Grant Deed 2002-1072155
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CHICAGO TITLE COMPANY ',; noe# 20'027" 107215:5 ;
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When Recorded Milil.io ) I NOV 27. 2Q02 8,: 008M I'
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. . .) l,orF.ICIAl. RECllRIlS "
Cltyof~oway;:,aneneralLa'NClty }t. A'C"37' SAN DIEGO COUNTV'RHDRDER'S, OFFIcE I
Attn; Tma White ,.. ';ll [- ;GRffiJRV J,SMITH, IllUNTV RECORDER
l{evenue & Business Activity Manager)' '. FEES:: 0.00.... . '. ,
13325 Civic Center Drive ) IE:, OC
Poway, CA 92074 ~ -(1111111111111111111111111111111111111111111111111111111111111111111111 ~-C-~- I
/(0 Title Order # 2801927707 ) ...... .... .2002.1072155
,y I 'Escrow No' -2801927.71\1M _
~,~r APN 316-020-09 Space AboveJor Recorder's Use Onlv
,. If GRANT DE.ED
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The undersigned1declaresthat the documentary transfer taJ"iSI$.8Z7,26ai1d'is comput~don the full value of
the interest or property conveyed, or is;computed on the full value'less'the value'ofIiens or encUmbrances
remaining thereon at the time of sale.
FOR A VALUABLE cONSn5ERATlON,receipt of which is)iereby acknowledged,
Pa:clfic:Investmelit Club, a Parfuership
herebyGRANT(S) to
CityofPDway, a General'Law'City
the following. described real property in the Courtty ofSah Biego, State of California.
The SoutliJIalf,ofthe Northwest'QllarterofSection IS; Township 14 South, Range
2 West, San Bernardfuo Base and Meridian, in the City of Pway, County of San
Diego, Stat,e of<;:alifornia,laccordiItg to the Official PhiUhereof, as more described
fu Exhibit" A"'attached'hereto and'by this reference made-a' part hereof.
Dated: November 12, 2002
pac~~t~.~ t?&b: a Partnc:rship
BY' \; ~&~)
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BY',~..' .. '~"~:~J{~" ~
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MAIL TAX STATEMENTSTOADDRESSABOVE
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State of t~o~~~ )
County of ,N I 'D
On N{Jf'&nI3€t< J~Ja'':>''befor~me, the undersi,gned, a Notary Public in and for said
State, personally app ared L U /5 "B. VI C.,l.l'R AC-io tV
]?urificaciqn I-J. Figuracion i!l@F~BR_~.n)r'-I~E;lY~~ .t.~-llle BY proven to me OIl
the basis of satisfactory evidence to bt:) the persot).(s) wJ!9Sename(s) is/are subscribed to
tIle within instrument and aclqlOwledged to me tlJ.j1th~/~he(iliey executed the same fu
hislher/their authqrized capacity(ies), ll!l.9 thilt bY'hisiher/theirsigI)ature(s)' on the
instrumenHhe person(s), or the entityup'on behalf'ofwhich thepe'rsoi1.(s) acted, executed
the instrument. ----------^'1
~;;~ ~ .TERESAR,MCELANEY'!:
~ ' _ ~ :COMM.'# 1276$58 _ f
g _ . ,NOTARY PUB"C"'AUFOR~IA Gl
- 'SAN DIEGO COUNTY 0
~t COMM.EXP SEPT;'11,2004:'
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State of )
COUnt)'of )
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0n , before me, the undersigI\ed, a Notary Public in and for said
State, personally appeared personally'known to me or proven to me on
the b,~sis of satisfactory evidence to be the persoi1(s) whose name(s) is/are subscribed to
the ,within instrilment ahd acknowledged to mt:) that he/she/they executed the same ih
hislher/their authorized capacity(ies), 'and that by hislher/their signature(s) on the
,instrument the person(s), orthe t:)ntity upon behalf o[whichilie person(s) acted,executed
the instrument.
WITNESS myhand and official seal.
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.. . . EXHIBIT A .
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PARCEL A1t40'.39
THE SOUTH HALF OF' 'THE NO]'.THVlEST' 'QUARTEI~ 0]' 'SECTION 15, TOWNSHIP J:4 ,SOUTH,
RANGE 2 WEST, SAN, BERNARpINO' BASE AND M~]'.IDIAN, IN THE CITY OF POWAY, COUNTY
OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT THEREOF
PARCEL A2
AN EASEl1ENT AND RIGHT OF WAY FOR INGR~SS,~ 'EGR,ESS OVER AND ACRPSS THE
EASTERLY 60 FEET OF THE SOUTH HALF OF THE SOUTHWEST QUARTER OF SECTION 15,
TOwNSiup 14 SOUTH, RANGE 2 WEST, SAN BERNARDINO ,BASE AND MERIDIAN, ACCORDING
TO THE OFFICIAL PLAT THEREOF
PARCEL 'A3
AN EASEl1ENT AND RIGHT OF WAY FOR ,ROAD AND, UTILITIES OVER, UNDER; ALONG AND
ACROSS THE EASTERLY 60 FEET OF THE NORTH HALF OF THE SOUTHWEST QlJARTER OF
SECTION 15, TOWNSHIP 14 SOUTH, RANGE 2 WEST, SAN BERNARDINO BASE'AND MERIDIAN,
ACCORDING TO THE OFFICIAL PLAT THEREOF
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14040
CERTIFICATE OF ACCEPTANCE
This is 10 certify lhal'the inleresl in real property conveyed by the deed or granl
daled. NaJ.22,2002- from which PACIFIC INVESTMENT CLUB, A
Partnership, Granlor, 10 the CitY of Poway, Granlee, ,a polilical corporation and/or
governmenlal agency is hereby accepled by the undersig'ned officer oragenl on behalf
of the Cily Council pursuant to aulhorily conferred by Resolulion No 34 adopted on
January 20, 1981 and the granlee,consenls 10 recordalion lhereof by its,duly aulhorized
officer
. Daled {I//JDfo~ CITY OF POWAY -
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Seal: ~.~
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SherrieWorrell,
Depuly Cily Clerk
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'tlov. 20, 2002, 2:58PM CHICAGO TIT~E PARK CAMINO, NO,720 P.2/3
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II Chicaeo T~~e ,CO~panyc.'ParkCa~noBranCh
' " 3703 Caltli"o'Del,'RIOSo., #.-:}O(),'Sf!!,;Diego, CA. 92108
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Phone (619)282-3200
Escrow No: ~8019277l\tM Officer: T.Millertr..McElaney
Date: November 20.2002 Fax' Number: (619)282-5397
AMENDMENT TO
ESCROWINSrRUCTIONS
Our previous lnsttuctions!fu the above esCfQW areheteby modified in the followi1lg
particulars only:
Insurance - As subject property is vacant land, escrowho1dilr IS not to be concerned in
any way for obtaining an' evidence of insurance for this transaction,
Authorb:ation,to Close -The uudersigned state ALL coilditions.and contingencies of
tliis 'transaction have,heen sATISFIED and.escrow holderisinstnlcted to proceed with
the closing of this escrow,
All other terms shall remain'the same.
