the District providing for a number of obligations to
be performed by both parties., including those stated in the Original Agreement.
Briefly, the First Amended Agreement called for the District to convey a school parcel generally
bounded by El Camino Real, La Zanja, Camino Capistrano and Acjachema, including the Stone Field
and excluding the Library parcel, to the Agency. It was anticipated that the Agency/City would build
a city hall/cultural center at this site. In return, the Agency would: construct on behalf of the District
a gymnasium at CapistranoValley High School, construct a 50-meter competition swimming pool,
relocate District's adult education facilities on the school parcel to a permanent site, and convey fee
FOR CITY COUNCIL AGM, . .. ��
Agenda Item -2- April 15, 1997
title of a 2.5 acre site to the District. The agreement also provided for sharing of tax increment
between the parties.
In the last several years, it has become apparent that the total cost to the Redevelopment Agency to
complete all of the obligations of the Agency/School District "Cooperation Agreement" will exceed
the Agency's tax increment resources and other assets. Total costs of these various obligations are
approximately $5.5 million, whereas the level of present and future tax increment from the existing
project area has not grown sufficiently to meet this obligation(see Financial Considerations section
of this report).
Furthermore, the priorities of both the School District and the Agency have changed over time.
Accordingly, the District and City/Agency have been in discussions for some months to revise and
amend these obligations in the following respects:
1. City/Agency is to convey to District a 7-acre parcel which is currently a part of the
former Kinoshita 56 open-space acres owned jointly by City and Agency. District
will construct a school facility on this parcel. Appraisals have been prepared
establishing a purchase price of approximately $2.4 million dollars. The exact figure
has not been established in that the District requires a lengthy appraisal review by
officials in Sacramento. Accordingly, section 4.2 of the Second Amended Agreement
at page 3 provides a purchase price of$2.4 million, subject to a 10% deviation(that
is, up to $240,000), plus or minus, as finally determined by the state land appraiser.
The 7-acre parcel is referred to in the agreement as "Elementary School 664640007
Parcel".
District shall execute a promissory note for the amount of the purchase price which
shall ultimately be paid to Agency from future tax increment proceeds which the
District would have received but for this agreement. Repayment of the note will begin
on the eleventh anniversary date from when the District initially begins to receive their
share of tax increment from the Agency. In addition, the Cooperation Agreement
provides that the District shall receive a credit equal to the value of 2.5 acres to be
applied against the purchase price as consideration for the fact that the District will
release the Agency from a number of obligations under the existing agreements as
noted below.
2. The existing obligations by Agency to construct the pool, relocate buildings, and
convey a 2.5 acre parcel to District shall be released and forgiven by District.
3. In addition, the District will convey fee title to the"Library" parcel to City.
Agenda Item -3- April 15, 1997
4. District will also lease (at no cost) the Stone Field to City. Term of the lease is 25
years with an option to renew. (The lease is attached as Exhibit D).
5. The existing tax increment sharing provisions of the original and first amended
agreements shall remain in place.
Other Aspects of the Transaction:
A. Purchase and Sale Agreement.
The Purchase and Sale Agreement is attached to the Cooperation Agreement as Exhibit B.
This document sets up the mechanics of the escrow process. It also incorporates as an exhibit
a "maintenance" agreement providing for 50-50 cost sharing of the access road on City land
which the District will use to allow its employees and members of the public to access the 7-
acre parcel. Various use restrictions are set forth in the Maintenance Agreement.
B. The City/Agency Agreement.
Presently, the City owns a 4/5"undivided"interest in the entire 56 acres, of which this 7-acre
area is now a part. The Agency owns a 1/5 undivided interest in the remaining 49 acres of
open space. Mechanically, it will be necessary for the Agency to quitclaim its 1/5 interest in
the remaining larger remnant and in turn the City to quitclaim its 4/5 interest in the 7 acres
so that the net result is that the Agency will have fee title to the 7 acres. When this is
accomplished through the escrow process, the Agency would then as a last step convey fee
title to the 7 acres to the District. The Agency/City agreement establishes this framework.
