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HomeMy WebLinkAbout14-051 CC ResolutionRESOLUTION NO. 1451 ' A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING THREE AGREEMENTS FOR SALE AND PURCHASE OF REAL PROPERTY AND JOINT ESCROW INSTRUCTIONS AND A TEMPORARY CONSTRUCTION EASEMENT AND RIGHT OF ENTRY AGREEMENT BETWEEN RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT AND THE CITY OF TEMECULA IN CONNECTION WITH THE MURRIETA CREEK FLOOD CONTROL, ENVIRONMENTAL RESTORATION AND RECREATION PROJECT THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. Findings. A. The City of Temecula ("City') is a municipal corporation, located in the County of Riverside, State of California. Pursuant to Government Code section 37350, the City is authorized to purchase, lease, receive, hold and enjoy real and personal property, and control and dispose of it for the common benefit. Pursuant to Government Code section 37351, the City may control, dispose of, and convey its property for the benefit of the City. B. The City is a local participant of the Murrieta Creek Flood Control, Environmental Restoration and Recreation Project ("Project') pursuant to that certain Cooperative Agreement dated January 11, 2005 between the District, the City of Temecula and the City of Murrieta. The Riverside County Flood Control and Water Conservation District ("District') has been working with the U.S. Army Corps of Engineers on the Project. The Project is comprised of several funding sources, including local participation by the Cities of Temecula and Murrieta. C. The Project was authorized as a multipurpose flood control, ecosystem restoration and recreation project. The Project is in the public interest and necessity and will benefit the community because it seeks to reduce the risk of flooding along Murrieta Creek in the Southwest area of Riverside County. The Project was authorized as a multipurpose flood control, ecosystem restoration and recreation project. The Project was originally anticipated to be constructed in the following four phases, subject to the necessary federal appropriations: • Phase I —Consists of a green -belt channel starting near the USGS gauging station located downstream of Old Town that extends approximately 3,000 feet upstream to First Street in Temecula. ' Phase II — Consists of a green -belt channel starting at First Street in Old Town that extends approximately 15,000 feet upstream, to Winchester Resos 14-51 Road in Temecula. ' Phase III - Consists of a 250 -acre stormwater detention basin, located near the confluence of Santa Gertrudis, Warm Springs and Murrieta Creeks in Murrieta. An approximate 50 -acre park and recreation area is included wihtin the basin. • Phase IV - Consists of a green -belt channel starting from the basin that extends approximately 19,000 feet up stream to Vineyard Parkway (formerly Tenaja Road) in the City of Murrieta. D. The District seeks to purchase the property interests described below from three City -owned parcels located in Old Town to construct Phase II of the Project: 1. The District seeks to purchase an approximate 741 square foot fee portion of the real property commonly known as 42081 Main Street, Temecula (APN 922 -036 -042 -District Parcel 7021-18B), which is improved with the Children's Museum. Pursuant to the attached Agreement for Sale and Purchase of Real Property and Joint Escrow Instructions Between Riverside County Flood Control and Water Conservation District and the City of Temecula (Portions of APN 922-036-042), the District will pay to the City the purchase price of $42,200 through escrow. The purchase price for the approximate 741 square foot parcel identified as District Parcel 7021-18B is not less than the District's appraisal of the fair market value of this parcel. The sale of District ' Parcel 7021-18B to the District will not impact the parking on this parcel. 2. The District seeks to purchase an approximate 4,117 square foot fee portion of the real property commonly known as 28601 Front Street, Temecula (APN 922 -036 -037 -District Parcel 7021-18C1), which is improved with the Old Town Community Theater. Pursuant to the attached Agreement for Sale and Purchase of Real Property and Joint Escrow Instructions Between Riverside County Flood Control and Water Conservation District and the City of Temecula (Portions of APN 922-036- 037), the District will pay to the City the purchase price of $21,000 through escrow. The purchase price for the approximate 4,117 square foot parcel identified as District Parcel 7021-18C1 is not less than the District's appraisal of the fair market value of this parcel, and includes payment for the cost of replacement of certain landscaping and irrigation improvements, including shrubs, groundcover, gate valves and irrigation lines impacted by the Project. The sale of District Parcel 7021-18C1 to the District will not impact the parking on this parcel. 3. The District seeks to purchase an approximate 19,452 square foot (0.45 acre) portion of the real property commonly known as 28640 Pujol Street, Temecula (APNs 922-053-020 and -021-District Parcel 7021-18D), which is a vacant lot. Pursuant to the attached Agreement for Sale and Purchase of Real Property and Joint Escrow Instructions Between Riverside County Flood Control and Water Conservation District and the City of Temecula, as Successor to the Housing Assets of ' the Temecula Redevelopment Agency (Portions of APNs 922-053-020 & 922-053-021, the District will pay to the City the purchase price of $53,200 through escrow. The purchase price for the approximate 19,452 square foot (0.45 acre) parcel identified as Resos 14-51 2 District Parcel 7021-18D is not less than the District's appraisal of the fair market value ' of this parcel. E. The District also seeks to purchase from the City a temporary construction easement with a three-year term on the approximate 3.64 -acre vacant City -owned parcel located at the northwest corner of Old Diaz Road and Rancho California Road and the northeast corner of Diaz Road and Rancho California Road, and identified as Riverside County Assessor's Parcel Number 921-020-089 to facilitate the construction of Phase Il. The 3.64 -acre parcel is identified by the District as District Parcel 7021- 33T. Pursuant to the terms of the attached Temporary Construction Easement and Right of Entry Agreement Between Riverside County Flood Control and Water Conservation District and the City of Temecula (APN 921-020-089), the District will pay to the City the purchase price of $118,000 within ten business days of the Effective Date of the Agreement as the total monetary consideration for the District's use of the temporary construction easement. The District will replace with material of like kind and quality any improvements, landscaping and irrigation located on District Parcel 7021-33T that are damaged as a result of the District's construction of the Project. The District will also install and maintain a 6 -foot chain-link fence with privacy screens around District Parcel 7021-33T five business days before it commences its use of the temporary construction easement. The District will maintain said fence during the term of the temporary ' construction easement. Further, the Agreement requires the District to keep the public right of way free of debris and dirt in connection with its use of the temporary construction easement and will install a gravel and metal entrance and exit area for said parcel in connection with its use of the temporary construction easement. The purchase price is not less than the District's appraisal of the fair market value of the temporary construction easement. Further, the Agreement requires that, on expiration of the term of the temporary construction easement, the District take such actions as the City may reasonably request to evidence and give effect to the extinguishment of the District's rights in said easement. Section 2. Approval of Three Purchase and Sale Agreements and Authority of City Manager to Implement the Sale of the Properties Identified as District Parcels 7021-18B, 7021-18C1 and 7021-18D. A. The City Council of the City of Temecula finds that the conveyance to the District of District Parcels 7021-18B, 7021-18C1 and 7021-18D is for the common benefit and for the benefit of the City. The construction of the Project will benefit the community because it seeks to reduce the risk of flooding along Murrieta Creek in the Southwest area of Riverside County. Accordingly, the City Council of the City of Temecula hereby approves those certain Purchase and Sale Agreements described in I Section 1.D.1, 1.D.2 and 1.D.3 above, which are attached hereto and incorporated herein by this reference (referred to collectively as "Purchase and Sale Agreements"), Resos 14-51 3 with such changes in the Purchase and Sale Agreements as may be mutually agreed ' upon by the District and the City Manager as are in substantial conformance with the form of the Purchase and Sale Agreements on file in the Office of the City Clerk. The Mayor is hereby authorized to execute the Purchase and Sale Agreements and the Grant Deeds conveying to the District the parcels described as District Parcels 7021- 186, 7021-18C1 and 7021-18D on behalf of the City. A copy of the final Purchase and Sale Agreements, when executed by the Mayor, shall be placed on file in the Office of the City Clerk. A copy of the recorded Grant Deeds shall also be placed on file in the Office of the City Clerk. Section 3. Approval of Temporary Construction Easement and Right of Entry Agreement and Authority of City Manager to Implement the Agreement for the Property Identified as District Parcel 7021-33T. A. The City Council of the City of Temecula hereby finds that the conveyance to the District of the temporary construction easement identified as District Parcel 7021- 33T will benefit the community and facilitate the District's construction of the Project. Accordingly, the City Council of the City of Temecula approves that certain agreement entitled "Temporary Construction Easement and Right of Entry Agreement Between Riverside County Flood Control and Water Conservation District and the City of Temecula (APN 921-020-089)", with such changes in the Temporary Construction Easement and Right of Entry Agreement as may be mutually agreed upon by the ' District and the City Manager as are in substantial conformance with the form of the Temporary Construction Easement and Right of Entry Agreement on file in the Office of the City Clerk. The Mayor is hereby authorized to execute the Temporary Construction Easement and Right of Entry Agreement on behalf of the City. A copy of the final Temporary Construction Easement and Right of Entry Agreement, when executed by the Mayor, shall be placed on file in the Office of the City Clerk. Section 4. City Manager's Authority. A. The City Manager (or his designee), is hereby authorized, on behalf of the City, to take all actions necessary and convenient to carry out and implement the Purchase and Sale Agreements, and to administer the City's obligations, responsibilities and duties to be performed under the Purchase and Sale Agreements, including but not limited to, escrow instructions and other similar agreements and documents as contemplated by or described in the Purchase and Sale Agreements or as necessary and convenient to implement the Purchase and Sale Agreement and to effectuate the transfer to the District of the property described as District Parcel 7021-18B, 7021-18C1 and 7021-18D. The City Manager (or his designee), is further authorized, on behalf of the City, to take all actions necessary and convenient to carry out and implement the Temporary Construction Easement and Right of Entry Agreement, and to administer the City's obligations, responsibilities and duties to be performed under the Temporary Construction Easement and Right of Entry Agreement, including but not limited to, ' approval and execution on behalf of the City of any such documents that are necessary and convenient to implement the Temporary Construction Easement and Right of Entry Resos 14-51 1 4 Agreement to grant to the District the temporary construction easement with a three- year term on the parcel described as District Parcel 7021-33T. Section 5. Certification. A. The City Clerk shall certify the adoption of this resolution. PASSED, APPROVED, AND ADOPTED by the City Council of the City of Temecula this 12th day of August, 2014. ATTEST: Randi Johl-Olson, JD, MMC City Clerk I [SEAL] r Resos 14-51 5 U Maryann Edwards, Mayor STATE OF CALIFORNIA ) ' COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) I, Randi Johl-Olson, JD, MMC, City Clerk of the City of Temecula, do hereby certify that the foregoing Resolution No. 14-51 was duly and regularly adopted by the City Council of the City of Temecula at a meeting thereof held on the 12th day of August, 2014, by the following vote: AYES: 4 COUNCIL MEMBERS: Comerchero, Naggar, Roberts, Washington NOES: 0 COUNCIL MEMBERS: None ABSENT: 0 COUNCIL MEMBERS: None ABSTAIN: 1 COUNCIL MEMBERS: Edwards ' Randi Johl-Olson, JD, MMC City Clerk Resos 14-51 6 ' APN: 922-036-042 RCFC PARCEL NO. 7021-18B PROJECT: MURRIETA CREEK PROJECT PHASE II AGREEMENT FOR SALE AND PURCHASE OF REAL PROPERTY AND JOINT ESCROW INSTRUCTIONS BETWEEN RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT AND THE CITY OF TEMECULA (APN 922-036-042) THIS AGREEMENT FOR SALE AND PURCHASE OF REAL PROPERTY AND JOINT ESCROW INSTRUCTIONS is entered into as of , 2014 by and between the RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT, a body politic (hereinafter called "DISTRICT" or "Buyer") and the CITY OF TEMECULA, a municipal corporation (hereinafter called "City" or "Seller") for acquisition by Buyer from Seller of certain real property interests hereinafter set forth. RECITALS A. The District has been working with the U.S. Army Corps of Engineers on the Murrieta