SIGNATURE SECTION ONLY
BUYER
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PURCHASE AGREEMENT
By and Between
FROILANP.ME:JARES AND EPIFANIA G. MEJARES,
AND
SAMuEL'C. TABIENDO AND ZENAIDA A. TABIEND(},
AND
FELlMON A.SORlA AND EVELYN A.SORlA,
AND
PACIFIC INVESTMENT CLUB
("Seller")
and'
CITYOFPOWAY
("B","yer")
(82.14 ACRE PARCEL ON SOUTH FACE,OFVAN DAM PEAK,
AT THE 'END OF IOLA AVENUE, APN316-020-09)
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TABLE OF CONTENTS
1. Purchase Price and Terms 1
2. Deposits 1
3. Buyer's Feasibility Review 2
4. Buyer's Entry Onto Property 2
5. Escrow 2
6. Condition of Title 3
7. Title Policy 4
8. Conditions to Close of Escrow 4
9. Deposits by Seller 5
10. Deposits by Buyer 5
11. Costs and Expenses • 5
12. Proratioris 6
13. Disbursements and Other Actions Taken by Escrow Holder 6
14. Seller's Representations and Warranties 7
15. Buyer's Covenants, Representations and Warranties 7
16. Seller's Remedies 9
17. Damage or Condemnation Prior to Closing 9
18. Notices 9
19. Brokers 10
20. Legal Fees 11
21. Assignment By Buyer 11
22. Other Fees and Assessments 11
23. Miscellaneous 11
24. Indemnification of Escrow Holder 12
25. Limitation of Liability 13
EXHIBITS
EXHIBIT A - Legal Description of Property
EXHIBIT B —Grant Deed
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, ". PURCHASE AGREEMENT ie'
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, ~1'I.j]S RURCI-b\,~E AQREE~T(IAwement") is made and enter.ed into as, oftlie
~ day of~/lffl:l~.y , 2002;al!:d const~tutesan 'agreement by whIch FROILAN P
MEJARES ahd E,IFANIA Q" MEJARES, Husband ,ana WIfe, as Jomt Tenants, as to an
imdivided I/S'h interest; .SAMUEL C~ TABIENDOalid ZENAIDA A. TABIENDO, ~usband
, ahct Wife, as Joint Tenants" as to.aJi'undivided 1'/1 6th. interest; FELIMON A. SORIA and
EVEL YN A. SORIA, Husband ahd Wife, asJoiiit Tenants, as,to anundivided,l!16th interest and
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P ACIFIC.INVESTMENTCLUB;, A Partnership" as ,to au. iliIdivided 6/Sths interest (" Seller"),
agree to sell to CITY OFPOWAY, 'a general ,law City ("Buyer"), that certafu real property
located in the qty"of Poway, Cou.nty. df San Dieg(), ~hlt3~ of California, legally described in
Exhibit A attached hereto (the!"Property").
I Purchase Price,and,'l'erms, subjec;t to thd~r.ms <if this Agreement, Buyer agrees
to buy, and Seller agrees to sell; the,'J>roperty for a,total cal?q,pricepayable upon Close'of Escrow
of Seven Hundred Fifty One Thousand Five Hundred,Eigh,tyiOneBollars ($751,581).
2. Deposits.
(a) Initial. Deposit. Upon signing this .Agreement, Buyer. Fill deliver a
warrant ,()r wire payable to .Escr.ow Holder in the amount of Five Tho~simd I)ollars ($5,000)
("Initia] DeRosit'.'). Suc]1deposit sl).a1l be deposited into Escrow and credited against the
purchasepriceiat Close of Escrow,
(b) Deposit The Initial Deposit is sometimes referred to herein as the
"Deposits::' The Deposits shall, if'requested by Buyer; be deposited by Escrow Holder in an
interest-bearipg bank or saying~apd loan ass()ciation account and the accrued interest shall
become pa.t1;ofthe Deposits, -lHhere,isno Second Deposit, "Deposits" means the,Initial Deposit.
AlLDeposits shall be,made,gycaSh, warrant or wired funds.
3 Buyer's ,Feasibility Review Buyer shall have, to and including 5'00 p.m. (San
Diego tinJe) on the forty-fiftl1 '(45t11) day after the Feasibility Commencement Date (the
"Feasibility Review Period") to s1:l}dY and review the Property'for ,the 'purpose of detemiining the
feasibility of Buyer~s purc;hase; including the performance ,of CEQA review, based on Buyer's
good faith discretion. The Feasibility, Commencement Datelshall be the Execution Date of this
Agreement. 'Biiyefsnall, at its expense, obtain such envir'oim'iental assessments, land use and
zoning'studies;.s6ilsireports".appraisals, and other tests ahd,reports as Buyer deems, necessary to
fully -evaluate the Property. Seller shall, withinflve -(5) days after the opening of Escrow,
provide to Buyer, copies .of. such reports, tests, studies and documents as Seller may have
concerning the Property (but Seller makes' no w,arranty' as ,to the adequacy, content or accuracy
therepf) and a, Natural Hazards Bisclosure'Statement. Seller shall not be required to deliver to
Buyer copies of correspondence, or agreements with other'buyers,. real estate agents or lenders or
Seller's internal records such as tax returns and intra-company agreements and correspondence or
other confidential information.
IfBuyef submits written':disaPproval of the feasibility,review to Escrow Holder on or
before the expiratidIiofthe~Feasibility ReviewPefiod, this Agreement shall be terininated
without iiabifi'ty to either party on the eleventh (II th) day thereafter, and Buyer's Initial Deposit
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shall, after the expiratio. )e ten (10) day renegotiation periods }rafter described, be
refunded to Buyer, less Buyer's share of any escrow and title cancellation fees. In the event that
• such notice is given, Buyer and Seller agree to negotiate for a period of ten (10) days following
the date such disapproval is received by Escrow Holder regarding a revised purchase at an
adjusted purchase price or an allocation of environmental cleanup costs. If the parties do not
reach and deliver to Escrow Holder a revised Purchase Agreement within said ten (10) day
period, Escrow Holder shall process cancellation without further instruction. If Buyer does not
submit timely written disapproval of the feasibility review, Buyer shall be conclusively deemed
to have approved the feasibility review(including the Natural Hazards Disclosure Statement),
shall make the Second Deposit(if required above), shall accept the property in"AS/IS" condition
at close of escrow as set forth in Sections 14 and 15 hereof, and shall release Seller from liability
at close of escrow as set forth in Section 15 hereof. Buyer and Seller hereby agree to indemnify
and defend Escrow Holder from any liability for so releasing the Deposits.
4. Buyer's Entry Onto Property. While this Agreement is in effect, Buyer, its agents,
contractors and subcontractors shall have the right to enter upon the Property, at reasonable times
during ordinary business hours and upon prior written notice to Seller, to make any and all
inspections and tests as Buyer reasonably deems desirable and which may be accomplished
without causing any material alteration or damage to the Property. Buyer agrees to indemnify,
defend and hold Seller and the Property harmless from any and all costs, loss, liability, damages
or expenses, of any kind or nature, arising out of or resulting from such entry. Notwithstanding
anything in this Agreement to the contrary, the foregoing indemnity and defense obligation of
Buyer shall survive the termination of this Agreement. Buyer shall have no right to terminate
this Agreement based on the results of such inspections and tests except during the Feasibility
Review Period.
5. Escrow.
(a) Opening Of Escrow. The "Escrow Holder" shall be Chicago Title
Company in Bonita, California. For purposes of this Agreement, the Escrow shall be deemed
opened on the date Escrow Holder shall have received a fully executed copy of this Agreement
(or signed duplicate counterparts) from both Buyer and Seller. Buyer and Seller agree to deposit
this Agreement with Escrow Holder within one (1) day after this Agreement has been signed by
both parties ("Execution Date"). Escrow Holder shall confirm to Buyer and Seller, in writing,
the date Escrow is opened, the expiration date of the Feasibility Review Period, and the Closing
Date. In addition, Buyer and Seller agree to execute, deliver and be bound by any reasonable or
customary supplemental escrow instructions of Escrow Holder or other instruments as may
reasonably be required by Escrow Holder in order to consummate the transaction contemplated
by this Agreement; Buyer and Seller agree to sign and deliver such supplemental escrow
instructions to Escrow Holder within five (5) days after receipt thereof. If there is any
inconsistency between such supplemental instructions and this Agreement, this Agreement shall
control as between Buyer and Seller unless such supplemental instructions expressly state that
they supersede or modify this Agreement.
(b) Close Of Escrow. For purposes of this Agreement, the "Close of Escrow"
shall be defined as the date that the grant deed conveying the Property to Buyer is recorded in the
Official Records of San Diego County, California. Escrow shall close within sixty (60) days of
Opening of Escrow or as soon thereafter as possible (the "Closing Date").
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, 6: Condition,(eitle. It shalL be': coridition .to the d.bf Escrow that title to the
Property. beiconveyed to Buyer. by SeHer by Grant Deed subject only'to the foHoWing approved
condition oftitle:("Approved Condition ofTitle"):
{a) A ,lien to secUre payment iofreal estate taxes and assessments, not
delinquent.
(b) The lien of supplemental taj(.es assessed pursuant to Chapter 3.5
commencing with section 750fthe California Revenue and Taxation Code.