C. CEQA.
The Planning Department has determined that CEQA does not apply to any of these
transactions. (See Memorandum from Tom Tomlinson dated March 10, 1997). The District,
as lead agency,has already prepared a Negative Declaration for the school site on the 7 acres.
D. Health& Safety Code Section 33433 Report/Public Hearing Requirement.
Under redevelopment law, the Agency must prepare a report discussing the financial aspects
(particularly the appraisal process)with respect to proposed disposition of Agency-owned
land. Therefore, in compliance with Health& Safety Code Section 33433, attached is the
Agency Director's report, dated March 27, 1997, to the Agency spelling out the appraisal for
the property and the projected costs of sale connected with the proposed sale of the 7 acres
and school parcel to the District.
Agenda Item -4- April 15, 1997
Also, a public hearing is required with respect to the proposed sale of land by Agency. Accordingly,
a public hearing notice advertising this matter as a joint Agency/City public hearing was placed in the
newspaper pursuant to Government Code Section 6066.
Health & Safety Code Section 33433 also requires the adoption of a resolution making certain
findings (see attached resolution).
COMMISSIONBOARD REVIEW AND RECOMMENDATIONS;
Not Applicable
FINANCIAL. CONSIDERATIONS:
Under the existing agreements, the Agency is obligated to construct on behalf of the District a
gymnasium at CapistranoValley High School; construct a 50-meter competition swimming pool;
relocate District's adult education facilities on the school parcel to a permanent site; and convey fee
title of a 2.5 acre site to the District. The agreement also provided for sharing of tax increment
between the parties. The Agency met its obligation to construct the gymnasium at Capistrano Valley
High School. The construction was completed for $2.3 million in 1992. Upon completion of the
construction, the Agency received clear title to Parcel "A" of the Serra High School site. This area
encompasses the tennis courts and open area adjacent to the Library Site. The cost of the remaining
obligations is as follows:
1. Construction of the 50-meter competition swimming pool $1,500,000
2. Relocation of the District's adult education facilities from the Serra
High School Site to another permanent site. $4015000
Total cost of physical obligations 5 0
3. Present value of tax increment sharing agreement 5 00
The value of the Agency's physical obligations is currently shown as a debt of the Agency. The tax
increment sharing agreement is reflect in future years as an annual obligation of the Agency.
Under the proposed Second Amended and Restated Agreement the District will release the Agency
from the remaining physical obligations indicated above in exchange for the return of Parcel "B" of
the Serra High School Site and a credit equal to the value of 2.5 acres to be applied against the
purchase price of the School Parcel 664640007 as noted below. Parcel "B" includes Serra High
School, other school related buildings and Stone Field. Upon reconveyance of the property to the
District, the City will lease Stone Field for a period of 25 years.
Agenda Item -5- April 15, 1997
The proposed Second Amended and Restated Agreement also provides for the continuation of the
tax increment sharing agreement. The shared tax increment will be deposited into the School
Facilities Fund. The fund may be expended for acquisition or lease of real property and/or capital
improvement projects located within the City of San Juan Capistrano with the priority being the
payment of the purchase price of the Elementary School Parcel 66464007 as noted below. Other
permissible uses include but are not limited to: the construction of a fifty (50) meter competition
swimming pool at Capistrano Valley High School; District administrative office and operations
facilities; and the construction, expansion, addition to, or reconstruction or modernization of
permanent school buildings, facilities, structures or other permanent public improvements. Agency
staff projects tax increment sharing deposits to the fund to begin in Fy 2009-10
The Purchase and Sale Agreement attached to the Agreement as Exhibit B provides for the sale by
the Agency and acquisition by the District of an approximately seven acre site adjacent to the Sports
Park known as School Parcel 664640007. The Agency will sell the property to the District for its
appraised value of$2,400,000 plus or minus 10% as determined by the State of Office of Public
School Construction. The Agency's value in this property based on original cost plus carrying costs
is approximately $1.7 million. The District will execute a promissory note to the Agency for the
purchase price less a credit equal to the value of 2.5 acres to be applied against the purchase price.