Creek Flood Control, Environmental Restoration and Recreation Project ("Project"), which would reduce the potential threat of future flooding along Murrieta Creek in the Southwest area of Riverside County. B. The Project is comprised of several funding sources, including local participation by the Cities of Temecula and Murrieta. C. The City of Temecula is the record fee owner of that certain real property commonly known as 42081 Main Street, Temecula, and identified as Riverside County Assessor's Parcel Number 922-036-042 ("Property") pursuant to that certain Grant Deed recorded on June 13, 2014 as Document Number 2014-0218072 of Official Records of the County of Riverside. The Property, which is approximately 20,338 square feet (0.47 acre) in size, is improved with the Temecula Children's Museum. The Property is located along Murrieta Creek, within the Project area. D. The District desires to purchase in fee an approximate 741 square foot portion of the Property, which is referenced as RCFC Parcel No. 7021-18B and is described more particularly on Exhibits "A" and "B" hereto, which are incorporated herein by this reference (referred to below as the "Subject Property"). E. The Seller is a local participant in this Project pursuant to that certain Cooperative Agreement dated January 11, 2005 between the District, the City of Temecula and the City of Murrieta. NOW THEREFORE, for good and valuable consideration, the receipt and adequacy of which are acknowledged, Buyer and Seller mutually agree as follows: 1. AGREEMENT TO SELL AND PURCHASE. Seller agrees to sell to Buyer and ' Buyer agrees to purchase from Seller, upon the terms and for the consideration set forth in this Agreement, the fee interest in the Subject Property described on Exhibits "A" and "B" hereto. ' 2. PURCHASE PRICE. The total purchase price that Buyer will pay to Seller for the Subject Property is the sum of Forty-two Thousand Two Hundred Dollars ($42,200) ("Purchase Price"). Buyer shall pay the Purchase Price to Seller in cash at the Close of Escrow. Said Purchase Price includes the fair market value of the land comprising the Subject Property and the improvements in that area. The Purchase Price is broken down as follows: 741 square feet @ $38.00 x 100% of rights acquired = $28,158.00 Improvements in Subject Area = $14.017.00 Total $42,175.00 Rounded to $42,200.00 3. TITLE AND TITLE INSURANCE. Upon the Opening of Escrow as defined below in Section 4, Chicago Title Insurance Company (the "Escrow Holder") shall obtain and issue a title commitment for the Subject Property. Escrow Holder will also request two copies each of all instruments identified as exceptions on said title commitment. Upon receipt of the foregoing, Escrow Holder will deliver these instruments and the title commitment to Buyer and Seller. Escrow Holder will insure Buyer's fee title to the Subject Property, which is described above in Section 1, at the Close of Escrow by a CLTA Owner's Standard Coverage Policy of Title Insurance in the amount of the Purchase Price (the "Policy"). Buyer shall pay for the cost of the Policy. The Policy provided for pursuant to this Section will insure Buyer's interest in the Subject Property free and clear of all monetary liens and encumbrances, subject only to the following permitted conditions of title ("Permitted Title Exceptions"): ' a. The applicable zoning, building and development regulations of any municipality, county, state or federal jurisdiction affecting the Subject Property; b. Those non -monetary exceptions not objected to by Buyer within ten (10) business days after the date Buyer receives the title commitment and legible copies of all instruments noted as exceptions therein. If Buyer unconditionally disapproves any such exceptions, Escrow will thereupon terminate, all funds deposited therein will be refunded to Buyer (less Buyer's share of escrow cancellation charges), and this Agreement will be of no further force or effect. If Buyer conditionally disapproves any such exceptions, then Seller will use Seller's best efforts to cause such exceptions to be removed by the Close of Escrow. If such conditionally disapproved non -monetary exceptions are not removed by the Close of Escrow, Buyer may, at Buyer's option, either accept the Subject Property subject to such encumbrances, or terminate the Escrow and receive a refund of all funds deposited into Escrow (less Buyer's share of escrow cancellation charges), if any, and this Agreement will thereupon be of no further force or effect. At the Close of Escrow, Buyer's fee interest in the Subject Property will be free and clear of all monetary encumbrances. G. Taxes: Current fiscal year, including personal property tax, if any, and any further assessment thereto under Division 1, Part 0.5, Chapter 3.5 of Revenue and Taxation Code of the State of California. d. Quasi -public utility, public utility, public alley, public street easements, and rights of way of record. ' e. Taxes: All other taxes owed whether presently current or delinquent are to be current at the Close of Escrow. 4. ESCROW. The parties hereby establish an escrow ("Escrow") to accommodate the transaction contemplated by this Agreement. The City will provide a certified copy of the Agreement to Escrow Holder and the District. For purposes of this Agreement, Opening of Escrow means the date on which Escrow Holder receives a certified copy of the fully -executed Agreement. The parties shall open an escrow within five (5) business days of the date on which this Agreement is fully executed by the parties. Close of Escrow means the date on which the Grant Deed is delivered and recorded in the Official Records of the County of Riverside. The Close of Escrow will be as soon as possible after the Opening of Escrow, but in no event shall the Close of Escrow be later than ninety (90) calendar days after the Opening of Escrow. The parties hereto shall execute and deliver to Escrow Holder such escrow instructions prepared by Escrow Holder as may be required to consummate the transaction contemplated by this Agreement. Any such instructions shall not conflict, amend or supersede any provisions of this Agreement; this Agreement shall control unless the parties expressly agree in writing otherwise. The Escrow Instructions shall include the following terms and conditions of sale: a. Escrow Holder shall prorate any taxes between Buyer and Seller so that Seller is responsible for any taxes up to, but not including the date of apportionment and Buyer is responsible for any taxes from, and including the date of apportionment. The date of apportionment is the earlier of the following: (i) the date on which Buyer takes possession of the Subject Property pursuant to an Agreement for Possession and Use entered into between the parties or (ii) the date of the Close of Escrow. b. Escrow Holder is authorized to and shall charge Seller the amounts needed to place title in the condition necessary to satisfy Section 3 of this Agreement, excluding ' any penalty for prepayment to any lien holder in compliance with Section 1265.240 of the Califomia Code of Civil Procedure. C. Promptly upon Close of Escrow, Escrow Holder is authorized to and shall disburse all funds deposited with Escrow Holder by Buyer in payment of the Subject Property as follows: (i) deduct or credit all items chargeable to the account of Seller and/or Buyer pursuant to the provisions herein; (ii) disburse the balance of the Purchase Price to Seller; and (iii) disburse any excess proceeds deposited by Buyer to Buyer. d. Escrow Holder is authorized to and shall disburse funds and record the Grant Deed in the Official Records of the County of Riverside when Buyer and Seller have fulfilled the conditions of this transaction. All time limits within which any matter herein specified is to be performed may be extended by mutual agreement of the parties hereto. As discussed below in Section 14.e., any amendment of, or supplement to, this Agreement or any instructions must be in writing. 5. NECESSARY INSTRUMENTS. Seller will execute and deposit with Escrow Halder a Grant Deed, in the form attached as Exhibit "C" hereto before closing. Buyer and Seller agree to provide any additional instruments as may be necessary to complete this transaction. Buyer and Seller hereby agree to cooperate with the execution of all documents necessary to complete the transfer of the Subject Property, including, but not limited to, any supplemental instructions required to complete the transaction. 6. FEES, CHARGES AND COSTS. Buyer shall pay all of Buyer's and Seller's usual ' fees, charges and costs that arise in this transaction. -3- ' 7. PERMISSION TO ENTER ON PREMISES. Seller hereby grants to Buyer, or its authorized agents, permission to enter upon the Subject Property at all reasonable times prior to close of this transaction for the purpose of making necessary or appropriate inspections. Buyer will give Seller reasonable written notice before going on the Subject Property. Buyer does hereby indemnify and forever save Seller, Seller's heirs, successors, assigns, officers, employees, agents and attorneys free and harmless from and against any and all liability, loss, damages and costs and expenses, demands, causes of action, claims or judgments, whether or not arising from or occurring out of any damage to the Subject Property as a result of any accident or other occurrence at the Subject Property that is in any way connected with Buyer's inspections or non -permanent improvements involving entrance onto the Subject Property pursuant to this Section. If Buyer fails to acquire the Subject Property due to Buyer's default, this license will terminate upon the termination of Buyers right to purchase the Subject Property. In such event, Buyer will remove or cause to be removed all of Buyer's personal property, facilities, tools and equipment from the Subject Property. If Buyer does not remove all of Buyer's personal property, facilities, tools and equipment from the Subject Property within ten business days of the date that Buyer's license terminates under this Section, Seller has the right to remove said personal property, facilities, tools and equipment from the Subject Property. Buyer is responsible for all reasonable costs incurred by Seller in any such removal by Seller of Buyer's personal property, facilities, tools and equipment from the Subject Property. 8. POSSESSION OF SUBJECT PROPERTY. It is mutually understood and agreed by and between the parties hereto that the right of possession and use of the Subject Property by Buyer, including the right to remove and dispose of improvements, shall commence upon the earlier of the following: (i) the effective date of any Agreement for Possession and Use of the ' Subject Property entered into between the parties or (ii) the date of the Close of Escrow. 9. WARRANTIES AND REPRESENTATIONS OF SELLER. a. Seller represents and warrants that to the best of Seller's knowledge, there are no actions, suits, material claims, legal proceedings or any other proceedings affecting the Subject Property or any portion thereof, at law, or in equity before any court or governmental agency, domestic or foreign. b. Seller represents and warrants that to the best of Seller's knowledge, there are no encroachments onto the Subject Property by improvements on any adjoining property, nor do any buildings or improvements encroach on other properties. C. Seller represents and warrants that until the Close of Escrow, Seller shall maintain the Subject Property in good condition and state of repair and maintenance, and shall perform all of its obligations under any service contracts or other contracts affecting the Subject Property. d. Seller represents and warrants that until the Close of Escrow, Seller shall not do anything that would impair Seller's title to any of the Subject Property. e. Seller represents and warrants that to the best of Seller's knowledge, neither the execution of this Agreement nor the performance of the obligations herein will conflict with, or breach any of the provisions of any bond, note, evidence of indebtedness, contract, lease or other agreement or instrument to which the Subject Property may be bound. -4- ' f. Seller represents and warrants that until the Close of Escrow, Seller shall, upon learning of any fact or condition that would cause any of the warranties and representations in this Section 9 not to be true as of closing, immediately give written notice of such fact or condition to Buyer. g. Seller represents and warrants that it did not use, generate, release, discharge, store or dispose of any hazardous waste, toxic substances or related materials on, or under, in or about the Subject Property or transport any Hazardous Materials to or from the Subject Property and that it shall not use, generate, release, discharge, store or dispose of any hazardous waste, toxic substances or related materials on, or under, in or about the Subject Property prior to the Close of Escrow. The term "Hazardous Materials" shall mean any substance, material or waste which is or becomes regulated by any local governmental authority, the State of California 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 "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), (iii) defined as "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (iv) petroleum, (v) asbestos, (vi) polychlorinated biphenyls, (vii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (viii) designated as a "hazardous substances" pursuant to Section 311 of the Clean ' Water Act, (33 U.S.C. §1317), (ix) 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 (x) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42, U.S.C. §9601 et seq. (42 U.S.C.§9601). h. Seller represents that to the best of Seller's knowledge, the Subject Property is in compliance with all applicable statutes and regulations, including environmental, health and safety requirements. 10. REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to Seller the following, it being expressly understood and agreed that all such representations and warranties are to be true and correct as of the Close of Escrow and shall survive the Close of Escrow: a. Buyer has taken all required action to permit it to execute, deliver, and perform its obligations under this Agreement. b. Buyer has the power and authority to execute and deliver this Agreement and to carry out its obligations hereunder and consummate the transaction contemplated herein. 11. RELEASES. Buyer and Seller acknowledge and agree as follows: a. Buyer has had, or will have adequate opportunity to complete all physical and financial inspections, investigations and examinations of the Subject Property that it deems ' necessary and will be acquiring the Subject Property solely on the basis of, and in reliance upon, the same and the protection afforded by the title Policy. -5- ' b. Subject to the representations and warranties set forth in Section 9 and the disclaimer of Buyer provided within this Section 11, Buyer will be purchasing the Subject Property on an "AS IS. WHERE IS BASIS." Except for the representations and warranties set forth in Section 9.g., Buyer is not relying on and Seller has not made any warranties of any kind or character with respect to the environmental, soils, seismic or geotechnical condition of the Subject Property regarding Seller's own use of the Subject Property. Further, Buyer is not relying on, and Seller has not made and is not making any representations or warranties of any kind or character whatsoever with respect to the environmental, soils, seismic or geotechnical condition of the Subject Property based on the use of the Subject Property by any previous owner or occupant, including any use, generation, release, discharge, storage, or disposal of any hazardous waste, toxic substances or related materials on, under, in or about the Subject Property or transportation of any hazardous materials to or from the Subject Property by any previous seller or occupant of the Subject Property. 12. INDEMNITY. Seller agrees to indemnify, defend and hold Buyer harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage or expense (including, without limitation, attorneys' fees), resulting from, arising out of or based on any breach of Seller's warranties in Section 9.a. to 9.h. hereof. This indemnity extends only to liability created prior to or up to the Close of Escrow. Neither Buyer nor Seller shall be responsible for acts or omissions to act after close of this transaction. 13. NOTICES. All notices and demands shall be given in writing by certified or registered mail, postage prepaid, and return receipt requested, or by overnight carrier. Notices will be considered given upon the earlier of (a) two business days following deposit in the United States mail, postage prepaid, certified or registered, return receipt requested, or (b) one business day following deposit with an overnight carrier service. A copy of all notices shall be sent to the Escrow Company. Notices shall be addressed as provided below for the respective party. The parties agree, however, that if any party gives notice in writing of a change of name or address to the other party, notices to such party shall thereafter be given as demanded in that notice: CITY: City of Temecula 41000 Main Street Temecula, California 92590 Attention: Aaron Adams, City Manager COPY TO: Richards, Watson & Gershon Attention: Peter M. Thorson, City Attorney 355 South Grand Avenue, 40th Floor Los Angeles, California 90071-3101 BUYER: Riverside County Flood Control & Water Conservation District 1995 Market Street Riverside, California 92501 Attention: Greg Walker ' COPY TO: Riverside County Counsel's Office Attention: Synthia M. Gunzel, Deputy County Counsel 3960 Orange Street, Suite 500 Riverside, California 92501-3674 ESCROW Chicago Title Company HOLDER: 6370 Magnolia Avenue Riverside, California 92506-2405 Phone: (951) 782-2700 14. MISCELLANEOUS a. Natural Hazard Disclosure Statement. Seller will provide to Buyer within the time allowed by law a Natural Hazard Disclosure Statement in accordance with California Government Code sections 8589.3 - 8589.4 and 51183.5 and Public Resources Code sections 4136, 2621.9 and 2694. b. Default. In the event of a material breach or material default under this Agreement by either the Buyer or Seller, the non -defaulting party shall have, in addition to all rights available at law or equity, the right to terminate this Agreement and the Escrow for the purchase and sale of the Subject Property, by delivering written notice thereof to the defaulting party and to Escrow Holder, and if the Buyer is the non defaulting party, the Buyer shall thereupon promptly receive a refund of all prior deposits, if any. Such termination of the Escrow ' by a non -defaulting party shall be without prejudice to the non -defaulting party's rights and remedies at law or equity. C. Further Instructions. Each party agrees to execute such other and further escrow instructions as may be necessary or proper in order to consummate the transaction contemplated by this Agreement. d. Counterparts, Facsimile & Electronic Signatures. This Agreement may be executed in whole or in counterparts which together shall constitute the entire Agreement. Facsimile or electronic signatures/counterparts to this Agreement shall be effective as if the original signed counterpart were delivered. e. Amendments. Any amendments to this Agreement shall be effective only when duly executed by both Buyer and Seller and deposited with Escrow Holder. f. Governing Law. This Agreement is deemed to have been prepared by each of the parties hereto, and any uncertainty or ambiguity herein shall not be interpreted against the drafter, but rather, if such uncertainty or ambiguity exists, shall be interpreted according to the applicable rules of interpretation of contracts under the laws of the State of California, and not the substantive law of another state or the United States or federal common law. This Agreement shall be deemed to have been executed and delivered within the State of California, and the rights and obligations of the parties shall be governed by, and construed and enforced in accordance with, the laws of the State of California. ' g. Entire Agreement. This Agreement contains the entire agreement between the undersigned parties respecting the subject matter set forth herein, and expressly supersedes all previous or contemporaneous agreements, understandings, representations, or statements between the parties respecting said subject matter (whether oral or in writing). No person is authorized to make, and by execution hereof Seller and Buyer acknowledge that no person has made, any representation, warranty, guaranty or promise except as set forth herein; and no agreement, statement, representation or promise made by any such person who is not contained herein shall be valid or binding on Seller or Buyer. h. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the heirs, executors, administrators, successors and assigns of the parties hereto. i. Time of Essence. The parties acknowledge that time is of the essence in this Agreement, notwithstanding anything to the contrary in the Escrow company's general Escrow instructions. j. Remedies Not Exclusive and Waivers. No remedy conferred by any of the specific provisions of this Agreement is intended to be exclusive of any other remedy and each and every remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. The election of any one or more remedies shall not constitute a waiver of the right to pursue other available remedies. ' k. Legal Representation. The parties, and each of them, acknowledge that in connection with the negotiation and execution of this Agreement, they have each been represented by independent counsel of their own choosing and the parties executed the Agreement after review by such independent counsel, or, if they were not so represented, said non -representation is and was the voluntary, intelligent and informed decision and election of any of the parties not so represented; and, prior to executing this Agreement, each of the parties has had an adequate opportunity to conduct an independent investigation of all the facts and circumstances with respect to the matters which are the subject of this Agreement. I. Attorneys' Fees. If either party hereto incurs attorneys' fees in order to enforce, defend or interpret any of the terms, provisions or conditions of this Agreement or because of a breach of this Agreement by the other party, the prevailing party shall be entitled to recover reasonable attorneys' fees from the other party. M. Assignment. Buyer may assign its rights under this Agreement or may designate a nominee to acquire the Subject Property, provided, however, that any such assignment or designation shall not relieve Buyer of any of its obligations under this Agreement. IN WITNESS WHEREOF, the parties here have entered into this Agreement on the day and year set forth above. M1 ' SELLER: CITY OF TEMECULA, a municipal corporation Dated: v'' Jeff Comerchero, Mayor Pro Tem APPROVED AS TO FORM ATTEST: Dated: By: Randi Johl-Olson, JD, MMC RICHARDS, WATSON & GERSHON City Clerk Peter M. Thorson, City Attorney APPROVED AS TO FORM Dated: PAMELA J. WALLS County Counsel M Synthia M. Gunzel Deputy County Counsel 92 BUYER: RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT, a body politic Warren Williams General Manager -Chief Engineer EXHIBIT A t ' Murrieta Creek - Corps of Engineers Parcel 7021-I8D Being a portion of River Street as shown on the map of the Town of Temecula, Map Book 15, Page 726, records of San.Diego County, California, within the city of Temecula, Riverside County, California, described as follows: All of Parcel 7021-18B as shown on Record of Survey Book 119, Pages 40 through 44, records of Riverside County, California. UAryoLIAM L. STONE Q F Land Suryeyor No. 4758 Signed For: Riverside County Flood Control LS 4758 O and Water Conservation District r Exp. 9-30-07 Date: EXHIBIT B 1 - -- - -- ---r N -n ^CEL 702-1 BEING.A PORTION OF RIVER STREET AS SHOWN ON THE MAP OF THE TOWN OF TEMECULA, MAP BOOK 15, PAGE 726, RECORDS OF SAN DIEGO COUNTY, CALIFORNIA, WITHIN THE CITY OF TEMECULA, RIVERSIDE COUNTY, CALIFORNIA. M. B 15 / 726 SD. CO. \J 90. RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT 1995 MARKET ST. RIVERSIDE. CA. 92501 0 L. Sp�G,PL PROJECT: MURK I ETA CREEK C. 0. E. PH 2 9F �- THIS PLAT IS SOLELY AN Al IN LOCATING LS 4758 ° THE PARCEL(S) DESCRIBED IN. THE Exp. 9-30-07 ATTACHED DOCUMENT. IT IS NOT A PART * OF THE WRITTEN DESCRIPTION THEREIN. APPROVED DATE: PARCEL+ 702 1-18B PREPARED BY: RST SCALE: NO SCALE DATE: OCT 18, 2006 SHEET I OF I EXHIBIT C EXHIBIT "C" — FORM OF GRANT DEED ' RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: Riverside County Flood Control and Water Conservation District 1995 Market Street Riverside, California 92501 Attention: Greg Walker WITH A CONFORMED COPY TO: City of Temecula 41000 Main Street Temecula, California 92590 Attention: Citv Clerk ACE ABOVE FOR RECORDER'S USE ONLY], This Instrument is for the benefit of the Riverside County Flood Control and Water Conservation District, a body politic, and is exempt from Recording Fees (Govt. Code § 27383), Filing Fees (Govt. Code § 6103), and Documentary Transfer Tax (Rev & Tax Code § 11922). Documentary Transfer Tax: $0.00 Project: Murrieta Creek Phase It Project No.: 7-0-00021 RCFC Parcel No. 7021-18B APN: [X] Portions of APN 922-036-042 GRANT DEED THE UNDERSIGNED GRANTOR DECLARES AS FOLLOWS: i FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the CITY OF TEMECULA, a municipal corporation ("Grantor") hereby grants to the RIVERSIDE I COUNTY'FLOOD CONTROL AND WATER CONSERVATION DISTRICT, a body politic ('Grantee') certain real property located in the City of Temecula, County of Riverside, California consisting of an approximate 741 square foot area in fee of the real property commonly known as 42081 Main Street, Temecula, California, and identified as Riverside County Assessor's Parcel Number 922-036-042. This approximate 741 square foot fee area, which is known as RCFC Parcel No. 7021-18B, is referred to herein as the "Subject Property' and is described more particularly on Exhibit "A" and depicted on Exhibit "B" hereto. Exhibits "A" and "B" are incorporated herein by this reference. In WITNESS WHEREOF, the Grantor has executed this Grant Deed as of the date set forth below: Grant Deed RCFC Parcel No. 7021-18B L� 0 EXHIBIT "C" — FORM OF GRANT DEED Dated: ATTEST: Randi Johl-Olson, JD, MMC City Clerk APPROVED AS TO FORM: Peter M. Thorson, City Attorney Grant Deed RCFC Parcel No. 7021-18B GRANTOR CITY OF TEMECULA, a municipal corporation By: Jeff Comerchero, Mayor Pro Tem EXHIBIT "C" — FORM OF GRANT DEED ' CERTIFICATE OF ACCEPTANCE [District Parcel 7021-18B] This is to certify that the interest in the real property conveyed by the attached Grant Deed from Grantor City of Temecula, a municipal corporation, to Grantee Riverside County Flood Control and Water Conservation District, a body politic, is hereby accepted by the undersigned officer pursuant to authority conferred by resolution of the Board of Supervisors of said District adopted on May 12, 1961, and the Grantee consents to the recordation thereof by its duly authorized officer. Date: By: Warren D..Williams General Manager -Chief Engineer 1 . Project: Murrieta Creek -Phase II Project No. 7`0-00021 APN 922-036-042, ', RCFC Parcel No.,7021-18B Grant Deed RCFC Parcel No. 7021-18B Peea iuejo oi d IISIHX3 7 Murrieta Creek - Corps of Engineers Parcel 7021-18B Being a portion of River Street as shown on the map of the Town of Temecula, Map Book 15, Page 726, records of San.Diego County, California, within the city of Temecula, Riverside County, California, described as follows: All of Parcel 7021-18B as shown on Record of Survey Book 119, Pages 40 through 44, records of Riverside County, California. Q A No AVI L. STONE a Land Surveyor No. 4758 < Signed For: Riverside County Flood Control � Exp.. LA and Water Conservation District * 9-30--30- 07 * // Date: ,, h,1 /Z GODS Peea iuejo oi 81191HX3 BEING A PORTION OF RIVER STREET AS SHOWN ON THE MAP OF THE TOWN OF TEMECULA, MAP BOOK 15, PAGE 726, RECORDS OF SAN DIEGO COUNTY, CALIFORNIA, WITHIN THE CITY OF TEMECULA, RIVERSIDE COUNTY, CALIFORNIA. / / s / 9 m \ PARCEL \ \ 7021-18B / Al N45'30'064W \ 10.00' N44'29154 / 14.58' M.B 15 726 SD. CO. / RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT 1995 MARKET ST. RIVERSIDE, CA. 92501 PROJECT: MURRIETA CREEK C.O.E. PH 2 IPARCEL: 7021-18B 1 <D) THIS PLAT IS SOLELY AN AID IN LOCATING LS 4758 THE PARCEL(S) DESCRIBED IN THE Exp. 9-30-07 ATTACHED DOCUMENT. IT IS NOT A PART * OF THE WRITT29 DESCRIPTION THEREIN. APPROVED DATE: PREPARED BY: RST SCALE: NO SCALE DATE: OCT 18. 