(c) Building"building line, use or occupancy restrictions and zoning and
building laws and ordinances of the Federal, state, muniCipal, city and other governmental
authorities having jurisdiction over the Property
(d) All matters which would be 'disclosed by an inspection or survey of the
Property
(e) Exceptions which are disclosed by a current prelimfuary title report (the
"Report!') with respect to the Property issued by Chicago. Title, Company ("Title Company") and
which are approved, or deemed, approved by Buyer in, accordance With this subparagraph. SeHer
has, at Seller's expense, caused'the Title Company to deliver to Buyer and Seller the Report,
together With copies of the docut)1ents underlyfugany exceptions'referred to in saHReport. The
failure of Buyer to disapprove' any ,such exceptions by a,writingdelivered to Escrow Holder
Within ten (10) days of receipt of the Report, which writing'shalJspecifically delineate the items
of disapproval and the reasons therefor, shall be conclusively deemed'to be an approval thereof
by Buyer. Buyer shall not unreasonably disapprove any .ti..tle, exception. If Buyer timely
disapproves any such exceptions, Seller shall thereafter have th~ right, but not the obligation, to
agree tq elilJlinate such exceptions 'as Buyer shall have so disapproved before the Closing by
giving notice ,of SeHer's 'agretlment to Buyer on or before fiv(l (5) days foHoWing receipt of
Buyer's disapproval notice. If, within said five (5) day period, 'Seller does not notify Buyer of
Seller's agreement to eliminate said' disapproved exceptions, Buyer shall have tlleright, by a
writing delivered to Seller and Escrow Holder on or before five (5) days following the expiration
of said five (5) day period, to:, (i) waive its prior disapproval, in which event said disapproved
exceptions shall be deemed;approved, or (ii) terminate this Agreement, in which event Buyer's
Initial Depo~it, Second Deposit (if any), and any extension fee(s) shall be refunded to Buyer and
thereafter the rights and obligalionsofthe parties hereunder shalI:ierminate.
Should a supplemental report be issued disclosing additional title exceptions that
significantly affect the operation of the Propertyorinvolvea material surface encroachment or
impairment of access, then (i) the. foregoing procedures ,shall apply to the new exceptions
disclosed by tne,supplemental report, except that.the,above-refetericed 20-day and 5-day periods
shall be reduced to five:(5).days ahd two (2) days, respectively, and (ii).if necessary, the Close of
Escrowishall be extended to the extent necessary to accommodate the foregoing procedures.
Se.Her agrees to pay and discharge upon Close of Escrow aH deeds of trust,
mortgages, mechanics' liens, judgments and ,attacfuitent liens,. arid other encumbrances securing
an,obligation to pay money which exist as of the date hereof or; are created or suffered oy Seller
(other 'than non7delincjuenttaxes, special assessments, and',otherfees and assessments which are
to be proiakdaS provided herein, and liens and encumbrances created or suffered by Buyer).
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7. Title Policy. Title shall be evidenced by the willingness of the Title Company to issue its
standard coverage CLTA Owner's Form Policy of Title Insurance ("Title Policy") in the amount
of the Purchase Price showing title to the Property vested in Buyer. Buyer may elect to request
that Title Company issue an extended coverage title policy provided the issuance thereof does
not delay the Close of Escrow.
8. Conditions to Close of Escrow.
(a) Conditions to Buyer's Obligations. Buyer's obligation to consummate the
transaction contemplated by this Agreement is subject to the satisfaction of the following •
conditions for Buyer's benefit on or prior to the dates designated below for the satisfaction of
such conditions (or Buyer's waiver thereof, it being agreed that Buyer may waive any or all of
such conditions by written waiver):
(i) Seller's Obligations. As of the Close of Escrow, Seller shall have
performed all of the obligations required to be performed by Seller under this Agreement.
(ii) Seller's Representations. All representations and warranties made
by Seller to Buyer in this Agreement shall be true and correct as of the Closing Date.
(iii) CEQA Analysis. As of Close of Escrow, Buyer shall have found
that the purchase is categorically exempt from CEQA or shall have issued a negative declaration.
(iv) City Council Approval. As of Close of Escrow, Buyer's City
Council shall have approved all of the terms and conditions hereof.
(b) Conditions to Seller's Obligations. For the benefit of Seller, the Close of
Escrow shall be conditioned upon the occurrence and/or satisfaction of each of the following
conditions (or Seller's waiver thereof, it being agreed that Seller may waive any or all of such
conditions by written waiver):
(i) Buyer's Obligations. Buyer shall have timely performed all of the
obligations required by the terms of this Agreement to be performed by Buyer.
(ii) Buyer's Representations. All representations and warranties made
by Buyer to Seller in this Agreement shall be true and correct as of the Close of Escrow.
9. Deposits by Seller. At least one (l) day prior to the Close of Escrow, Seller shall •
deposit or cause to be deposited with Escrow Holder the following documents and instruments:
(a) Grant Deed. The Grant Deed in the form attached as Exhibit B or on the
Title Company's standard form conveying the Property to Buyer duly executed by Seller,
acknowledged and in recordable form.
(b) Seller's Certificate - Federal. A federal certificate of non-foreign status
("Federal Certificate"), duly executed by Seller, in the form normally used by the Escrow Holder.
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. (c) Seli.Certificate""Stlite. A Cl!ilfornia Fr!....ise Tax Board Form 597-
W;,dtiiy executed by SelleiC'StateCeI'tifi(:ate").
1Q Bepositsi'bY.Buyer, At least.one(l) day prior,to the Close of Escrow, Buyer shall
~epositorcauseto be deposited With Escrow Holder'irt tasll'or cash equivalent the balance of the
Purchase Price, phis; Escrow Holder's estimate of Buyer's share of closing costs, and p!,:oration
'charges payable pursuant to this Agreement, arid the signed N amral Hazards Disclosure
Statement.
II Costs and Expenses. The cost ahcl expense ofthe Report and the Title ,Policy
shall be borne by Seller, unless:Bu'yer eJeCts to obtain ahY'endorsements or extended coverage, in
which event. the premium arid, anyadl:litional cost 'for endorsements or extended coverage in
excess of thepremiUin for staridard coverage as well as'the c9st of ap.y survey necessary for the
issuanceof.such,policy shall beipaid by Buyer Escrow,Holdei's fee shall be shared. equally by
Seller and 'Buyer. Seller shall paiallclocumentwY.tr.ansfer;t~yS payabldnconnection with the
recordation 6f'tlle ~Grant Deed, Buyer and Seller shal1.pay; respectively, the Escrow HoJ(jer's
customarychafges to ,buye~s' and.. seller.s for docUl!lent dJ;:ilfting, recording and miscellaneous
charges. If, as areslllt ofno'#llit'of,Buyer or Seller; ,,Escrow fails to close, Buyer and'Seller'shall
share equally 'all' of Escrow HoJ(jer's-and TitleCompany!s 'fees and charges.
12. Prorations. Real and personal property taxes, special assessments,. and any
owners' -association and, landscape maintenance district, assessments on the ProPerty (as
appropriate)("Taxes~') shall be prorated on the basisithat Selleris.responsible for (i) all Taxes for
the fiscal year of. the applicable taxing authorities occurring prior to the "Current Tax period",
and (ii)that'portion 6f 'raxes for the Current Tax Period deterinined oll'the,basis of,the'numberof
days which have eiapsedfrom 'the first.day of the Current Tax Period to the Close ',of:Escrow,
inclusive, whether or not .the same shall be payable prior to the Close of Escrow Thephrase
;'Current Tax Period" ,refers to the fiscal year of the applicable taxing authority'in Which the
Close of Escrow occurs. lfi.,the event that as of the Close of Escrow the ,!ctual Tm.c ,bills for the
year or years in question are not available 'and the amount of Taxes to be prorated~ as aforesaid
cannot be ascertained, then, rates, iriillages and assessed -vaJuation of the previous year, with
known changes, shall be usea, 'ahd when the actual amount of Taxes for the year or years in
question shall.be determinable, tiie!1 Taxes will be re-prorated between the parties to reflect the
actual amount. of Taxes, ' provided ithat wparty makes written. demand on the one from whom.it is
entitled to such adjustment Within one (1) year after the Close of Escrow Any corrected
adjustment-or proration shall be paid in cash to the partyentitled:tliereto
Seller agrees to 'pay ,all taxes and assessments with respect to the Property which
are allocable to the period before the Close bf'Escrow, and to indemnify, defend and hold
harmless,Buyer from all loss, liability land expense. arising from,Sellef!s failure to pay such taxes
and assessments.
13 Disbursements,and Other Actions by Escrow Holder. Upon the Close of Escrow,
the Escrow HoJder shall promptly'undertakeall o'fthe following in the manner indicated:
(a) Prorations: Prorate all matters referenced above based upon,the,statement
delivered.into,Escrow signed by the parties.