The total amount to be paid under the promissory note is estimated to be $1.6 million. The
promissory note is non-interest bearing and requires the payments of the purchase price to begin in
the I lth year following the first deposit of shared tax increment to the school facilities fund. The
District will convey the Library parcel and lease Stone Field to the City in exchange for the value of
the interest on the promissory note.
NOTIFICATION:
Notice of this public hearing was published in the Orange County Register News on March 27, 1997
and April 3, 1997 as required.
Mr. Dave Doomey
Assistant Superintendent, Facilities Planning
Capistrano Unified School District
32972 Calle Perfecto
San Juan Capistrano, CA 92675
Agenda Item -6- April 15, 1997
ALTERNATE ACTIONS:
1. By Motion,
a. Approve the Agreement between the City and Agency relating to transfer of and quitclaim
of undivided interests in 7 acres (Kinoshita land).
b. Approve the proposed Second Amended and Restated Agreement for Cooperation
between the City, Agency, and District, and authorize the City Manager and Executive
Director of the Agency to execute final documents, including authorization to make minor
changes to the documents,to insure that the transaction is completed in a timely manner.
c. Adopt an Agency Resolution Making Health and Safety Code Section 33433 Findings
Regarding the Disposition of Certain Agency-owned Lands.
d. Adopt an Agency Resolution Making Health and Safety Code Section 33433 Findings
Regarding the Disposition of Certain Agency-owned Lands.
2. Do not approve the proposed Second Amended and Restated Agreement and Resolution
3. Request additional information from staff.
RECOMMENDATIONS:
1. Conduct a Public Hearing regarding the proposed Second Amended and Restated Agreement
for Cooperation between the City of San Juan Capistrano ("City"), San Juan Capistrano
Community Redevelopment Agency("Agency") and the Capistrano Unified School District
('District").
2. Approve the Agreement between the City and Agency relating to transfer of and quitclaim
of undivided interests in 7 acres (Kinoshita land).
3. Approve the proposed Second Amended and Restated Agreement for Cooperation between
the City, Agency, and District, and authorize the City Manager and Executive Director of the
Agency to execute final documents, including authorization to make minor changes to the
documents, to insure that the transaction is completed in a timely manner.
Agenda Item -7- April 15, 1997
4. Adopt an Agency Resolution Making Health and Safety Code Section 33433 Findings
Regarding the Disposition of Certain Agency-owned Lands.
Respectfully subnVitted,
4ec ou
Ex e Dir for
Attachments:
1. Second Amended and Restated Agreement for Cooperation (w/Exhibits)
2. Health and Safety Code Section 33433 Report
3. Resolution Making Health and Safety Code Findings
4. Agency/City Agreement Regarding Transfer of Interest in 7 Acres
5. Memorandum dated March 10, 1997 from Tom Tomlinson regarding CEQA
NOTE: Exhibits are in Council packets only; copies are available at City Clerk's
office for review
MEMORANDUM March 10, 1997
TO: George Scarborough, Executive Director
John Shaw, Agency Counsel
FROM: Thomas Tomlinson, Deputy Director .
ra
SUBJECT: Application of CEQA to Capistrano Unified School District Transaction to
Acquire and Develop an Elementary School Adjacent to the San Juan
Capistrano Sports Park and Community Center and Other Related Conveyance
of Property
In response to your memorandum dated March 7, 1997, it has been requested that an evaluation be
completed regarding the application of CEQA to a new cooperative agreement between the
Community Redevelopment Agency and the Capistrano Unified School District for the following
transactions:
I. City and Agency convey their respective interests (City 4/5; Agency 1/5) to CUSD regarding
the seven acre parcel located at the San Juan Capistrano Sports Park and Community Center
site.
2. CUSD conveys fee title to the parcel underlying the San Juan Capistrano Library to the City.
3. City conveys the parcel adjoining the Library parcel, referred to as Parcel B in the existing
agreement to CUSD.
4. Lease is executed between CUSD and City for the property commonly known as Stone Field
located at the southeast corner of Camino Capistrano and La Zanja.