2006 SHEET I OF I APN: 922-036-037 RCFC PARCEL NO. 7021-18C1 PROJECT: MURRIETA CREEK PROJECT PHASE II AGREEMENT FOR SALE AND PURCHASE OF REAL PROPERTY AND JOINT ESCROW INSTRUCTIONS BETWEEN RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT AND THE CITY OF TEMECULA (APN 922-036-037) This AGREEMENT FOR SALE AND PURCHASE OF REAL PROPERTY AND JOINT ESCROW INSTRUCTIONS is entered into as of , 2014, by and between the RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT, a body politic (hereinafter called "District' or "Buyer") and the CITY OF TEMECULA, a municipal corporation, (hereinafter called "City" or "Seller") for acquisition by Buyer from Seller of certain real property interests hereinafter set forth. RECITALS A. The District has been working with the U.S. Army Corps of Engineers on the Murrieta Creek Flood Control, Environmental Restoration and Recreation Project ("Project"), which would reduce the potential threat of future flooding along Murrieta Creek in the Southwest area of Riverside County. ' B. The Project is comprised of several funding sources, including local participation by the Cities of Temecula and Murrieta. C. The City of Temecula is the record fee owner of that certain real property commonly known as 28545 Old Town Front Street, Temecula, and identified as Riverside County Assessor's Parcel Number 922-036-037 ("Property"). The Property, which is approximately 34,074 square feet (0.82 acre), is improved with the Old Town Temecula Community Theater. The Property is located along Murrieta Creek, within the Project area. D. The District desires to purchase in fee an approximate 4,117 square foot portion of the Property, which is referenced as RCFC Parcel No. 7021-18C1 and is described more particularly on Exhibits "A" and "B" hereto, which are incorporated herein by this reference (referred to below as the "Subject Property"). E. The Seller is a local participant in this Project pursuant to that certain Cooperative Agreement dated January 11, 2005 between the District, the City of Temecula and the City of Murrieta. NOW THEREFORE, for good and valuable consideration, the receipt and adequacy of which are acknowledged, Buyer and Seller mutually agree as follows: 1. AGREEMENT TO SELL AND PURCHASE. Seller agrees to sell to Buyer and Buyer agrees to purchase from Seller, upon the terms and for the consideration set forth in this Agreement, the fee interest in the Subject Property described on Exhibits "A" and "B" hereto. ' 2. PURCHASE PRICE. The total purchase price that Buyer will pay to Seller for the Subject Property is the sum of Twenty-one Thousand Dollars ($21,000) ("Purchase Price"). Buyer shall pay the Purchase Price to Seller in cash at the Close of Escrow. Said Purchase Price includes the fair market value of the land comprising the Subject Property and the cost of replacement of certain landscaping and irrigation improvements, including shrubs, groundcover, gate valves and irrigation lines that the construction of the Project will impact. 3. TITLE AND TITLE INSURANCE. Upon the Opening of Escrow as defined below in Section 4, Chicago Title Insurance Company (the "Escrow Holder") shall obtain and issue a title commitment for the Subject Property. Escrow Holder will also request two copies each of all instruments identified as exceptions on said title commitment. Upon receipt of the foregoing, Escrow Holder will deliver these instruments and the title commitment to Buyer and Seller. Escrow Holder will insure Buyer's fee title to the Subject Property, which is described above in Section 1, at the Close of Escrow by a CLTA Owner's Standard Coverage Policy of Title Insurance in the amount of the Purchase Price (the "Policy"). Buyer shall pay for the cost of the Policy. The Policy provided for pursuant to this Section will insure Buyer's interest in the Subject Property free and clear of all monetary liens and encumbrances, subject only to the following permitted conditions of title ("Permitted Title Exceptions"): a. The applicable zoning, building and development regulations of any municipality, county, state or federal jurisdiction affecting the Subject Property; b. Those non -monetary exceptions not objected to by Buyer within ten (10) business days after the date Buyer receives the title commitment and legible copies of all ' instruments noted as exceptions therein. If Buyer unconditionally disapproves any such exceptions, Escrow will thereupon terminate, all funds deposited therein will be refunded to Buyer (less Buyer's share of escrow cancellation charges), and this Agreement will be of no further force or effect. If Buyer conditionally disapproves any such exceptions, then Seller will use Seller's best efforts to cause such exceptions to be removed by the Close of Escrow. If such conditionally disapproved non -monetary exceptions are not removed by the Close of Escrow, Buyer may, at Buyer's option, either accept the Subject Property subject to such encumbrances, or terminate the Escrow and receive a refund of all funds deposited into Escrow (less Buyer's share of escrow cancellation charges), if any, and this Agreement will thereupon be of no further force or effect. At the Close of Escrow, Buyer's fee interest in the Subject Property will be free and clear of all monetary encumbrances. C. Taxes: Current fiscal year, including personal property tax, if any, and any further assessment thereto under Division 1, Part 0.5, Chapter 3.5 of Revenue and Taxation Code of the State of California. d. Quasi -public utility, public utility, public alley, public street easements, and rights of way of record. e. Taxes: All other taxes owed whether presently current or delinquent are to be current at the Close of Escrow. 4. ESCROW. The parties hereby establish an escrow ("Escrow") to accommodate the transaction contemplated by this Agreement. The City will provide a certified copy of the Agreement to Escrow Holder and the District. For purposes of this Agreement, Opening of Escrow means the date on which Escrow Holder receives a certified copy of the fully -executed Agreement. The parties shall open an escrow within five (5) business days of the -2- ' date on which this Agreement is fully executed by the parties. Close of Escrow means the date on which the Grant Deed is delivered and recorded in the Official Records of the County of Riverside. The Close of Escrow will be as soon as possible after the Opening of Escrow, but in no event shall the Close of Escrow be later than ninety (90) calendar days after the Opening of Escrow. The parties hereto shall execute and deliver to Escrow Holder such escrow instructions prepared by Escrow Holder as may be required to consummate the transaction contemplated by this Agreement. Any such instructions shall not conflict, amend or supersede any provisions of this Agreement; this Agreement shall control unless the parties expressly agree in writing otherwise. The Escrow Instructions shall include the following terms and conditions of sale: a. Escrow Holder shall prorate any taxes between Buyer and Seller so that Seller is responsible for any taxes up to, but not including the date of apportionment and Buyer is responsible for any taxes from, and including the date of apportionment. The date of apportionment is the earlier of the following: (i) the date on which Buyer takes possession of the Subject Property pursuant to an Agreement for Possession and Use entered into between the parties or (ii) the date of the Close of Escrow. b. Escrow Holder is authorized to and shall charge Seller the amounts needed to place title in the condition necessary to satisfy Section 3 of this Agreement, excluding any penalty for prepayment to any lien holder in compliance with Section 1265.240 of the California Code of Civil Procedure. C. Promptly upon Close of Escrow, Escrow Holder is authorized to and ' shall disburse all funds deposited with Escrow holder by Buyer in payment of the Subject Property as follows: (i) deduct or credit all items chargeable to the account of Seller and/or Buyer pursuant to the provisions herein; (ii) disburse the balance of the Purchase Price to Seller; and (iii) disburse any excess proceeds deposited by Buyer to Buyer. d. Escrow Holder is authorized to and shall disburse funds and record the Grant Deed in the Official Records of the County of Riverside when Buyer and Seller have fulfilled the conditions of this transaction. All time limits within which any matter herein specified is to be performed may be extended by mutual agreement of the parties hereto. As discussed below in Section 14.e., any amendment of, or supplement to, this Agreement or any instructions must be in writing. 5. NECESSARY INSTRUMENTS. Seller will execute and deposit with Escrow Holder a Grant Deed, in the form attached as Exhibit "C" hereto before closing. Buyer and Seller agree to provide any additional instruments as may be necessary to complete this transaction. Buyer and Seller hereby agree to cooperate with the execution of all documents necessary to complete the transfer of the Subject Property, including, but not limited to, any supplemental instructions required to complete the transaction. 6. FEES, CHARGES AND COSTS. Buyer shall pay all of Buyer's and Seller's usual fees, charges and costs that arise in this transaction. 7. PERMISSION TO ENTER ON PREMISES. Seller hereby grants to Buyer, or its authorized agents, permission to enter upon the Subject Property at all reasonable times prior to close of this transaction for the purpose of making necessary or appropriate inspections. ' Buyer will give Seller reasonable written notice before going on the Subject Property. Buyer -3- ' does hereby indemnify and forever save Seller, Seller's heirs, successors, assigns, officers, employees, agents and attorneys free and harmless from and against any and all liability, loss, damages and costs and expenses, demands, causes of action, claims or judgments, whether or not arising from or occurring out of any damage to the Subject Property as a result of any accident or other occurrence at the Subject Property that is in any way connected with Buyer's inspections or non -permanent improvements involving entrance onto the Subject Property pursuant to this Section. If Buyer fails to acquire the Subject Property due to Buyer's default, this license will terminate upon the termination of Buyer's right to purchase the Subject Property. In such event, Buyer will remove or cause to be removed all of Buyer's personal property, facilities, tools and equipment from the Subject Property. If Buyer does not remove all of Buyer's personal property, facilities, tools and equipment from the Subject Property within ten business days of the date that Buyer's license terminates under this Section, Seller has the right to remove said personal property, facilities, tools and equipment from the Subject Property. Buyer is responsible for all reasonable costs incurred by Seller in any such removal by Seller of Buyer's personal property, facilities, tools and equipment from the Subject Property. 8. POSSESSION OF SUBJECT PROPERTY. It is mutually understood and agreed by and between the parties hereto that the right of possession and use of the Subject Property by Buyer, including the right to remove and dispose of improvements, shall commence upon the earlier of the following: (i) the effective date of any Agreement for Possession and Use of the Subject Property entered into between the parties or (ii) the date of the Close of Escrow. 9. WARRANTIES AND REPRESENTATIONS OF SELLER. ' a. Seller represents and warrants that to the best of Seller's knowledge, there are no actions, suits, material claims, legal proceedings or any other proceedings affecting the Subject Property or any portion thereof, at law, or in equity before any court or governmental agency, domestic or foreign. b. Seller represents and warrants that to the best of Seller's knowledge, there are no encroachments onto the Subject Property by improvements on any adjoining property, nor do any buildings or improvements encroach on other properties. C. Seller represents and warrants that until the Close of Escrow, Seller shall maintain the Subject Property in good condition and state of repair and maintenance, and shall perform all of its obligations under any service contracts or other contracts affecting the Subject Property. d. Seller represents and warrants that until the Close of Escrow, Seller shall not do anything that would impair Seller's title to any of the Subject Property. e. Seller represents and warrants that to the best of Seller's knowledge, neither the execution of this Agreement nor the performance of the obligations herein will conflict with, or breach any of the provisions of any bond, note, evidence of indebtedness, contract, lease or other agreement or instrument to which the Subject Property may be bound. f. Seller represents and warrants that until the Close of Escrow, Seller shall, upon learning of any fact or condition that would cause any of the warranties and representations in this Section 9 not to be true as of closing, immediately give written notice of such fact or condition to Buyer. 