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(b) Rt big. . Cause the Grant Deed in tlik_ m of Exhibit B attached'
hereto, and any other documents which the parties hereto may mutually direct, to be recorded in
the Official Records of San Diego County, California.
(c) Funds. Disburse from funds deposited by Buyer with Escrow Holder
towards payment of all items chargeable to the account of Buyer pursuant hereto in payment of
such costs, including, without limitation, the payment of the Purchase Price to Seller, and disburse
the balance of such funds, if any, to Buyer.
(d) Documents to Buyer. Deliver the Federal Certificate and the State
Certificate to Buyer.
(e) Title Policy. Direct the Title Company to issue the Title Policy to Buyer.
14. Seller's Representations and Warranties. BUYER ACKNOWLEDGES AND
AGREES THAT EXCEPT AS SET FORTH HEREIN SELLER HAS MADE ABSOLUTELY
NO REPRESENTATIONS OR WARRANTIES REGARDING THE PROPERTY,
INCLUDING, WITHOUT LIMITATION, ITS CONDITION, ITS PAST USE, OR ITS
SUITABILITY FOR BUYER'S INTENDED USE, AND THAT BUYER IS PURCHASING
THE PROPERTY ON AN "AS-IS" BASIS. Notwithstanding the foregoing, Seller makes the
-following representations to Buyer: Seller has the legal right, power and authority to enter into
this Agreement and to consummate the transactions contemplated hereby; the execution, delivery
and performance of this Agreement have been duly authorized and no other action by Seller is
requisite to the valid and binding execution, delivery and performance of this Agreement; Seller
has no actual knowledge of any H'irtrdous Materials on or under the Property or any
underground tanks on the Property or of any claims, easements, leases or other liens or
encumbrances affecting the Property which are not disclosed by the public records.
15. Buyer's Covenants, Representations and Warranties. In consideration of Seller
entering into this Agreement and as an inducement to Seller to sell the Property to Buyer, Buyer
makes the following covenants, representations and warranties:
(a) Authority. Buyer has the legal right, power and authority to enter into this
Agreement and to consummate the transactions contemplated hereby, and the execution, delivery
and performance of this Agreement have been duly authorized and no other action by Buyer is
requisite to the valid and binding execution, delivery and performance of this Agreement, except
as otherwise expressly set forth herein.
(b) Physical Condition. Buyer shall inspect the Property to the extent Buyer
deems necessary or desirable. Buyer's closing of Escrow shall constitute Buyer's representation •
to Seller that Buyer is satisfied in all respects with the Property, including, without limitation,
size, the physical condition and condition of any and all improvements.
• (c) "AS-IS" Nature Of Sale. Buyer acknowledges and agrees that except as
set forth herein, Seller has not made, does not make and specifically negates and disclaims any
representations, warranties, or guarantees of any kind or character whatsoever, whether express
or implied, oral or written, past, present or future, of, as to, concerning or with respect to (a) the
value, nature, quality of condition of the Property, including, without limitation, the water, soil
and geology; (b) the income to be derived from the Property; (c) the suitability of the Property
6
:lJ: "
", "
"for"any.anctall activitiesa:&es which Buyer maycondlictthered.li) thecompli;mce.ofor by
.the Property or its operation with any 'laws,. rules,6rrliriances or, regulatiolls of any "applicable
.goveriiiriental atlthQritj pr body;,(e)!he,habltabiiity; ll1er9hanfubility, marketability, profitability
or fltnt<~~ f()r a particulw"purp!lseofthe~{operty;;(f)the manner or quality of the construction or
materials, if;my,incorporated into ! the)'roperty; (g) the manner, quality, state of repair or lack of
repair of the ProBerty;or (Ii) llI1y"other matter ~th respect to the Property, and specifically
(t<xcept l!S set fortQ,Tierein) thahS6ller has not made, does, not make, and specifically disclaims
a.q.y representations, regarding c.ompliance with. any environmental protection, pollution, or land
us~ laws, rules, regulations, orders or 'requirements, including solid waste, as defined by the U.S,
,Environmental Protection Agency regUlations at 46 G.FiR., Part 261, or the disposal or existence,
in' or on the Property, of any hazardous substance, as defined by the Comprehensive
Environmental Response Compensation And Lial5ility Act of 1980, as amended, and regulations
promulgated thereunder (The. substances, wastes' ,ahd materials which are regulated by the
foregoing laws.. or, ahy other, state and/or federal laws .are ,hereiilreferred to as "Hazardous
Materials. ") Buyer further acknowledges and agrees that an)? iiifoimation provided or to be
provided by or on.behalfofSdler, with .respect to the Propert)":was obtained from a variety of
sources and that Seller has not made ahy independent iiive'stigation or verification of such
information ,and makes no. representations as to the acctitacy or completeness of such
information. Seller is not liable or bound in any manner, by any oral or written statements,
representations.or-information1pertainlng to the Property, or the operation thereof, furnished by
any real estate broker, agent, employee, servant or other person. Buyer further acknowledges and
, ,
agrees thatthe sale of the Pi'operty.as provided for herein is.made on an "AScIS" condition and
basis with ali faults.
(d) Buyer ahd.anyone claiming by, through or ullder Buyer hereby fully and
irrevocably releases ' Seller, its partners, employees, officers, directors, shareholders,
representatives, agents, successors and assigns, from any and all claims thatit may now' have or
hereafter acquire against such persons and entities for any cost, loss, liability, damage, expense,
demand; "action or cause of 'action arising from or related to any construction defects, errors,
omissions or other conditions, including, but not limited to, Hazardous Materials and
environmental matters, affecting the Property, or any portion thereof, This release includes
claims ofwhichB~yer is preselitiy.unaware"or which Buyerd6es notpresently suspect to exist in
its favor which, if mown by Buyer, would materially affect Buyer's release of Seller. Buyer
specifically waives the provi~l(m of Cali fomi a Civil Code 91542, which provides as follows:
"A,general release does not extelidto .Claims which
the creditor does not know or suspect to exisUn his
favor at the time of executing the"release, which if
\ known. by him must have materially. ,affected his
settlement with the ' debtor "
(e) The representatiolls andwarrantjes,ofBuyer and Seller set forth in this
Agreement"shall be true on and as of the' Close of Escrow and, shall survive the Closing.
[Intentionally Blank]
7
® ; • ; ••
16. Seller's Remedies. THE PARTIES AGREE THAT IT WOULD BE
EXTREMELY IMPRACTICABLE AND DIFFICULT TO DETERMINE THE DAMAGES
WHICH SELLER WOULD SUFFER IN THE EVENT BUYER FAILS TO COMPLY WITH
THE TERMS OF THIS AGREEMENT. ACCORDINGLY, IF ESCROW FAILS TO CLOSE
DUE TO BUYER'S BREACH OR DEFAULT, THEN SELLER SHALL BE RELEASED
FROM ANY FURTHER OBLIGATIONS HEREUNDER AND THE PARTIES AGREE THAT
BUYER SHALL PAY TO SELLER AS LIQUIDATED DAMAGES THE SUM OF $5,000.
THE PARTIES ACKNOWLEDGE THAT THEY HAVE NEGOTIATED IN GOOD FAITH
REGARDING THE AMOUNT OF LIQUIDATED DAMAGES AND THAT THE SUMS SET
FORTH HEREIN ARE REASONABLE UNDER ALL THE CIRCUMSTANCES. SUCH
LIQUIDATED DAMAGES SHALL ONLY LIMIT SELLER'S DAMAGES FROM BUYER'S
FAILURE TO COMPLETE THIS TRANSACTION; THEY SHALL NOT LIMIT BUYER'S
OBLIGATIONS (OR SELLER'S DAMAGES FROM BUYER'S BREACH OF THE
OBLIGATIONS) OF INDEMNITY, HOLD HARMLESS AND DEFENSE PROVIDED IN
THIS AGREEMENT, NOR LIMIT SELLER'S ATTORNEYS' FEES AND COSTS OF SUIT IF
NECESSARY TO RECOVER OR RETAIN THE LIQUIDATED DAMAGES OR TO
ENFORCE BUYER'S OBLIGATIONS OF INDEMNITY, HOLD HARMLESS AND
DEFENSE PROVIDED IN THIS AGREEMENT. CONDITIONED ON BUYER'S
COMPLIANCE WITH THIS PARAGRAPH, SELLER WAIVES ANY RIGHT TO
SPECIFICALLY ENFORCE THE AGREEMENT.