In accordance with the provisions of CEQA and the City's adopted Environmental Guidelines, acting
in my appointment as the City's Environmental Administrator, I have reviewed each of the anticipated
actions in the proposed agreement and have made the following determinations:
1. Conveyance of seven acre parcel for a new elementary school site. This specific transaction
in accordance with CEQA is considered a project in that ..."Project means the whole of an
action, which has a potential for resulting in a physical change in the environment or
ultimately". Under the agreement the purpose of the transfer of title is for the express purpose
of physically changing the property by the construction of an elementary school site. In
accordance with this interpretation, the Capistrano Unified School District had prepared an
initial study to determine the ultimate impacts of the development of the elementary school.
Based upon the conclusions of the Initial Study, the District issued a Negative Declaration
which was duly noticed and posted. The City/Community Redevelopment Agency reviewed
the Negative Declaration and the Initial Study during the statutory review period and
accepted its findings. This action was consistent with the definition of"Lead Agency" as
I
- • 0
MEMORANDUM - CUSD Agreement -2- March 10, 1997
stated in Section 15367 and 15051 of the CEQA Guidelines. Based upon this interpretation,
the City/Agency is considered a "Responsible Agency", therefore no further action is
necessary for this specific element of the Agreement related to compliance with CEQA.
2. In regards to the other three components of the agreement, each involves either a fee title
transfer or lease arrangement. In considering each element, the Environmental Administrator
has determined that they do not satisfy the definition of'Project". The transfer of ownership
or lease arrangement will not result in a physical change in the existing use or environment.
The Library parcel has been developed and reviewed for compliance with CEQA prior to its
construction. Parcel B is an existing school facility and will remain as currently configured.
Stone Field is presently used as an athletic sports field and will continue to be used without
any further physical improvements except that associated with normal maintenance which is
categorical exempt.
It is recommended that in preparing the agreement documents that the above findings and
determinations be incorporated to insure that the record is clear that CEQA compliance was evaluated
regarding each of the anticipated actions.
If there should be any questions regarding the above determination please let me know. I can be
reached at extension 6323.
cc: Cindy Pendleton, Director of Administrative Services
C:\W P W IN60\W PDOCS\D\CUSD3.10
• •
San Juan Capistrano
Community
Redevelopment
Agency
MARCH 27, 1997
TO: SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY
BOARD OF DIRECTORS
FROM: GEORGE SCARBOROUGH, EXECUTIVE DIRECTOR
HEALTH AND SAFETY CODE SECTION 33433 REPORT
DISPOSITION OF PARCELS: SCHOOL PARCEL 664640007 AND PARCEL "B" OF
SERRA HIGH SCHOOL SITE
THIS SUMMARY REPORT HAS BEEN PREPARED PURSUANT TO SECTION
33433 OF THE CALIFORNIA HEALTH AND SAFETY CODE REGARDING THE
SALE OF THE 7.0 t ACRES AT THE CAPISTRANO SPORTS PARK
(COMMONLY KNOWN AS ELEMENTARY SCHOOL PARCEL 664640007) AND
THE TRANSFER OF A 4.69-ACRE SITE LOCATED AT THE SOUTHEAST
CORNER OF LA ZANJA AND CAMINO CAPISTRANO (MORE COMMONLY
KNOW PARCEL "B" OF THE SERRA HIGH SCHOOL SITE LOCATED AT 31422
CAMINO CAPISTRANO).
The San Juan Capistrano Community Redevelopment Agency (the "Agency") and the City of San
Juan Capistrano (the "City") intends to enter into a Second Amended and Restated Agreement for
Cooperation attached as Exhibit 1 (the "Agreement")with the Capistrano Unified School District (the
"District")to amend and restate those specific provisions of 1)that certain agreement for Cooperation
between the District, the Agency and the City, dated March 5, 1985 (the "Original Agreement); and
2)that certain Amended and Restated Agreement for Cooperation between the District, the Agency
and the City, dated January 7, 1986 (the "First Amended Agreement"),
The Agreement provides for the mutual aid and assistance in the redevelopment of certain areas of
the City. The Agency, City and District wish to cooperate in connection with certain redevelopment
activities, which shall constitute mutual and adequate consideration for the exchange and release of
each obligation as outlined in Section 2.3 of the Agreement. More specifically, the acquisition and
CXRAWGENDA\CU33433.RPT -1- March 27,1997
32400 Paseo Adelanto
San Juan Capistrano
California 92675
714-493-1171
sale of the property known as Elementary School Parcel 664640007 to be used by the District for the
construction of an elementary school and the property known as Serra High School.