10 g. Seller represents and warrants that it did not use, generate, release, discharge, store or dispose of any hazardous waste, toxic substances or related materials on, or under, in or about the Subject Property or transport any Hazardous Materials to or from the Subject Property and that it shall not use, generate, release, discharge, store or dispose of any hazardous waste, toxic substances or related materials on, or under, in or about the Subject Property prior to the Close of Escrow. The term "Hazardous Materials" shall mean any substance, material or waste which is or becomes regulated by any local governmental authority, the State of California 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 "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), (iii) defined as "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (iv) petroleum, (v) asbestos, (vi) polychlorinated biphenyls, (vii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (viii) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. §1317), (ix) 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 (x) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42, U.S.C. §9601 et seq. (42 U.S.C. §9601). ' h. Seller represents that to the best of Sellers knowledge, the Subject Property is in compliance with all applicable statutes and regulations, including environmental, health and safety requirements. 10. REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to Seller the following, it being expressly understood and agreed that all such representations and warranties are to be true and correct as of the Close of Escrow and shall survive the Close of Escrow: a. Buyer has taken all required action to permit it to execute, deliver, and perform its obligations under this Agreement. b. Buyer has the power and authority to execute and deliver this Agreement and to carry out its obligations hereunder and consummate the transaction contemplated herein. 11. RELEASES. Buyer and Seller acknowledge and agree as follows: a. Buyer has had, or will have adequate opportunity to complete all physical and financial inspections, investigations and examinations of the Subject Property that it deems necessary and will be acquiring the Subject Property solely on the basis of, and in reliance upon, the same and the protection afforded by the title Policy. b. Subject to the representations and warranties set forth in Section 9 ' and the disclaimer of Buyer provided within this Section 11, Buyer will be purchasing the Subject Property on an "AS IS. WHERE IS BASIS." Except for the representations and -5- ' warranties set forth in Section 9.g., Buyer is not relying on and Seller has not made any warranties of any kind or character with respect to the environmental, soils, seismic or geotechnical condition of the Subject Property regarding Seller's own use of the Subject Property. Further, Buyer is not relying on, and Seller has not made and is not making any representations or warranties of any kind or character whatsoever with respect to the environmental, soils, seismic or geotechnical condition of the Subject Property based on the use of the Subject Property by any previous owner or occupant, including any use, generation, release, discharge, storage, or disposal of any hazardous waste, toxic substances or related materials on, under, in or about the Subject Property or transportation of any hazardous materials to or from the Subject Property by any previous seller or occupant of the Subject Property. 12. INDEMNITY. Seller agrees to indemnify, defend and hold Buyer harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage or expense (including, without limitation, attorneys' fees), resulting from, arising out of or based on any breach of Seller's warranties in Section 9.a. to 9.h. hereof. This indemnity extends only to liability created prior to or up to the Close of Escrow. Neither Buyer nor Seller shall be responsible for acts or omissions to act after close of this transaction. 13. NOTICES. All notices and demands shall be given in writing by certified or registered mail, postage prepaid, and return receipt requested, or by overnight carrier. Notices will be considered given upon the earlier of (a) two business days following deposit in the United States mail, postage prepaid, certified or registered, return receipt requested, or (b) one business day following deposit with an overnight carrier service. A copy of all notices shall be sent to the Escrow Company. Notices shall be addressed as provided below for the respective party. The parties agree, however, that if any party gives notice in writing of a change of name or address to the other party, notices to such party shall thereafter be given as demanded in that notice: CITY: City of Temecula 41000 Main Street Temecula, California 92590 Attention: Aaron Adams, City Manager COPY TO: Richards, Watson & Gershon Attention: Peter M. Thorson, City Attorney 355 South Grand Avenue, 40th Floor Los Angeles, California 90071-3101 BUYER: Riverside County Flood Control & Water Conservation District 1995 Market Street Riverside, California 92501 Attention: Greg Walker COPY TO: Riverside County Counsel's Office Attention: Synthia M. Gunzel, Deputy County Counsel 3960 Orange Street, Suite 500 Riverside, California 92501-3674 of ' ESCROW Chicago Title Company HOLDER 6370 Magnolia Avenue Riverside, California 92506-2405 Phone: (951) 782-2700 14. MISCELLANEOUS. a. Natural Hazard Disclosure Statement. Seller will provide to Buyer within the time allowed by law a Natural Hazard Disclosure Statement in accordance with California Government Code sections 8589.3 - 8589.4 and 51183.5 and Public Resources Code sections 4136, 2621.9 and 2694. b. Default. In the event of a material breach or material default under this Agreement by either the Buyer or Seller, the non -defaulting party shall have, in addition to all rights available at law or equity, the right to terminate this Agreement and the Escrow for the purchase and sale of the Subject Property, by delivering written notice thereof to the defaulting party and to Escrow Holder, and if the Buyer is the non defaulting party, the Buyer shall thereupon promptly receive a refund of all prior deposits, if any. Such termination of the Escrow by a non -defaulting party shall be without prejudice to the non -defaulting party's rights and remedies at law or equity. C. Further Instructions. Each party agrees to execute such other and further escrow instructions as may be necessary or proper in order to consummate the transaction contemplated by this Agreement. d. Counterparts, Facsimile & Electronic Signatures. This Agreement may be executed in whole or in counterparts which together shall constitute the entire Agreement. Facsimile or electronic signatures/counterparts to this Agreement shall be effective as if the original signed counterpart were delivered. e. Amendments. Any amendments to this Agreement shall be effective only when duly executed by both Buyer and Seller and deposited with Escrow Holder. f. Governing Law. This Agreement is deemed to have been prepared by each of the parties hereto, and any uncertainty or ambiguity herein shall not be interpreted against the drafter, but rather, if such uncertainty or ambiguity exists, shall be interpreted according to the applicable rules of interpretation of contracts under the laws of the State of California, and not the substantive law of another state or the United States or federal common law. This Agreement shall be deemed to have been executed and delivered within the State of California, and the rights and obligations of the parties shall be governed by, and construed and enforced in accordance with, the laws of the State of California. g. Entire Agreement. This Agreement contains the entire agreement between the undersigned parties respecting the subject matter set forth herein, and expressly supersedes all previous or contemporaneous agreements, understandings, representations, or statements between the parties respecting said subject matter (whether oral or in writing). No person is authorized to make, and by execution hereof Seller and Buyer acknowledge that no person has made, any representation, warranty, guaranty or promise except as set forth herein; and no agreement, statement, representation or promise made by any such person who is not ' contained herein shall be valid or binding on Seller or Buyer. -7- ' h. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the heirs, executors, administrators, successors and assigns of the parties hereto. i. Time of Essence. The parties acknowledge that time is of the essence in this Agreement, notwithstanding anything to the contrary in the Escrow company's general Escrow instructions. j. Remedies Not Exclusive and Waivers. No remedy conferred by any of the specific provisions of this Agreement is intended to be exclusive of any other remedy and each and every remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. The election of any one or more remedies shall not constitute a waiver of the right to pursue other available remedies. k. Legal Representation. The parties, and each of them, acknowledge that in connection with the negotiation and execution of this Agreement, they have each been represented by independent counsel of their own choosing and the parties executed the Agreement after review by such independent counsel, or, if they were not so represented, said non -representation is and was the voluntary, intelligent and informed decision and election of any of the parties not so represented; and, prior to executing this Agreement, each of the parties has had an adequate opportunity to conduct an independent investigation of all the facts and circumstances with respect to the matters which are the subject of this Agreement. ' I. Attorneys' Fees. If either party hereto incurs attorneys' fees in order to enforce, defend or interpret any of the terms, provisions or conditions of this Agreement or because of a breach of this Agreement by the other party, the prevailing party shall be entitled to recover reasonable attorneys' fees from the other party. M. Assignment. Buyer may assign its rights under this Agreement or may designate a nominee to acquire the Subject Property, provided, however, that any such assignment or designation shall not relieve Buyer of any of its obligations under this Agreement. IN WITNESS WHEREOF, the parties here have entered into this Agreement on the day and year set forth above. M1 APPROVED AS TO FORM Dated: RICHARDS, WATSON & GERSHON By: Peter M. Thorson, City Attorney Dated: APPROVED AS TO FORM PAMELA J. WALLS County Counsel Synthia M. Gunzel Deputy County Counsel SELLER: CITY OF TEMECULA, a municipal corporation By: Jeff Comerchero, Mayor Pro Tem ATTEST: is Randi Johl-Olson, JD. MMC City Clerk BUYER: RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT, a body politic 0 ME Warren Williams General Manager -Chief Engineer EXHIBIT A J Exhibit "A" Murrieta Creek -Corps of Engineers Parcel 7021-18C1 Being a portion of River Street as shown on the map of the Town of Temecula, Map Book 15, Page 726, records of San Diego County, California, within the city of Temecula, Riverside County, California, described as follows: All of Parcel 7021-18C as shown on Record of Survey Book 119, Pages 40 through 44, records of Riverside County, California. Excepting therefrom that portion lying Northeasterly and Southeasterly of the following described line: Beginning at the most Southerly corner of said Parcel: Thence North 45" 31' 35" West 16.62 feet along the Southwesterly line of said Parcel; Thence North 311 22' 32" West 137.53 feet parallel with and Southwesterly 6.00 feet, measured at right angles from the Northeasterly line of said Parcel to a point parallel with and Southeasterly 30.00 feet, measured at right angles from the Northwesterly line of said Parcel; Thence North 44" 30'47" East 6.19 feet along said parallel line to an angle point on the Easterly line of said Parcel being the Point of Terminus. Said angle point being the intersection of the following two courses: North 44° 30' 47" East 22.69 feet, and North 311 22'32" West 154.67 feet as shown on said Record of Survey, &V "\�+ �/% LS O 0 WILLIAM R. HOF ER XP3�� aALand Surveyor N Signed For: Riverside County Flood Control * * 0 3 yr �d and Water Conservation District F OF 30 Af4c �O� Date: l/l EXHIBIT B Exhibit 'B" BEING A PORTION OF RIVER STREET AS SHOWN ON THE MAP OF THE TOWN OF TEMECULA, MAP BOOK 15. PAGE 726. RECORDS OF SAN DIEGO COUNTY. CALIFORNIA. WITHIN THE CITY OF TEMECULA, RIVERSIDE COUNTY, CALIFORNIA. PARCEL tee° R.S119/40-44 °° C'9' 7360 Exp. 12-31-11 „ I P. 0. B. N44'30'18"E 2.00' RIVERSIDE COUNTY PARCEL) CONSERVATION DISTRICT C 7021-25 yo PROJECT NAVE. MURR I ETA CREEK C.O.E. PH YOB THIS PLAT IS SOLELY AN AID IN LOCATING CFC PARCEL N1.NIBERISI. N45' 31' 35"W SCALE, PREPARED BY. THE PARCEL(S) DESCRIBED IN P^ ,50 30.00' NO SCALE RST SNEET NO. ATTACHED DOCUMENT. IT IS NOT A PART P N44. 30' 47"E a 00 22.69' yyti0 �' �P. 0. T. 6. 