Buyer's Initials Seller's Initials
17. Damage or Condemnation Prior to Closing. Seller shall promptly notify Buyer of •
any casualty to the Property or any condemnation proceeding commenced prior to the Close of
• Escrow of which Seller obtains actual knowledge. If any such damage or proceeding relates to or
may result in the loss of any material portion of the Property, Buyer may, at its option, elect
either to: (i) terminate this Agreement, in which event neither party shall have any further rights
or obligations hereunder and Buyer's Initial Deposit, Second Deposit (if made), and any
extension fee(s) shall be refunded to Buyer, or (ii) continue this Agreement in effect, in which
event upon the Close of Escrow, Buyer shall be entitled to any compensation, awards, or other
payments or relief resulting from such casualty or condemnation proceeding.
18. Notices. All notices or other communications required or permitted hereunder
shall be in writing, and shall be personally delivered, delivered by reputable overnight carrier,
• sent by certified mail, postage prepaid, return receipt requested, or sent by telecopy, and shall be
deemed received upon the earlier of(i) if personally delivered or delivered by overnight courier,
the date of delivery to the address of the person to receive such notice, (ii) if mailed, two (2)
business days after the date of posting by the United States post office, (iii) if given by telecopy,
when sent. Any notice, request, demand, direction or other communication sent by telecopy
must be confirmed within forty-eight (48) hours by letter mailed or delivered in accordance with
the foregoing.
•
8
" ...., ... ~1.'
, ,
'. ,', '.
.. To Buyer' City of Poway
,. . ~- -
1'3325, Civic' Center Drive
Poway, CA 92664~5755
~. , .. ,
Attention, Tiha'White, Revenue & Business Activity Mgr.
with a copy to: S,tephen M, ~cl<is, E;sq,
McDougal Love,EckisSmith & Boehmer
460 North Magnoli<i; Drawer 1466
El Cajon, CA '92022
To Seller:
with a copy to: Mary Arm Backensto
Metro Brokers
6226 Twin Lake Drive
San Diego, CA 92119
To Escrow Holder Chicago Title
Bonita Branch
Attn: Dana Queen
4096 Bonita Road
Bonita, CA 91902
Notice of change of address shall be given by written notice, in the marmer detailed fu this
Paragraph, Rej ection or, other refusal to accept or the inability to deliver because of changed
address of which no nqtice was:given shall be deemed to constitute receipt of the notice, demand,
request or communication sent.
19 Brokers. ,Buyer and Seller each represents and warrants to the other that there will
be no brokers' or ,finders' fees payable in respect of this'tra11saction based upon any statement,
represent!ltion or agreeme,I;1t mad,e by Buyer or Seller, respe:C?!iyely"except a 2.5%,commission
payable by Seller to Seller's Broker. Any commission shall be paid by Seller upon Close of
Escrow If ilIiy claims for brokers' or finders' fees for,the conSummation of this Agreement arise,
then Buyer hereby agrees to indemnify, save harmless and defend Seller from and against such
claims if they. shall be based upon any statement or representation or agreement by Buyer, and
Seller hereby'agrees to indemnify, save hi1rmless,arid defend Buyer if such c1aims.shall be based
upon,any statement, representation or agreement made by Seller.
20 Legal Fees. In the event any lawsuit or, arbitration proceeding is, brought by a
party hereto against another party liereunder by reason of <lnybreach of any of the covenants or
any inaccuracies in,anyofthe,representationsand\vaiTarities on the part of the other party arising
out of this Agreement, or for deClaratory relief, the prevailing party in such action or proceeding
shall be entitled to have and recover of and from the other party its costs and reasonable
attorneys' fees.
9
•
21. Assignment By Buyer. At any time Buyer is not in default hereunder, Buyer may
assign its rights under this Agreement to a third party assignee.
22. Other Fees And Assessments. Buyer understands and agrees that the Property is
or may be in the future subject to assessment by a landscape maintenance district and/or owners'
association
23. Miscellaneous.
(a) Survival of Covenants. The covenants, representations and warranties of
both Buyer and Seller set forth in this Agreement shall survive the recordation of the Grant Deed
and the Close of Escrow.
(b) Required Actions of Buyer and Seller. Buyer and Seller agree to execute
such instruments and documents and to diligently undertake such actions as may be required in
order to consummate the purchase and sale herein contemplated and shall use their reasonable
best efforts to accomplish the Close of Escrow in accordance with the provisions hereof.
(c) Time of Essence. Time is of the essence of each and every term,
condition, obligation and provision hereof.
(d) Counterparts. This Agreement (and any amendments and escrow
instructions) may be executed in multiple counterparts, each of which shall be deemed an
original, but all of which, together, shall constitute one and the same instrument. Documents
delivered by telephonic facsimile transmission shall be valid and binding.
(e) Captions. Any captions to, or headings of, the paragraphs or
subparagraphs of this Agreement are solely for the convenience of the parties hereto, are not a
part of this Agreement, and shall not be used for the interpretation or determination of the
validity of this Agreement or any provision hereof. This Agreement shall be interpreted in
accordance with its reasonable meaning, and not strictly for or against either party.
(1) No Obligations to Third Parties. Except as otherwise expressly provided
herein, the execution and delivery of this Agreement shall not be deemed to confer any rights
upon, nor obligate any of the parties thereto, to any person or entity other than the parties hereto.
(g) Exhibits. The Exhibits attached hereto are hereby incorporated herein by
this reference.
• (h) Amendment to this Agreement. This Agreement contains the entire
understanding of the parties regarding the subject matter and may not be modified or amended
except by an instrument in writing executed by each of the parties hereto.
(i) Waiver. The waiver or failure to enforce any provision of this Agreement
shall not operate as a waiver of any future breach of any such provision or any other provision •
hereof.
io
G) Apt.le Law This Agreeri1~nt shaIf~be~.ined by and construed fu
,accordance,with thda\ys oftheStateofiC~ifornia,
(k) Fees ,and Other Expenses: Except: as otherwise proyided ~erein, each of
the'parties shall pay its own f~es and expenses in connedionwith this Agreement.
.
(I) , ,No agreement, representation, or promise made by either
Agreement.
party hereto, or by or to art erriployee, officer, agen('(jr representative of either party, shall be of
ahy effect unless it is in writingand'executed bythe,party to15eb6und thereby
(m) Successorsalid Assigns. Subject to Raragraph 21, this Agreement shall be
binding upon and shall inure'to the beriefitlof the successors and assigns of the parties hereto,
(n) Confidentiality, Buyer shall keep all iliformation ahd reports obtained
fro,m Seller or relating to 'thept?peiiy or the proposed 'fransaction confidential and will not
disclose anY such confidential irifotmation to any other' person or entity without obtaining the
prior written'consent of Seller.
(0) AuthoritY. Each individual who sigris .this Agreement on behalf of an
entity represents and warrants that he/she is authorized to dol>o arid to bind such entity -
(P) Special Tax. There are no special taxes' levied against thePropert)'
24. Indemnification of Escrow Holder If:this Agreement or any matter relating
hereto shall become the suoject,of ahy litigation or controversy, Buyer and Seller agree, jointly
and severally, to' hold Escrow 'Holder free and harmless from 'any loss or expense, including
attorneys' fees, that may be suffered by it by reason thereofexcept;for-losses orexpenses,as may
, arise from Escrow Hoider's riegligent or willful misconduct. If conflicting demands, are. made or
notices served upon Escrow Holder with respect to this Agreement, the parties expressly agree
that Escrow Holder shall be entitled to file a suit in interPleader and obtain an order from the
court requiring the parties to interplead and litigate their several claims and rights among
themselves. Upon the filing ofthe'action in interpleader, Escrow Holder shall be fully released
and discharged from any obligations imposed upon it by this Agreement.
25 Limitation of Liability In no event shall tbe'liability of the Seller, in connection
with this,transaction, exceed the'Purchase Price of the Property
(Intentionally left blank]
11
IN WITNESS WHE4 ), the parties hereto have executes I Agreement at San Diego
County, California as of me day and year first-above written.