Elementary School Parcel 664640007 was acquired by the City and Agency in 1991 in order to
facilitate the Agency's obligations under the First Amended Agreement. The District has stated its
need for an elementary school site in this area. The proposed Agreement provides that the Agency
and City sell the parcel to the District subject to certain restrictions imposed on the use of the parcel.
The parcel is proposed to be conveyed to the District as outlined in the Purchase and Sale Agreement
(attached as Exhibit B to the Agreement).
The Serra High School Site was acquired from the District under the First Amended Agreement. The
First Amended Agreement required the Agency to construct a fifty(50) meter competition swimming
pool at Capistrano High School in exchange for the property. The proposed Agreement will release
the Agency of its obligation to construct the swimming pool and reconvey the Serra High School Site
to the District.
Approval of the proposed Agreement will facilitate the implementation of the Agency's
Redevelopment Plan, specifically by providing a site for Capistrano Elementary School 664640007
and continuing the allocation of tax increment to the School Facilities Fund for future school facility
improvements.
Financial Aspects of the Agreement
The terms of the Agreement between the Agency, the City and the District provide for the following:
1. Conveyance of fee title to the Elementary School 664640007 Parcel from the Agency to the
District for the construction of a school as further described in the Purchase and Sale
Agreement attached as Exhibit B to the Agreement. The appraisal price of the parcel at its
highest and best use is$2,500,000. The appraisal report was prepared by Stephen G. White,
MAI and is dated January 24, 1997.
The Agreement provides for the final purchase price to be set anywhere within the range of
10% of the $2,400,000, plus or minus, pursuant to the Office of Public School Construction
(OPSC) final approval of an appraisal. If the final purchase price deviates more than 10%,
then either party reserves the right to reconsider and rescind this Agreement within 30 days
of receipt of written notice of the figure from OPSC. The purchase price will be subject to
a credit from the Agency in favor of the District. The credit shall be calculated to equal an
amount of money using the same per-acre value established for the parcel by OPSC,
multiplied by a factor of two and 1/2.
The purchase price will be paid by District with payments from the School Facilities Fund
beginning in the I lth year following the first allocation of tax increment to the School
Facilities Fund. The District shall execute a Promissory Note in the form of Exhibit "F" to
CACRAUGENMCU33433.RPT -2- March 27, 1997
the Agreement. and shall bear no interest. The imputed interest on the promissory note is
calculated to be approximately $1,000,000. The Agency and the District have agreed on a
non-interest bearing note in exchange for the mutual covenants in the Agreement.
2. Reconveyance from the Agency to the District of fee title to Parcel B of the Serra High
School Site, particularly described in the grant deed attached as Exhibit "C" to the Agreement
in exchange for the release of the Agency's obligation to construct a fifty (50) meter
swimming pool at Capistrano Valley High School.
3. Release by the District of the Agency's obligation to convey fee title to the District of a 2.5
acre site free and clear of all liens and encumbrances, subject to the District's prior right to
approved such site, as required by Sections 5.4(b) and 5.9 of the First Amended Agreement.
4. Continuation of the existing tax sharing agreement, as provided in the Original Agreement and
First Amended Agreement.
5. The Agency is responsible for 1/2 of all costs associated with appraisals, escrow and title
relating to the completion of this agreement. These costs are estimated at approximately
$25,000.
Estimated Value of Interest to be Conveyed or Leased
Elementary School Parcel 664640007 has been appraised to be $2,500,000 by the Stephen G. White
Appraisal. The property is to be conveyed at a final purchase price pursuant to the OPSC final
approval of the appraisal not to exceed an adjustment of l0%, plus or minus. However, the State of
California will arrange for the final appraisal of the property per Section 4 of the proposed
Agreement. Thus, this School 664640007 property shall be sold for fair market value.