00' 0PARCEL> 7021-18C PARCEL / GF 7021-18C2 �Sp� \ PARCEL1-1C 9F�7 O 1 RIVER STREET L� NBK.474 VACATED PER PG. 109 AUGUST 6, 1940 0. R. R I V. CO. PARCEL tee° R.S119/40-44 °° C'9' 7360 Exp. 12-31-11 „ I P. 0. B. N44'30'18"E 2.00' RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT 1995 MARKET ST. RIVERSIDE. CA. 92501 PROJECT NAVE. MURR I ETA CREEK C.O.E. PH 2 THIS PLAT IS SOLELY AN AID IN LOCATING CFC PARCEL N1.NIBERISI. SCALE, PREPARED BY. THE PARCEL(S) DESCRIBED IN THE PARCEL 7021-1801 NO SCALE RST SNEET NO. ATTACHED DOCUMENT. IT IS NOT A PART OF THE WRITTEN DESCRIPTION THEREIN. MAR -30-2011 I OF I 7 u EXHIBIT C EXHIBIT "C"— FORM OF GRANT DEED RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: Riverside County Flood Control and Water Conservation District 1995 Market Street Riverside, California 92501 Attention: Greg Walker WITH A CONFORMED COPY TO: City of Temecula 41000 Main Street Temecula, California 92590 Attention: City Clerk IN 'tel 'moi' This Instrument is for the benefit of the Riverside County Flood Con of and Water Conservation District, a body politic, and is exempt from Recording Fees (Govt. Code § 27383). Filing Fees (Govt. Code § 6103), and Documentary Transfer Tax (Rev & Tax Code § 11922). Documentary Transfer Tax: $0.00 Q Project: Murrieta Creek Phase 11 Project No.: 7-0-00021 RCFC Parcel No. 7021-18C1 APN: [X] Portions of APN 922-03637 �� ,RANT DEED THE UNDERSIGNED GRyANTOR DECLARES AS FOLLOWS: FOR VALUABLEC NSIDERATION, receipt of which is hereby acknowledged, the CITYkOF TEMEEWLA, a municipal corporation ("Grantor") hereby grants to the RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT, a body politic ("Grantee') certain real property consisting of an approximate 4,117 squfafe`footvarea'1 fee of the real property located in the City of Temecula, County of Riverside&California, commonly known as 28545 Old Town Front Street, Temecula, California\andridentified as Riverside County Assessor's Parcel Number 922-036-037. This approximate 4,117 square foot fee area, which is known as RCFC Parcel 7021- 18x1, is referred to herein as the "Subject Property' and is described more particularly on Exhibit "A" and depicted on Exhibit "B" hereto. Exhibits "A" and "B" are attached hereto and incorporated herein by this reference. In WITNESS WHEREOF, the Grantor has executed this Grant Deed as of the date set forth below: Grant Deed RCFC Parcel 7021-18C1 r EXHIBIT "C" — FORM OF GRANT DEED Dated: ATTEST: Randi Johl-Olson, JD, M City Clerk APPROVED AS TO FORM: Peter M. Thorson, City Attorney n GRANTOR CITY OF TEMECULA, a municipal corporation Jeff Comerchero, Mayor Pro Tem Grant Deed RCFC Parcel 7021-18CI EXHIBIT "C"— FORM OF GRANT DEED CERTIFICATE OF ACCEPTANCE [District Parcel 7021-18C1] This is to certify that the interest in the real property conveyed by the attached Grant Deed from Grantor City of Temecula, a municipal corporation, to Grantee Riverside County Flood Control and Water Conservation District, a body politic, is hereby accepted by the undersigned officer pursuant to authority conferred by resolution of the Board of Supervisors of said District adopted on May 12, 1961, and the Grantee c6rissents to the recordation thereof by its duly authorized officer. n Date: 0 Warren DWilliains Genera a� ge°�r C�hiefx ngmeer N; Project:\M�u�����rrieta Creek Phase II Project No l 0 00021 APN 922-036-037 RCFC Parcel No. 7021-18C1 Grant Deed RCFC Parcel 7021-18C1 EXHIBIT A to Grant Deed 77 Exhibit "A" Murrieta Creek -Corps of Engineers Parcel 7021-18C1 Being a portion of River Street as shown on the map of the Town of Temecula, Map Book 15, Page 726, records of San Diego County, California, within the city of Temecula, Riverside County, California, described as follows: All of Parcel 7021-I8C as shown on Record of Survey Book 119, Pages 40 through 44, records of Riverside County, California. Excepting therefrom that portion lying Northeasterly and Southeasterly of the following described line: Beginning at the most Southerly corner of said Parcel: Thence North 45° 31' 35" West 16.62 feet along the Southwesterly line of said Parcel; Thence North 311 22' 32" West 137.53 feet parallel with and Southwesterly 6.00 feet, measured at right angles from the Northeasterly line of said Parcel to a point parallel with and Southeasterly 30.00 feet, measured at right angles from the Northwesterly line of said Parcel; Thence North 440 30'47" East 6.19 feet along said parallel line to an angle point on the Easterly line of said Parcel being the Point of Terminus. Said angle point being the intersection of the following two courses: North 44° 30' 47" East 22.69 feet, and North 31° 22'32" West 154.67 feet as shown on said Record of Survey. AN 01 1 WILLIAM R. HORIER is o/fid/ Exp. $/� Z M Land Surveyor N 360 * Signed For: Riverside County Flood Control �aann/i d Water Conservation District F OP CAL% ° Date: -V/il ee reV EXHIBIT B to Grant Deed Exhibit 'B" BEING A PORTION OF RIVER STREET AS SHOWN ON THE MAP OF THE TOWN OF TEMECULA. MAP BOOK 15, PAGE 726, RECORDS OF SAN DIEGO COUNTY, CALIFORNIA. WITHIN THE CITY OF TEMECULA, RIVERSIDE COUNTY. CALIFORNIA. CPARCEL 7021-25 yo PP Ytr @ P1 Q N45'31'35"W 30.00' N44'30'47"E 0 � 22.69' � SPP �P. 0. T. 6. 00' q 0PARCEL> 7021-18C/ PARCEL i` 7021-IBC2 ��srQ�t�r OF 702ARIBCI y� \ RIVERCELRT STREET VACATED PER `'• 8K.474 PG. 109 AUGUST 6, 1940 9S. PARCEL v' 07021 -23> �sy %4 0. R. R I V. CO. 's 3 '0 .sO R. S 119 / 40 - 44 °°- P. P.O. B. N44'30'18"E 2.00' RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT 1995 MARKET ST. RIVERSIDE. CA. 92501 PROJECT NANE, MURR I ETA CREEK C.O.E. PH 2 THIS PLAT IS SOLELY AN AID IN LOCATING RCFC PARCEL NLMSERISI. SCALE. PREPARED BY, THE PARCEL(S) DESCRIBED IN THE PARCEL 7021-1901 NO SCALE RST SHEET NO. ATTACHED DOCUMENT. IT IS NOT A PART OF THE WRITTEN DESCRIPTION THEREIN. MAR -30-2011 I I OF I APN: 922-053-020 & -021 RCFC PARCEL NO. 7021-18D PROJECT: MURRIETA CREEK PROJECT PHASE II AGREEMENT FOR SALE AND PURCHASE OF REAL PROPERTY AND JOINT ESCROW INSTRUCTIONS BETWEEN RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT AND THE CITY OF TEMECULA (APNs 922-053-020 & 922-053-021) THIS AGREEMENT FOR SALE AND PURCHASE OF REAL PROPERTY AND JOINT ESCROW INSTRUCTIONS is entered into as of , 2014 by and between the RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT, A body politic (hereinafter called "District" or "Buyer") and the CITY OF TEMECULA, as successor to the housing assets of the Temecula Redevelopment Agency (hereinafter called "City" or "Seller") for acquisition by Buyer from Seller of certain real property interests hereinafter set forth. RECITALS A. The District has been working with the U.S. Army Corps of Engineers on the Murrieta Creek Flood Control, Environmental Restoration and Recreation Project ("Project'), which would reduce the potential threat of future flooding along Murrieta Creek in the Southwest ' area of Riverside County. B. The Project is comprised of several funding sources, including local participation by the Cities of Temecula and Murrieta. C. The City of Temecula, as successor to the housing assets of the Temecula Redevelopment Agency, is the record fee owner of that certain approximate 43,012 square foot (0.99 -acre) vacant real property commonly known as 28640 Pujol Street, Temecula, and identified as Riverside County Assessor's Parcel Numbers 922-053-020 and 922-053-021 ("Property"). The Property is located along Murrieta Creek, within the Project area. D. The District desires to purchase in fee an approximate 19,452 square foot portion of the Property. The approximate 19,452 square foot portion of the Property is referenced as RCFC Parcel 7021-18D and is described more particularly on Exhibits "A" and "B" hereto, which are incorporated herein by this reference (referred to below as the "Subject Property"). E. The Seller is a local participant in this Project pursuant to that certain Cooperative Agreement dated January 11, 2005 between the District, the City of Temecula and the City of Murrieta. NOW THEREFORE, for good and valuable consideration, the receipt and adequacy of which are acknowledged, Buyer and Seller mutually agree as follows: 1. AGREEMENT TO SELL AND PURCHASE. Seller agrees to sell to Buyer and Buyer agrees to purchase from Seller, upon the terms and for the consideration set forth in this ' Agreement, the fee interest in the Subject Property described on Exhibits "A" and "B" hereto. 2. PURCHASE PRICE. The total purchase price that Buyer will pay to Seller for the Subject Property is the sum of Fifty-three Thousand Two Hundred Dollars ($53,200) ("Purchase Price"). Buyer shall pay the Purchase Price to Seller in cash at the Close of Escrow, as defined below in Section 4. The Purchase Price is broken down as follows: Residential area outside of River Street 2,719 square feet @ $17.25 x 100% $ 46,903.00 Open Space Area outside of River Street 12,060 square feet @ $0.50 x 100% $ 6,030.00 Residential area within River Street 4,673 square feet @ $0.50 x 10% $ 234.00 Total $ 53,167.00 Rounded $ 53,200.00 3. TITLE AND TITLE INSURANCE. Upon the Opening of Escrow as defined below in Section 4, Chicago Title Insurance Company (the "Escrow Holder") shall obtain and issue a title commitment for the Subject Property. Escrow Holder will also request two copies each of all instruments identified as exceptions on said title commitment. Upon receipt of the foregoing, Escrow Holder will deliver these instruments and the title commitment to Buyer and Seller. Escrow Holder will insure Buyer's fee title to the Subject Property, which is described above in Section 1, at the Close of Escrow by a CLTA Owner's Standard Coverage Policy of Title Insurance in the amount of the Purchase Price (the "Policy"). Buyer shall pay for the cost of the Policy. The Policy provided for pursuant to this Section will insure Buyer's interest in the Subject Property free and clear of all monetary liens and encumbrances, subject only to the following permitted conditions of title ('Permitted Title Exceptions"): a. The applicable zoning, building and development regulations of any municipality, county, state or federal jurisdiction affecting the Subject Property. b. Those non -monetary exceptions not objected to by Buyer within ten (10) business days after the date Buyer receives the title commitment and legible copies of all instruments noted as exceptions therein. If Buyer unconditionally disapproves any such exceptions, Escrow will thereupon terminate, all funds deposited therein will be refunded to Buyer (less Buyer's share of escrow cancellation charges), and this Agreement will be of no further force or effect. If Buyer conditionally disapproves any such exceptions, then Seller will use Seller's best efforts to cause such exceptions to be removed by the Close of Escrow. If such conditionally disapproved non -monetary exceptions are not removed by the Close of Escrow, Buyer may, at Buyer's option, either accept the Subject Property subject to such encumbrances, or terminate the Escrow and receive a refund of all funds deposited into Escrow (less Buyer's share of escrow cancellation charges), if any, and this Agreement will thereupon be of no further force or effect. At the Close of Escrow, Buyer's fee interest in the Subject Property will be free and clear of all monetary encumbrances. C. Taxes: Current fiscal year, including personal property tax, if any, and any further assessment thereto under Division 1, Part 0.5, Chapter 3.5 of Revenue and Taxation Code of the State of California. -2- ' d. Quasi -public utility, public utility, public alley, public street easements, and rights of way of record. e. Taxes: All other taxes owed whether presently current or delinquent are to be current at the Close of Escrow. 4. ESCROW. The parties hereby establish an escrow ("Escrow") to accommodate the transaction contemplated by this Agreement. The City will provide a certified copy of the Agreement to Escrow Holder and the District. For purposes of this Agreement, Opening of Escrow means the date on which Escrow Holder receives a certified copy of the fully -executed Agreement. The parties shall open an escrow within five (5) business days of the date on which this Agreement is fully executed by the parties. Close of Escrow means the date on which the Grant Deed is delivered and recorded in the Official Records of the County of Riverside. The Close of Escrow will be as soon as possible after the Opening of Escrow, but in no event shall the Close of Escrow be later than ninety (90) calendar days after the Opening of Escrow. The parties hereto shall execute and deliver to Escrow Holder such escrow instructions prepared by Escrow Holder as may be required to consummate the transaction contemplated by this Agreement. Any such instructions shall not conflict, amend or supersede any provisions of this Agreement; this Agreement shall control unless the parties expressly agree in writing otherwise. The Escrow Instructions shall include the following terms and conditions of sale: a. Escrow Holder shall prorate any taxes between Buyer and Seller so that Seller is responsible for any taxes up to, but not including the date of apportionment and Buyer is responsible for any taxes from, and including the date of apportionment. The date of ' apportionment is the earlier of the following: (i) the date on which Buyer takes possession of the Subject Property pursuant to an Agreement for Possession and Use entered into between the parties or (ii) the date of the Close of Escrow. b. Escrow Holder is authorized to and shall charge Seller the amounts needed to place title in the condition necessary to satisfy Section 3 of this Agreement, excluding any penalty for prepayment to any lien holder in compliance with Section 1265.240 of the California Code of Civil Procedure. C. Promptly upon Close of Escrow, Escrow Holder is authorized to and shall disburse all funds deposited with Escrow Holder by Buyer in payment of the Subject Property as follows: (i) deduct or credit all items chargeable to the account of Seller and/or Buyer pursuant to the provisions herein; (ii) disburse the balance of the Purchase Price to Seller; and (iii) disburse any excess proceeds deposited by Buyer to Buyer. d. Escrow Holder is authorized to and shall disburse funds and record the Grant Deed in the Official Records of the County of Riverside when Buyer and Seller have fulfilled the conditions of this transaction. All time limits within which any matter herein specified is to be performed may be extended by mutual agreement of the parties hereto. As discussed below in Section 14.e., any amendment of, or supplement to this Agreement or any instructions must be in writing. 