"BUYER"
CITY OF POWAY
A General Law City APPROVED AS TO LEGALITY AND•FORM
Bina.�l_a 4k .t :V By:
Bowersox, City Manager Stephen M Eckis, City Attorney
��pp X�0y-�2� �I
Date: ''4 I. 2u/�/ ATTEST�� i� _ '.._ �.,If,
Lori • e. Peoples, City Cl-rk
� "SELLER"
B
y: Wii,& /, 7`GQ 3'k7x� By:
• Froilan P. Mejares V Epifania G. Mejares
rAL
Date: Date:
By: By:
Samuel C. Tabiendo Zenaida A. Tabiendo
•
Date: Date:
BY; By:
Felimon A. Soria Evelyn A. Soria
Date: Date:
By:
Pacific Investment Club
Date:
APPROVED AS TO LEGALITY AND FORM
By:
, Attorney for Seller
•
12
,
. I~ ,
,'I!:l ,WITNE~S ~BERE! thel'iu!iesheteto have ~xecuted .,Agreemeilt at San Diego
County, Call forma as ofe;daY'an<:l'yel!f first-above wntten,
"BUYER"
,GITYOF POWAY
A,General Law'City APPROVED AS TO LEGALITY AND FORM
By' By:
James L Bowersox, City Manager Stephen' M .Eckis, City Attorney
Date: ATTEST.
,- Lori Anne. Peoples, City Clerk
"SELLER"
By: By:
Fic;jilanP Mejares Epifania G. Mejares
Oot" ,._' _ j Date:
~~ BY'~od'.:r9d_ CVr cYa~ie~d
Samuel C, Tabiendo '"
naida A, Tabiendo
Date: , q/Ig//O ~' Date: ~yJ. j.f, 0200.;;..
I
By: By'
Felimon A. Soria Evelyn A, Soria
Date: Date:
By'
PaCific Investment Club
Date:
ApPROVED ASTO LEGALITY AND FORM
By'
. Attorney for,Seller
12
IN WITNESS WHERI ) the parties hereto have executes ) Agreement at San Diego •
County, California as of a d4y and year first-above written.
"BUYER" •
CITY OF POWAY
A General Law City APPROVED AS TO LEGALITY AND FORM
• By: By:
James L. Bowersox, City Manager Stephen M Eckis, City Attorney
Date: ATTEST:
Lori Anne. Peoples, City Clerk
"SELLER"
By: By:
Froilan P. Mejares Epifania G. Mejares
Date: Date:
By: By: .
Samuel C. Tabiendo Zenaida A. Tabiendo
Date: Date:
BY:t I-64,-- v/- a,5 . By: e—re de -.a fr
Felimon A. Soria Evelyn Arlo is
Date: 9—/4— d->— : Date: 9—«—
By:
Pacific Investment Club
Date:
APPROVED AS TO LEGALITY AND FORM
•
By:
, Attorney for Seller
12
"' IN WITNESS WHERE. the ,parties hereto have execAted \e Agreement at San Diego
:County, California as of the day,and'year-first-ab6vewritienl
"BUYER"
city OF POW AY
AOeneral Law.City APPROVEB AS,TO LEGALITY AND FORM
By' By:
Jfmes L Bowersox, City Manager Stephen M Eckis. City Attorney
Date: ATTEST:
Lori Alilie, Reoples. City Clerk
"SELLER"
By: By:
Froilan p, Mejares Epifania G. Mejares
Date: Date:
By: By'
Samuel C. Tabiendo Zenaida A, Tabiendo
Date: Date:
By: By.
Felimon A. Soria Evelyn A. Soria
Date: Date:
,
By:
Date: AI ~:::I' I 17 ~ A
APPROVED AS TO LEGALITY AND FORM
By'
, Attorney for Seller
1:2
ACCEPTANCE BY ESC" LV HOLDER: ) .
Chicago Title Company hereby acknowledges that it has received a fully executed
counterpart of the foregoing Purchase Agreement and agrees to act as Escrow Holder thereunder
and to be bound by and perform the terms thereof as such terms apply to Escrow Holder.
Dated: , 2002 CHICAGO TITLE COMPANY
By:
Name: •
Title:
•
•
13
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.. .. . .
SGHEDULEA
The land referreclto in this report'is"sifuated in ,the Siate,of California, County of SAN DIEGO
and'is described:as'follows:
PARCEL Al
THE SOUTH HALF OF tHE NORTHWEST QUARTER OF SECTION 15, TOWNSHIP 14
SOUTH, RANGE 2 WEST, SAN BERNARDINO BA:SEAND MERIDIAN, IN THE CITY OF
POWAY, COtJN'TY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO THE
OFFICIAL PLAT nIElllioF'
PARCEL A2.
AN EASEMENT AND RIGHT OF WAY FOR INGRESS AND EGRESS OVER AND
ACROSS THE EASTERLY 60 FEET OF THE SOUTH HALF OF THE SOUTHWEST
QUARTER OF SECTION 15, TOWNSHIP 14 SOUTH, RANGE 2 WEST, SAN
BERNARDINO BASE AND MERIDIAN, ACCORDING TO Tim OFFiCIAL PLAT
THEREOF
PARCEL A3
AN EASEMENT AND RIGHT OF WAY FOR ROAD AND .utILITIES OVER, UNDER,
ALONG AND ACROSS THE EASTERLY 60 FEET OF TIIE NORTH HALF OF THE
SOUTHwEST QUARTER OF SECTION 15, TOWNSHIP 14 SOUTH, RANGE 2 WEST, SAN
BERNARDINO BASE AND MERIDIAN, ACCORDING TO THE OFFICIAL PLAT
THEREOF,
•
EXHIBIT B
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
SPACE ABOVE THIS LINE FOR RECORDER'S USE
DOCUMENTARY TRANSFER TAX$
•
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
GRANT DEED
FOR A VALUABLE CONSIDERATION,receipt of which is hereby acknowledged,
hereby GRANT(S)to
the real property in the City of Poway,County of San Diego, State of California,described as:
[DESCRIBE]
This conveyance is made subject to easements,restrictions and other matters of record.
Dated:
By:
Its:
By:
Its:
. , . . .
MAIL TAX STATEMENTS'TO'
STA TE OF CALIFORNIA )
) ss.
COUNTY OF SAN DIEGO )
On , before me, the.undersigned Notary Public in and for said County
and State, personally appeared
_ personally known to me
or
_ proved to me on the basis of satisfactory evidence to,be
the person(s) whose narne(s) is/are subscribed to the within instrument and acknowledged to me that'he/she/they
executed the same in hislher/their authorized capacity(ies), and that by hisOter/their signature(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed'the instrument.
Witness my hand and official seal.
Signature of Notary
,...-' 12:112lPM 0" ''''GO nTLE PARK CAMINO NO.5gel P.2/5
<(CT,28.2002 .J , .!
'" "-
- 0
(IV C~icago T~tle CO~pali~-;Park(JamiDO~raDcb
, 1703 Ca""lIo,iDel RIO 8., #0'100,9411 Diego, CA. 92108
' Pho"e'(6r9ii82~3200
Escrow No: 28019277 MM Officer: T.Miller IT. McElaney
Date: October 28,2002 Fax Number: 619-282-5397
FiRST AMENDMEN'tTO
PurchilllllAueement
THIS, FIRST AMENDMENF("Fint~endment") is mada and entered
intO'8lI of OClobilr 28,2002, 1:iy and between,PfuilMi PI' Mejaresand Epifania G, Mejares
and Samuel C. Tabierjd~ and Zenaida A. l'aDienl1.o"and Felfuiol1.A. Soria and Evelyn A,
Soria,h.usband and wife8li4P~cific InvestmenlClub; a'Partnernhip("~n) and City of
Poway, a.General Law City ("Duvern).
RECITALS
A. .Sellerand. Buyer entered into alim Purchase Agreement dated
September 18, 2002 (the "Al!ieementn), relating totliitt certain property and
improvements thereon coiMtoriIy known as vacant land, known as parceJ;#316-020"09,
Poway,cA (the "PronerW').
B. SeUer and'Buyer now wish to modifY certain tenns and conditions of
the Agreement, lli1i1'wish to reduce their understandings 10 writing.
NOW, THEREFORE thepariiesagree as follows:
AGREEMENTS
I, Notice of Lii:ensbii! Allencv. As requited by 9aJifomia State law, the
parties are herebynotifjedtllBt CHICAGO TITLE, COMPANY is licensed by the
Califomia Department ofIn$lItance.