Parcel "B" of the Serra High School Site has not been appraised. This parcel is being reconveyed to
District under the same terms as the conveyance to the Agency from the District under the First
Amended Agreement. The reconveyance of the parcel will release the Agency from its obligation to
construct a fifty (50) meter swimming pool. The cost of the released obligation is estimated to be
$1,500,000.
An Explanation of Why the Sale will Assist in the Elimination of Blight
The Agency, the City and the District recognize the need to provide adequate school facilities and
other public services and amenities to serve the Project Area and have determined that such facilities
are a benefit to the Project Area and that there are no other reasonable means of financing the
construction of such public school facilities. Accordingly it was the purpose of the Original
Agreement to create a cooperative relationship between the Agency and the District to provide for
the implementation of projects with a mutual benefit to the Agency, the District and the community
C:\CRA\AGENDA\CU33433.RPT -3- March 27, 1997
at large by utilizing the combined resources of the Agency and the District to carry out the goals of
the Redevelopment Plan and of the District. The Original Agreement created the Capistrano Unified
School District/San Juan Capistrano Community Redevelopment Agency Capital Improvement Fund
(the "School Facilities Fund") specifically for the purpose of allocating Agency tax increment
attributable to the Project Area toward the cost of improved school facilities to benefit the Project
Area. The Agreement will continue the allocation of these funds for that purpose. Additionally, the
release of the Agency from its remaining obligations under the Original and First Amended
Agreements will allow the Agency to direct funding to other projects called for in the Redevelopment
Plan.
Public Hearing
Pursuant to Section 33433 of the California Redevelopment Law, the City Council and the
Redevelopment Agency will consider the proposed Agreement at a joint public hearing on April 15,
1997. A copy of the hearing notice is attached as Exhibit 2.
Respectfully Submitte by:
Geor . Scarbor ugh, Exe five Director
C.\CRA\AGENDXCU33433.RPT -4- March 27,1997
dwa NOTICE OF JOINT
PUBLIC HEARING
�,m,n 1961
1776
' CITY OF SAN JUAN CAPISTRANO and the
COMMUNITY REDEVELOPMENT AGENCY
PROPOSED SALE AND TRANSFER OF PROPERTY
Pursuant to Health& Safety Code Section 33431 and 33433, the San Juan Capistrano Community
Redevelopment Agency and San Juan Capistrano City Council do hereby give notice that a joint
public hearing shall be held on April 15, 1997, at 7:00 p.m., at the City Hall Council Chamber,
32400 Paseo Adelanto, San Juan Capistrano, concerning the proposed sale and transfer of certain
land as follows:
1) A parcel consisting of approximately 7 acres, located generally in the northwest corner of
Alipaz and Camino Del Avion, adjacent to Marco Forster Elementary School; and,
2) A parcel known as the old "Serra High School" site, generally bounded by La Zanja, El
Camino Real and Camino Capistrano, all within the City of San Juan Capistrano,
to the Capistrano Unified School District.
A report has been prepared discussing the proposed terms and conditions of said sale and is available
for public inspection at the City of San Juan Capistrano, City Clerk's Office.
Those desiring to be heard in favor of, or in opposition to, this item will be given an opportunity to
do so during such hearing or,prior to the meeting, by writing to the City Council and the San Juan
Capistrano Board of Directors at 32400 Paseo Adelanto, San Juan Capistrano, California 92675,
Attention: City Clerk. Government Code Section 54957.5 stipulates that writings distributed to the
legislative body by any person are public records and shall be made available without delay. If you
bring written information to the City Council meeting for distribution to the City Council at such
meeting, please provide additional copies for distribution to the audience.
For further information you may contact Cynthia L. Pendleton, Department of Administrative
Services at (714) 443-6301.
CHERYL J S CITY CLERK
RECEIVED
T H EffCoMei� T ` '91
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This c ���r the County Clerk's filing stamps.
625 N.Grand Ave..Santa Ana,CA 92701
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PROOF OF PUBLICATION
(2015.5 C.C.P.)
STATE OF CAI,.IFORNIA,
55.