2. Aereemenf as Escrow Instructions; 'The parties have depo$itecl an
executed, copy oftlleAgreem.Jmt'into this eSa6W!Ll!l9!~!'feby instruct Escrow Holder that
the, terms ilIld provisions of the Agreement are fully jri~orporaled herein and sball
constitute, Escrow Holder' sinitial escrow instructions hereunder. Escrow Holder accepts
- - . . - - ... ~ - . . -
the Agreeinent, subjectto.the following:
.a, General Provldons. By ,signill,'KC ,hereon the partiesheraby
iipprov~ Escrow Holder's General Provislons,a copy of Which is attached hereto as
ElIhlbit'''A''.
~ -
Op,28.2002 12:10PM CW V'"O TITLE PARK CAMINO .L NO,59B P,3/5
... .
. "-
j
I
,
! b. Fax Slmatllres. In the .event Buyer or Seller utilizes "fiIcsimiIe"
transmitted .signed d~CIllJ\ents, Buyer an'd Seller ,h.ereby ,agree to accept I!Ild instruct
Escrow Holder to rely upQn such documents IlS if they bore original signatures. Buyer
and Seller hereby acknowledge and agree to provide to Escrow Holder, within 72' hours
of transm:!ssion, s.uch documents bearing the original signatures. Buyer and Seller further
acknowledge and agree that documents necessllIy for recording with non-original
(facsiini1e) signatures win not be accepted for. recording by the County Recorder, thus
delaying the close of escrow, '
c. Tax Withholdlnl!, As required by Sections 18662 and 18668 of
the Revenue ,and Taxation Code of the State of California, ,BuYer acknowledges receipt of
the NOTICE OF TAX WITHHOLDING REQUIREMENTS, included in the General
Provisions attached as Exhibit "A".
d. Amendments. No amendments to ,the Agreement shall be
effective unless same are iz'f writing, executed by all parties and deposited into this
escrow.
e. Further Instructions. Escrow' Holder shall have the right and
authority to withhold imy aclionand to require the written consent of all DecessllIy parties
or require,.further written'In$ltuctions if, in the judgment of the Escrow Holder: (i) such
action calls or, appears to require the use of discretionary jucjgment by the Escrow Holcjer
(ii) the provisions in the Agreement or any amendments thereto are ambiguous or
unclear, or (iil) the actions are too onerous, hazardous or not within the ordinary scope of
the escrow holder's activity.
f. Authorization to Close. The Agreement contains many
provisions with whi~ Escr()w Holder shnll have no concem or liability. Therefore,
Escrow Holder, at Escrow Holder's option, reserves the right to require a written notice
from Buyer and/or Seller, prior to close, confirming thatall contingencies which do affect
Escrow Holder's ability to close this escrow, have been either satisfied or removed,
3. Escrow Holder - Any reference to "Escrow Holder" in the Agreement is
amended to read ,as foUows:' €hicago Title Company-Park.ClIinino Branch, 3703 Camino
del Rio South, Suite 100, San Diego, CA 92108, Atm: Teresa Miller / Teresa
McElaney, Escrow Officers.
4, Feasibility Commencement Date - For clarification purposes, all parties
acknOWledge thatlhe Feasibility Commencement Date for this 'transaction is deemed to
be September 18, 2002.
5. ODeninl! of Escrow Date - For' clarification purposes, all parties
acknowledge that the Opening of Escrow Date for this transaction is deemed 10 be
September 18, 2002.
,- .. ".l, NO,S90 P,4/S
O(T,28.200Z lZ:.UPM 'C' 'qGO TITLE PARK CAMINO e:
" , .' .
. .
I
!
6. Close of Escrow Date . For clarification PUlpo$es, all parties
acknowledge that the Close of Escrow Date for this transaction is deemed to be
November 15,2002.
7. Title Reauirements - As itisU/1c)ear at this time, who signs on behalf of
Pacific InvestmelltClub" a Partnership, the closing of this transaction is contingent upon
Seller proViding documentation as required by the title company indicating Pacific
Investment Club's authority to convey title to Buyer,
8. DlseliJsure.- All pllrties acknowledge and,are aware that Mary Ann anI!
David Backensto of Metro Broke is are related to Teresa Miller of Chicago Title.
9. CounterDarts. This First Amen.dment may be executed in any number
of identical counterparts, and each counterpart hereof shall be deemed to be an original
instrUment, but all coliliti:rparts hereof taken together shall constitute but a single
instrument
IN WITNESS :wI:IEREOF, this First Amendment has been executed by the
parties effective as of the date indicated above.
SIGNATURE SECTION ONLY
BUYER SELLER
Froilan p, Mejares
Epifania G, Mejares
Samuel C, Tabiendo
Zenaida A. Tabiendo
Felimon A. Soria
Evelyn A, Soria
Pacific InvestmentClub, a Partnership
By:
Its:
By:
lIs:
,~ , NO. 590 P,5/5
OCT 28.2002 12: 11PM (' 'TC~O TITLE PRRK CAMINO .
. '. .' .
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"
,
! (II()Chica20 Title Company "Park Camino Branch
37(}j'Carnino DelRio 9., # 100; San Diego, C4. 92108
Phone (619) 282-3100
Escrow No: 28019277 MM Officer: T. MJJJer / T. McEllllley
Date: October 28, 2002 FlU Number: 619-282.5397
COMMISSION INSTRUCTIONS
PrODertv Address:vaeantland. known as'Dareel #316-020-09. Powav. CA
Upon close of escrow from funds received 8lld/orheld by escrow on the Seller's
behalf; escrow is hereby instructed to pay;
Metro Brokers. a licensed real estale broker, the 9l.Un of $18.789.52 (Based on
2.500% of tho Sales Price, in the event theSaJes PriCe is adjusted the commission is to be
adjusted accordingly),
The employment of said broker,to,etfect the transaction of the property, described in said
escrow is acknowledged by the undersigned, who agreed to pay said sum 10 said
Broker(s)as a commission for services rendered pursuant to said employment
Froilan P. Mejares
Epifania G, Mejares
Samuel C. Tabiendo
Zenaida A, Tabiendo
Felimon A. Soria
Evelyn A. Soria
Pacific Investment Club, a Partnership
By:
Its:
By:
Its:
Metro Broke.,
Licensed Real Eslate Broker
BY'
License No.
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C~ Chica~o Title Company, Park Camino Branch
3703 Camino Del Rio S., # 100, San Diego, CA. 91108
Phone (619) 282-3200
Escrow No: 28019277 MM Officer: T; Miller IT. McElaney
Date: November 12, 2002 Fax Number: 619-282-5397
SECOND AMENDMENT TO
Purchase Asrreement
THIS SECOND AMENDMENT ("Second Amendment") is made and
entered,into as of November 12, 2002,.by and between Froilan P Mejares and Epifania
G, Mejai'es and Samuel C. Tabiendo and Zenaida A. Tabiendo and Felimon A. Soria and
Evelyn A. Soria,("Assi!mor Seller") and Pacific .Investment Club, a Partnership
("Seller")'ahd City of Po way, a General Law City ("Buver"),
RECITALS
A. Seller, Assignor Seller and Buyer entered into alan Purchase
Agreement dated September ~8; 2002 and First Amendment dated October 29, 2002 (the
"Agreement"), relatfug to that certain property and improvements thereon commonly
known as'vacant land, known as'parcel #316-020-09, Poway, CA (the "Propertv").
B. Seller, Assignor Seller and Buyer now wish to modifY certain terms
and conditions of the Agreement, and wish to reduce their understandings to writing.
NOW, THEREFORE the parties agree as follows:
AGREEMENTS
L Assil!llmerit of,Seller's Interest- Froilan p, Mejares and Epifania G,
Mejares and Samuel C. Tabiehdo and Zenaida A. Tabiendo and Felimon A. Soria and
Evelyn A. Soria, do hereby assign all of their right, title and futerest in and to the above
referenced escrow and the real property being conveyed therein, to Pacific Investment
Club, a Partnership.
Escrow holder is instructed to prepare and record a Gtant Deed,to be executed by
Froilan P. Mejares and,Epifania G. Mejares and Samuel C Tabiendo and Zenaida
A. Tabiendo and Felimon A. Soria and EvelYn A.Soria fu favor of Pacific
Investment Club, a Partnership, together ,,;ith fustructions as required by escrow.
Escrow holder is fustructed to record said deed inimediatelv upon receipt and
chargeSeller'for the'recordinl! fee.
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, CALIFORNIA LAND TInE ASSOCIATION
STANDARD COVERAGE POLICY 1990
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· CHICAGO TITLE INSURANCE COMPANY
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE
CONTAINED IN SCHEDULE B AND THE CONDITIONS AND ST1PULATlONS, CHICAGO TITLE I':
INSURANCE COMPANY, a Missouri corporation, herein called the Company, insures, as of Date of Policy shown J
in Schedule A, against loss or damage, not exceeding the Amount of Insurance stated in Schedule A, sustained or "
incurred by the insured by reason of' ~
1 Title to the estate or interest described in Schedule A being vested other than as stated therein, '"
'" 2. Any defect in or lien or encumbrance on the title; ,~~
3 Unmarketability of the title; ,
4 Lack of a right of access to and from the land, W,
and in addition, as to an insured lender only' .Yo
5 The invalidity or unenforceability of the lien of the insured mortgage upon the title; ,'"
6, The priority of any lien or encumbrance over the lien of the insured mortgage, said mortgage being <
shown in Schedule B in the order of its priority;
.
7 The invalidity Of unenforceability of any assignment of the insured mortgage, provided the assignment "~
is shown in Schedule B, or the failure of the assignment shown in Schedule B'to vest title to the insured i:
mortgage in the named insured assignee free and clear of all liens. i "/j
,
The Company will also pay the costs, attorneys' fees and expenses incurred in defense of the title or the lien of the I.
insured mortgage, as insured, but only to the extent provided in the Conditions and Stipulations. II!;:
I",
In Witness Whereof, CHICAGO TITLE INSURANCE COMPANY has caused this policy to be signed and sealed as "~I
of Date of Policy shown in Schedule A, the policy to become valid when countersigned by an authorized signatory. '
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Issued by' CHICAGO TITLE INSURANCE COMPANY ~
CHICAGO TITLE COMPANY By' '~
925 "B" STREET
SAN DIEGO, cA 92101 ~/ :f::.I /IT .r $1
(619) 239..6081 ~; :-.J ({ .,'
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President ~
ATIEST ~ Ii
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Secretary 4
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2. Seller Vesting— For purposes of this transaction, Seller's ownership is
hereby amended to read as follows: Pacific Investment Club, a Partnership.
3. 1099/Net Proceeds - Escrow holder is instructed to issue the 1099 at the
close of escrow to Pacific Investment Club reflecting a 100% interest in the property and
disburse 100% of the net proceeds to Pacific Investment Club, a Partnership.
4. Seller Exchange—Seller hereby notifies escrow holder that they will not
be affecting a 1031 tax deferred exchange as part of this transaction.
5. Counterparts. This Second Amendment may be executed in any
number of identical counterparts, and each counterpart hereof shall be deemed.to be an
original instrument, but all counterparts hereof taken together shall constitute but a single
instrument.
IN WITNESS WHEREOF, this Second Amendment has been executed by the
parties effective as of the date indicated above.
SIGNATURE SECTION ONLY
BUYER ASSIGNOR SELLER
City .f Poway, a :+ al La i
B • \t►l� 1„\_l 7s..1, iP Froilan P. Mejares I.
Jame• L. Bowersox, City
M. •er Epifania G. Mejares
Samuel C. Tabiendo
Zenaida A. Tabiendo
Felimon A. Soria
•
• Evelyn A. Soria
SELLER
Pacific Investment Club, a Partnership
•
By.
Its:
By:
Its:
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California Land Titlc'Association Owncr's Policy
Your Ref SCHEDULE A
M~Dares et a1 to City of poway
Amount of Insurance: $751,851 00 Policy No. 28019277 P07
Date of Policy' November 27, 2002 at 8 00 A M Premium: $2,262.00
] Name of Insured:
CITY OF POWAY, A GENERAL LAW CITY
2. The estate or interest in the land whiehis covcrcd hy this policy is:
A FEE AS TO PARCEL A1;
AN EASEMENT MORE FULLY DESCRIBED BELOW AS TO PARCELS A2 AND A3
3. Titlc to the estate or interest in the land is vested in:
CITY OF POWAY, A GENERAL LAW CITY
4. The land rcferred to in this policy is dcscribcd as follows:
SEE ATTACHED DESCRIPTION
This Policy valid only if Schcdulc B is attached.
CLTAOA88 10f13J95AA CHICAGO TITLE INSURANCE COMPANY
. .
DESCRIPTION
Page 1
Policy No, 28019277 P07
PARCEL A1
THE SOUTH HALF OF THE NORTHWEST QUARTER OF SECTION 15, TOWNSHIP 14 SOUTH, RANGE 2
WEST; SAN BERNARDINO BASE AND MERIDIAN, IN THE CITY OF POWAY, COUNTY OF SAN DIEGO,
STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT THEREOF
PARCEL A2
AN EASEMENT AND RIGHT OF WAY FOR INGRESS AND EGRESS OVER AND ACRPSS THE EASTERLY 60
FEET OF THE SOUTH HALF OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 14 SOUTH,
RANGE 2 WEST, SAN BERNARDINO BASE AND MERIDIAN, ACCORDING TO THE OFFICIAL PLAT
THEREOF
PARCEL A3
AN EASEMENT AND RIGHT OF WAY FOR ROAD AND UTILITIES OVER, UNDER, ALONG AND ACROSS THE
EASTERLY 60 FEET OF THE NORTH HALF OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP
14 SOUTH, RANGE 2 WEST, SAN BERNARDINO BASE AND MERIDIAN, ACCORDING TO THE OFFICIAL
PLAT THEREOF
DESCPOL-02!26/92-lrc
, Caiifornia Land TitbAssociation . .
Owner's Policy
Your Ref: SCHEDULE B
Mejares'et al to City of poway Policy No. 28019277 P07
EXCEPTIONS FROM COVERAGE
This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses)
which arise by reason of:
PART I
1 Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes
or assessments on real property or bv the.' public records.
Proceedings bv a public agency which may rcsult in taxes or assessments. or noticcs of such proceedings,
wbetheror not shown by the records of such agency or by the public records.
2. Any facts, rights, interests or claims which are not shown bvthe public records but which could be ascertaincd by
an inspection of the land or which may be asserted by persons in possession thereof.
3. Easements, liens or encumbrances, or claims thereof, which are not shown bv the public records.
4. Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct
survey would disclose, and which are not shown by the public records.
5. (a) Unpatentcdmining claims; (b) rcservations or cxceptions in patents or in Acts authorizing the issuance
thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are
shown by the public records.
PART II
A , 1 PROPERTY TAXES, INCLUDING ANY ASSESSMENTS COLLECTED WITH TAXES, TO BE LEVIED
FOR THE FISCAL YEAR 2002..2003 THAT ARE ,A LIEN NOT YET DUE
B 2 THE LIEN OF SUPPLEMENTAL OR ESCAPED ASSESSMENTS OF PROPERTY TAXES, IF ANY,
MADE PURSUANT TO THE PROVISIONS OF PART 0 5, CHAPTER 3 5 OR PART 2, CHAPTER
3, ARTICLES 3 AND 4 RESPECTIVELY (COMMENCING WITH SECTION 75) OF THE REVENUE
AND TAXATION CODE OF 'THE STATE OF CALIFORNIA AS A RESULT OF THE TRANSFER OF
TITLE TO THE VESTEE NAMED IN SCHEDULE A; OR AS A RESULT OF CHANGES IN
OWNERSHIP OR NEW CONSTRUCTION OCCURRING PRIOR TO DATE OF POLICY
E 3. EASEMENTS FOR INGRESS AND EGRESS, PIPELINES, DRAINAGE AND/OR PUBLIC UTILITIES
AND INCIDENTAL PURPOSES THERETO OVER, UNDER, ALONG AND ACROSS THE EASEMENT
PARCEL(S) HEREIN DESCRIBED AS GRANTED AND/OR RESERVED IN VARIOUS DEEDS OF
RECORD
AFFECTS PARCELS A2 AND A3
K 4. RECORD OF SURVEY MAP NO 7296, ,RECORDED AUGUST 31, 1970 WHICH DISCLOSES
VARIANCES FROM THE RECORD LEGAL DESCRIPTION OF SAID LAND
REFERENCE IS MADE TO SAID MAP FOR FURTHER PARTICULARS.
w END OF SCHEDULE B'
x NM
CLTAOB88--10J13/95AA CHICAGO TITLE INSURANCE COMPANY
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