County of Orange,
1 am a citizen of the United States and a resident Proof of publication of
of the County aforesaid; I ain over the age of
eighteen years, and not a party to or interested in Proposed sale and transfer of Property
the above entitled matter. I am the principal clerk
of the printer of the Orange County Register.a
newspaper of general circulation, published in
the city of Santa Ana,County of Orange,and pUdUC NOTICE
which newspaper has been adjudged a tam OF Jour
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newspaper of general circulation by the Superior Paste Clipping of Notice at"y OF M AMM
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Court of the County of Orange, State of SECURELY cowowmitmormod
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two
NOTICE OF TRANSMITTAL - LEGAL PUBLICATIONS
TO: Register Newspaper
Juanita Folkerts, Legal Publications
FOR PUBLICATION ON: THURSDAY, MARCH 27, 1997
THURSDAY, APRIL 3, 1997
DOCUMENT TO BE PUBLISHED: NOTICE OF JOINT PUBLIC HEARING -
PROPOSED SALE AND TRANSFER OF
PROPERTY
PROOF OF PUBLICATION Please send to:
City Clerk's Division, City Hall
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
(714) 493-1171
AUTHORIZED BY:
DATE: March 21, 1997
Date of Public Hearing - 04/15/97
Date notice published - 03/27/97
- 04/03/97
Date affidavit received C7 -C) djj-Y,
Date notice posted in
designated posting places (3) - 03/27/97
Date notice posted on property - N/A
Date of mailing notice to
interested parties - 03/27/97
Date notice transmitted to
City Manager's Office - 03/21/97
d NOTICE OF JOINT
PUBLIC HEARING
1
961
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1776
CITY OF SAN JUAN CAPISTRANO and the
COMMUNITY REDEVELOPMENT AGENCY
PROPOSED SALE AND TRANSFER OF PROPERTY
Pursuant to Health& Safety Code Section 33431 and 33433,the San Juan Capistrano Community
Redevelopment Agency and San Juan Capistrano City Council do hereby give notice that a joint
public hearing shall be held on April 15, 1997, at 7:00 p.m., at the City Hall Council Chamber,
32400 Pasco Adelanto, San Juan Capistrano, concerning the proposed sale and transfer of certain
land as follows:
1) A parcel consisting of approximately 7 acres, located generally in the northwest corner of
Alipaz and Camino Del Avion, adjacent to Marco Forster Elementary School; and,
2) A parcel known as the old "Serra High School" site, generally bounded by La Zanja, El
Camino Real and Camino Capistrano, all within the City of San Juan Capistrano,
to the Capistrano Unified School District.
A report has been prepared discussing the proposed terms and conditions of said sale and is available
for public inspection at the City of San Juan Capistrano, City Clerk's Office.
Those desiring to be heard in favor of,or in opposition to,this item will be given an opportunity to
do so during such hearing or,prior to the meeting, by writing to the City Council and the San Juan
Capistrano Board of Directors at 32400 Paseo Adelanto, San Juan Capistrano, California 92675,
Attention: City Clerk. Government Code Section 54957.5 stipulates that writings distributed to the
legislative body by any person are public records and shall be made available without delay. If you
bring written information to the City Council meeting for distribution to the City Council at such
meeting, please provide additional copies for distribution to the audience.
For further information you may contact Cynthia L. Pendleton, Department of Administrative
Services at (714) 443-6301.
CHERYL JORNS , CITY CLERK
FOR OFFICE USE ONLY:
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss. AFFIDAVIT OF POSTIN
CITY OF SAN JUAN CAPISTRANO ) AND PUBLICATION
I,CHERYL JOHNSON,declare that I am the duly appointed and qualified City Clerk
of the City of San Juan Capistrano;that on March 27, 1997, I caused the above Notice to be posted
in three (3) public places in the City of San Juan Capistrano,to wit:
City Hall;
Old Fire Station Recreation Complex;
Orange County Public Library
AND, that on March 27, 1997 and April 3, 1997, the above Notice was published in the Orange
County Register newspaper.
I declare under penalty of perjury that the foregoing is true and correct.
,A&"1
CHJOHNSON,�CITY CLERK
City of San Juan Capistrano
California