5. NECESSARY INSTRUMENTS. Seller will execute and deposit with Escrow Holder a Grant Deed, in the form attached as Exhibit "C" hereto before closing. Buyer and ' Seller agree to provide any additional instruments as may be necessary to complete this transaction. Buyer and Seller hereby agree to cooperate with the execution of all documents -3- ' necessary to complete the transfer of the Subject Property, including, but not limited to, any supplemental instructions required to complete the transaction. 6. FEES, CHARGES AND COSTS. Buyer shall pay all of Buyer's and Seller's usual fees, charges and costs that arise in this transaction. 7. PERMISSION TO ENTER ON PREMISES. Seller hereby grants to Buyer, or its authorized agents, permission to enter upon the Subject Property at all reasonable times prior to close of this transaction for the purpose of making necessary or appropriate inspections. Buyer will give Seller reasonable written notice before going on the Subject Property. Buyer does hereby indemnify and forever save Seller, Seller's heirs, successors, assigns, officers, employees, agents and attorneys free and harmless from and against any and all liability, loss, damages and costs and expenses, demands, causes of action, claims or judgments, whether or not arising from or occurring out of any damage to the Subject Property as a result of any accident or other occurrence at the Subject Property that is in any way connected with Buyer's inspections or non -permanent improvements involving entrance onto the Subject Property pursuant to this Section. If Buyer fails to acquire the Subject Property due to Buyer's default, this license will terminate upon the termination of Buyer's right to purchase the Subject Property. In such event, Buyer will remove or cause to be removed all of Buyer's personal property, facilities, tools and equipment from the Subject Property. If Buyer does not remove all of Buyer's personal property, facilities, tools and equipment from the Subject Property within ten business days of the date that Buyer's license terminates under this Section, Seller has the right to remove said personal property, facilities, tools and equipment from the Subject Property. Buyer is responsible for all reasonable costs incurred by Seller in any such removal by Seller of Buyer's personal property, facilities, tools and equipment from the Subject Property. 8. POSSESSION OF SUBJECT PROPERTY. It is mutually understood and agreed by and between the parties hereto that the right of possession and use of the Subject Property by Buyer, including the right to remove and dispose of improvements shall commence upon the earlier of the following: (i) the effective date of any Agreement for Possession and Use of the Subject Property entered into between the parties or (ii) the date of the Close of Escrow. 9. WARRANTIES AND REPRESENTATIONS OF SELLER. a. Seller represents and warrants that to the best of Seller's knowledge, there are no actions, suits, material claims, legal proceedings or any other proceedings affecting the Subject Property or any portion thereof, at law, or in equity before any court or governmental agency, domestic or foreign. b. Seller represents and warrants that to the best of Seller's knowledge, there are no encroachments onto the Subject Property by improvements on any adjoining property, nor do any buildings or improvements encroach on other properties. C. Seller represents and warrants that until the Close of Escrow, Seller shall maintain the Subject Property in good condition and state of repair and maintenance, and shall perform all of its obligations under any service contracts or other contracts affecting the Subject Property. d. Seller represents and warrants that until the Close of Escrow, Seller shall ' not do anything that would impair Seller's title to any of the Subject Property. -4- e. Seller represents and warrants that to the best of Seller's knowledge, neither the execution of this Agreement nor the performance of the obligations herein will conflict with, or breach any of the provisions of any bond, note, evidence of indebtedness, contract, lease or other agreement or instrument to which the Subject Property may be bound. f. Seller represents and warrants that until the Close of Escrow, Seller shall, upon learning of any fact or condition that would cause any of the warranties and representations in this Section 9 not to be true as of closing, immediately give written notice of such fact or condition to Buyer. g. Seller represents and warrants that it did not use, generate, release, discharge, store or dispose of any hazardous waste, toxic substances or related materials on, or under, in or about the Subject Property or transport any Hazardous Materials to or from the Subject Property and that it shall not use, generate, release, discharge, store or dispose of any hazardous waste, toxic substances or related materials on, or under, in or about the Subject Property prior to the Close of Escrow. The term "Hazardous Materials" shall mean any substance, material or waste which is or becomes regulated by any local governmental authority, the State of California 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 "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), (iii) defined as ' "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (iv) petroleum, (v) asbestos, (vi) polychlorinated biphenyls, (vii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (viii) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. §1317), (ix) 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 (x) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42, U.S.C. §9601 et seq. (42 U.S.C. §9601). h. Seller represents that to the best of Seller's knowledge, the Subject Property is in compliance with all applicable statutes and regulations, including environmental, health and safety requirements. 10. REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to Seller the following, it being expressly understood and agreed that all such representations and warranties are to be true and correct as of the Close of Escrow and shall survive the Close of Escrow: a. Buyer has taken all required action to permit it to execute, deliver, and perform its obligations under this Agreement. b. Buyer has the power and authority to execute and deliver this Agreement and to carry out its obligations hereunder and consummate the transaction contemplated herein. -5- t11. RELEASES. Buyer and Seller acknowledge and agree as follows: a. Buyer has had, or will have adequate opportunity to complete all physical and financial inspections, investigations and examinations of the Subject Property that it deems necessary and will be acquiring the Subject Property solely on the basis of, and in reliance upon, the same and the protection afforded by the title Policy. b. Subject to the representations and warranties set forth in Section 9 and the disclaimer of Buyer provided within this Section 11, Buyer will be purchasing the Subject Property on an "AS IS. WHERE IS BASIS." Except for the representations and warranties set forth in Section 9.g., Buyer is not relying on and Seller has not made any warranties of any kind or character with respect to the environmental, soils, seismic or geotechnical condition of the Subject Property regarding Seller's own use of the Subject Property. Further, Buyer is not relying on, and Seller has not made and is not making any representations or warranties of any kind or character whatsoever with respect to the environmental, soils, seismic or geotechnical condition of the Subject Property based on the use of the Subject Property by any previous owner or occupant, including any use, generation, release, discharge, storage, or disposal of any hazardous waste, toxic substances or related materials on, under, in or about the Subject Property or transportation of any hazardous materials to or from the Subject Property by any previous seller or occupant of the Subject Property. 12. INDEMNITY. Seller agrees to indemnify, defend and hold Buyer harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage or expense (including, without limitation, attorneys' fees), resulting ' from, arising out of or based on any breach of Seller's warranties in Section 9.a. to 9.h. hereof. This indemnity extends only to liability created prior to or up to the Close of Escrow. Neither Buyer nor Seller shall be responsible for acts or omissions to act after close of this transaction. 13. NOTICES. All notices and demands shall be given in writing by certified or registered mail, postage prepaid, and return receipt requested, or by overnight carrier. Notices will be considered given upon the earlier of (a) two business days following deposit in the United States mail, postage prepaid, certified or registered, return receipt requested, or (b) one business day following deposit with an overnight carrier service. A copy of all notices shall be sent to the Escrow Company. Notices shall be addressed as provided below for the respective party. The parties agree, however, that if any party gives notice in writing of a change of name or address to the other party, notices to such party shall thereafter be given as demanded in that notice: CITY: City of Temecula 41000 Main Street Temecula, California 92590 Attention: Aaron Adams, City Manager COPY TO: Richards, Watson & Gershon Attention: Peter M. Thorson, City Attorney 355 South Grand Avenue 40th Floor Los Angeles, California 90071-3101 M ' BUYER: Riverside County Flood Control & Water Conservation District 1995 Market Stree Riverside, California 92501 Attention: Greg Walker COPY TO: Riverside County Counsel's Office Attention: Synthia M. Gunzel, Deputy County Counsel 3960 Orange Street, Suite 500 Riverside, California 92501-3674 ESCROW Chicago Title Company HOLDER 6370 Magnolia Avenue Riverside, California 92506-2405 Phone: (951) 782-2700 14. MISCELLANEOUS a. Natural Hazard Disclosure Statement. Seller will provide to Buyer within the time allowed by law a Natural Hazard Disclosure Statement in accordance with California Government Code sections 8589.3-8589.4 and 51183.5 and Public Resources Code sections 4136, 2621.9 and 2694. b. Default. In the event of a material breach or material default under this Agreement by either the Buyer or Seller, the non -defaulting party shall have, in addition to all ' rights available at law or equity, the right to terminate this Agreement and the Escrow for the purchase and sale of the Subject Property, by delivering written notice thereof to the defaulting party and to Escrow Holder, and if the Buyer is the non defaulting party, the Buyer shall thereupon promptly receive a refund of all prior deposits, if any. Such termination of the Escrow by a non -defaulting party shall be without prejudice to the non -defaulting party's rights and remedies at law or equity. C. Further Instructions. Each party agrees to execute such other and further escrow instructions as may be necessary or proper in order to consummate the transaction contemplated by this Agreement. d. Counterparts, Facsimile & Electronic Signatures. This Agreement may be executed in whole or in counterparts which together shall constitute the entire Agreement. Facsimile or electronic signatures/counterparts to this Agreement shall be effective as if the original signed counterpart were delivered. e. Amendments. Any amendments to this Agreement shall be effective only when duly executed by both Buyer and Seller and deposited with Escrow Holder. f. Governing Law. This Agreement is deemed to have been prepared by each of the parties hereto, and any uncertainty or ambiguity herein shall not be interpreted against the drafter, but rather, if such uncertainty or ambiguity exists, shall be interpreted according to the applicable rules of interpretation of contracts under the laws of the State of California, and not the substantive law of another state or the United States or federal common ' law. This Agreement shall be deemed to have been executed and delivered within the State of -7- California, and the rights and obligations of the parties shall be governed by, and construed and enforced in accordance with, the laws of the State of California. g. Entire Agreement. This Agreement contains the entire agreement between the undersigned parties respecting the subject matter set forth herein, and expressly supersedes all previous or contemporaneous agreements, understandings, representations, or statements between the parties respecting said subject matter (whether oral or in writing). No person is authorized to make, and by execution hereof Seller and Buyer acknowledge that no person has made, any representation, warranty, guaranty or promise except as set forth herein; and no agreement, statement, representation or promise made by any such person who is not contained herein shall be valid or binding on Seller or Buyer. h. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the heirs, executors, administrators, successors and assigns of the parties hereto. i. Time of Essence. The parties acknowledge that time is of the essence in this Agreement, notwithstanding anything to the contrary in the Escrow company's general Escrow instructions. j. Remedies Not Exclusive and Waivers. No remedy conferred by any of the specific provisions of this Agreement is intended to be exclusive of any other remedy and each and every remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. The ' election of any one or more remedies shall not constitute a waiver of the right to pursue other available remedies. k. Legal Representation. The parties, and each of them, acknowledge that in connection with the negotiation and execution of this Agreement, they have each been represented by independent counsel of their own choosing and the parties executed the Agreement after review by such independent counsel, or, if they were not so represented, said non -representation is and was the voluntary, intelligent and informed decision and election of any of the parties not so represented; and, prior to executing this Agreement, each of the parties has had an adequate opportunity to conduct an independent investigation of all the facts and circumstances with respect to the matters which are the subject of this Agreement. I. Attorneys' Fees. If either party hereto incurs attorneys' fees in order to enforce, defend or interpret any of the terms, provisions or conditions of this Agreement or because of a breach of this Agreement by the other party, the prevailing party shall be entitled to recover reasonable attorneys' fees from the other party. M. Assignment. Buyer may assign its rights under this Agreement or may designate a nominee to acquire the Subject Property, provided, however, that any such assignment or designation shall not relieve Buyer of any of its obligations under this Agreement. IN WITNESS WHEREOF, the parties here have entered into this Agreement on the day and year set forth above. M L—. Dated: APPROVED AS TO FORM RICHARDS, WATSON & GERSHON 0 Peter M. Thorson, City Attorney APPROVED AS TO FORM PAMELA J. WALLS County Counsel 0 Synthia M. Gunzel Deputy County Counsel ME SELLER: CITY OF TEMECULA, as successor to the housing assets of the Temecula Redevelopment Agency Jeff Comerchero, Mayor Pro Tem ATTEST: In Randi Johl-Olson, JD, City Clerk BUYER: RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT, a body politic Warren Williams General Manager -Chief Engineer EXHIBIT A 11 i� Murrieta Creek - Corps of Engineers Parcel 7021-18D Being a portion of Parcel 1 as shown on Parcel Map Book 61, Page 14, records of Riverside County, and a portion of River Street as shown on the map of the Town of Temecula, Map Book 15, Page 726, records of San Diego County, California, within the city of Temecula, Riverside County, California, described as follows: All of Parcel 7021-18D as shown on Record of Survey Book 119, Pages 40 through 44, records of Riverside County, California. O A N D S TAVILV L. STONE p Land Surveyor No. 4758 U < Signed For: Riverside County Flood Control LS 4758 o Exp. 9-30-07 ;D and Water Conservation District * • / sT NP Date: Nf%l%l3. ?iDO� \TF OF r nI kF O�� EXHIBIT B - ------- -P-14R GSE- ..-7421--4 p BEING A PORTION OF PARCEL I, AS SHOWN ON PARCEL MAP BOOK 61, PAGE 14 RECORDS OF RIVERSIDE COUNTY AND A PORTION OF RIVER STREET AS SHOWN ON THE MAP OF THE TOWN OF TEMECULA, MAP BOOK 15, PAGE 726, RECORDS OF SAN DIEGO COUNTY, CALIFORNIA, WITHIN THE CITY OF TEMECULA, RIVERSIDE COUNTY, CALIFORNIA. / / DEPOT GROUNDS AND RAILROAD R/W AS DESCRIBED IN BOOK 464, PG. 505 0. R. RIV. CO. / M.B 15 / 726 SD- CO. \y / so R/W LINE DATA BEARING DISTANCE O N45 -31'35"W 19.79' CA. 92501 N44'30'18"E / © N45 -36'20"W 65.18' PROJECT: MURR I ETA CREEK C. 0. E. PH 2 / DEPOT GROUNDS AND RAILROAD R/W AS DESCRIBED IN BOOK 464, PG. 505 0. R. RIV. CO. / M.B 15 / 726 SD- CO. \y / so R/W LINE DATA BEARING DISTANCE O N45 -31'35"W 19.79' CA. 92501 N44'30'18"E 10.14' © N45 -36'20"W 65.18' RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT 1995 MARKET ST. RIVERSIDE, CA. 92501 1 -AND PROJECT: MURR I ETA CREEK C. 0. E. PH 2 PARCEL: 7021-18D ID f �0 L. y.T cG,pL F THIS PLAT IS SOLELY AN AID IN LOCATING PREPARED BY: RST LS 4758 0 THE PARCEL(S) DESCRIBED IN THE SCALE: NO SCALE * Exp. 9-30-07 ATTACHED DOCUMENT. IT IS NOT A PART OF THE WRIT CRIPTI N THEREIN. r\P 9rF OF °ALF°� DATE: OCT 1 8. 2006 APPROVED BY: SHEET I OF I DATE: N/g// // 1026 EXHIBIT C EXHIBIT "C" — FORM OF GRANT DEED RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: Riverside County Flood Control and Water Conservation District 1995 Market Street Riverside, California 92501 Attention: Greg Walker WITH A CONFORMED COPY TO: City of Temecula 41000 Main Street Temecula, California 92590 Attention: City Clerk NAk [SPACE ABOVE FOR RECORDER'S_ USE•ONLY]�� This Instrument is for the benefit of the Riverside County Flood Control and Water Conservation District, a body politic, and is exempt from Recording Fees (Govt. Code $ 27383), Filing Fees (Govt. Code § 6103), and Documentary Transfer Tax (Rev & Tax Code § 11922 Documentary Transfer Tax: $0.00 O Project: Murrieta Creek Phase 11 Project No.: 7-0-00021 RCFC Parcel No. 7021-18D APN: [X] Portions of APNs 922-05020 & 922n053-021 n GRANT DEED THE DECLARES AS FOLLOWS: FOR VALUABLE -CONSIDERATION, receipt of which is hereby acknowledged, the CITY OF TEMECULA, as successor to the housing assets of the Temecula Redevelopment Agency ("Grantor') hereby grants to the RIVERSIDE COUNTY FLOOD C6NTROL1'AND)5WATER CONSERVATION DISTRICT, a body politic ("Grantee") certain real,property consisting of an approximate 19,452 square foot (0.45 -acre) area in fee of the"�real%property located in the City of Temecula, County of Riverside, California commonly ,known as 28640 Pujol Street, Temecula, California, and described as Riverside County Assessor's Parcel Numbers 922-053-020 and 922-053-021. This approximate 19,452 square foot (0.45 -acre) area in fee, which is known as RCFC Parcel No. 7021-18D, is referred to herein as the "Subject Property" and is described more particularly on Exhibit "A" hereto and depicted on Exhibit "B" hereto. Exhibits "A" and "B" are incorporated herein by this reference. In WITNESS WHEREOF. the Grantor has executed this Grant Deed as of the date set forth below: Grant Deed RCFC Parcel No. 7021-18D u EXHIBIT "C" — FORM OF GRANT DEED Dated: GRANTOR CITY OF TEMECULA, as successor to the housing assets of the Temecula Redevelopment Agency ATTEST: Randi Johl-Olson, JD, MMC City Clerk APPROVED AS TO FORM: Peter M. Thorson, City Attorney 0 Jeff Comerchero, Mayor PCo Tem O Grant Deed RCFC Parcel No. 7021-18D EXHIBIT "C" — FORM OF GRANT DEED CERTIFICATE OF ACCEPTANCE [District Parcel 7021-18D] This is to certify that the interest in the real property conveyed by the attached Grant Deed from Grantor City of Temecula, as successor to the housing assets of the Temecula Redevelopment Agency, to Grantee Riverside County Flood Control and Water Conservation District is hereby accepted by the undersigned officer pursuant to authority conferred by resolution of the Board of Supervisors of said District,adopted on May 12, 1961, and the Grantee consents to the recordation thereof by its duly authorized officer. t\ v Date: Cel General Manager -Chief Engineer Grant Deed RCFC Parcel No. 7021-I8D EXHIBIT A to Grant Deed I Murrieta Creek - Corps of Engineers Parcel 7021-18D Being a portion of Parcel 1 as shown on Parcel Map Book 61, Page 14, records of Riverside County, and a portion of River Street as shown on the map of the Town of Temecula, Map Book 15, Page 726, records of San Diego County, California, within the city of Temecula, Riverside County, California, described as follows: . All of Parcel 7021-18D as shown on Record of Survey Book 119, Pages 40 through 44, records of Riverside County, California. O LAND S C2 STD GAG U < ' — LS 4756 O * Exp. 9-30-07 (�& H7;t 15AW115 L. STONE Land Surveyor No. 4758 Signed For: Riverside County Flood Control and Water Conservation District Date: EXHIBIT B to Grant Deed / DEPOT GROUNDS AND RAILROAD R/W AS DESCRIBED IN BOOK 464, PG. 505 O.R. RIV. CO. R/W LINE DATA BEARING / �A N45'31'35"W / BEING A PORTION OF PARCEL I, AS SHOWN ON PARCEL MAP BOOK 61, © N45'36'20"W PAGE 14 RECORDS OF RIVERSIDE COUNTY AND A PORTION OF RIVER 7021-1 SD THIS PLAT IS SOLELY AN AID IN LOCATING THE PARCEL(S) DESCRIBED IN THE ATTACHED DOCUMENT. IT IS NOT A PART OF THE WRIT CRIPTI N THEREIN. STREET AS SHOWN ON THE MAP OF THE TOWN OF TEMECULA, MAP BOOK NO SCALE APPROVE'D//BY: 15, PAGE 726, RECORDS OF SAN DIEGO COUNTY, CALIFORNIA, WITHIN DATE: N/91/_.L_�Z0O6 THE CITY OF TEMECULA, RIVERSIDE COUNTY, CALIFORNIA. OF I CO. \ / 15 / 726 SD. y B \\ � / DEPOT GROUNDS AND RAILROAD R/W AS DESCRIBED IN BOOK 464, PG. 505 O.R. RIV. CO. R/W LINE DATA BEARING / �A N45'31'35"W / © N44'30'18"E / © N45'36'20"W 65.18' PROJECT: MURR I ETA CREEK C. 0. E. PH 2 PARCEL: 7021-1 SD / DEPOT GROUNDS AND RAILROAD R/W AS DESCRIBED IN BOOK 464, PG. 505 O.R. RIV. CO. R/W LINE DATA BEARING DISTANCE �A N45'31'35"W 19.79' © N44'30'18"E 10.14' © N45'36'20"W 65.18' RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT 1995 MARKET ST. RIVERSIDE, CA. 92501 LAND ,\0 L. SlaG9 Z� LS 4758 0 Exp. 9-30-01 - ` OF CAL%FC� PROJECT: MURR I ETA CREEK C. 0. E. PH 2 PARCEL: 7021-1 SD THIS PLAT IS SOLELY AN AID IN LOCATING THE PARCEL(S) DESCRIBED IN THE ATTACHED DOCUMENT. IT IS NOT A PART OF THE WRIT CRIPTI N THEREIN. PREPARED BY: RST SCALE: NO SCALE APPROVE'D//BY: DATE: OCT 18, 2006 DATE: N/91/_.L_�Z0O6 SHEET I OF I ' RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: Riverside County Flood Control and Water Conservation District Attention: Greg Walker 1995 Market Street Riverside, California 92501 WITH A CONFORMED COPY TO: City of Temecula Attention: City Clerk 41000 Main Street Temecula, California 92590 RECORDER'S USE 1X] All of Assessor's Parcel Nos. 921-020-089 RCFC Parcel No. 7021-33T Documentary Transfer Tax $0.00 ' This Instrument is for the benefit of the Riverside County Flood Control and Water Conservation District and is exempt from Recording Fees (Govt. Code § 27383), Filing Fees (Govt. Code § 6103), and Documentary Transfer Tax (Rev & Tax Code § 11922). TEMPORARY CONSTRUCTION EASEMENT AND RIGHT OF ENTRY AGREEMENT BETWEEN RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT AND CITY OF TEMECULA (APN 910-020-089) This Temporary Construction Easement and Right of Entry Agreement ("Agreement") is entered into as of , 2014 ("Effective Date") between the City of Temecula, a municipal corporation ("Grantor" or "City") and Riverside County Flood Control and Water Conservation District, a body politic ("Grantee" or "District). The City and the District are referred to below collectively as the "Parties". RECITALS A. The District has been working with the U.S. Army Corps of Engineers on the Murrieta Creek Flood Control, Environmental Restoration and Recreation Project ("Project"), which would reduce the potential threat of future flooding along Murrieta Creek in the Southwest area of Riverside County. B. The Project is comprised of several funding sources, including local participation by the Cities of Temecula and Murrieta. The City is a local participant in this Project pursuant to that certain Cooperative Agreement dated January 11, 2005 between the District, the City of Temecula and the City of Murrieta. ' C. The City of Temecula is the record fee owner of that certain approximate 3.64 - acre vacant real property located at the northwest corner of Old Diaz Road and Rancho California Road and the northeast corner of Diaz Road and Rancho California Road, and identified as Riverside County Assessor's Parcel Number 921-020-089. This parcel is referred to below as Riverside County Flood Control District Parcel No. 7021-33T ("RCFC No. 7021- 33T"). RCFC No. 7021-33T is described more particularly on Exhibit "A-7" hereto labeled "Legal Description for Diaz Road Right -of -Way Dedication Remainder Parcel" and depicted on Exhibit "B-7" hereto, which are incorporated herein by this reference. D. The District desires to acquire from the City and the City desires to grant to the District a temporary construction easement with a term of three years on RCFC No. 7021-33T for construction staging purposes and to facilitate the District's construction of Phase 2 of the Project. NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are acknowledged, the City and the District mutually agree as follows: 1. The City hereby grants to the District a temporary construction easement and right of entry with a term of three years (referred to below as "temporary construction easement") on RCFC No. 7021-33T to facilitate the construction of Phase 2 of Project, subject to the terms of this Agreement. 2. Within ten business days of the Effective Date of this Agreement, the District shall pay to the City the total compensation of $118,000 (One Hundred Eighteen ' Thousand Dollars) as the total monetary consideration for the District's use of the temporary construction easement pursuant to the terms of this Agreement. 3. Term. The term of the temporary construction easement will commence on the Effective Date of this Agreement. The temporary construction easement will expire on the earlier of (a) three -years after the Effective Date of this Agreement, or (b) on the date that the District records a Notice of Termination of the temporary construction easement in the Official Records of the County of Riverside. Upon the expiration of the temporary construction easement, the District agrees to take such actions as the City may reasonably request to evidence and give effect to the extinguishment of the temporary construction easement and the relinquishment of the District's rights and interests in the temporary construction easement pursuant to this Agreement. The City grants to the District, its contractors, subcontractors, agents, representatives, employees and all others reasonably deemed necessary by the District, the right to use and occupy the temporary construction easement for a term of three years to facilitate the District's construction of Phase 2 of the Project. The purpose and scope of this temporary construction easement is to allow for the District's storage and assembly of equipment and materials, ingress and egress, and any related support activities to facilitate the construction of Phase 2 of the Project. 4. The District shall replace with material of like kind and quality any improvements, landscaping and irrigation located on RCFC No. 7021-33T that are damaged as a result of the District's construction of the Project. 5. The District shall install and maintain a 6 -foot chainlink fence with privacy screens around RCFC No. 7021-33T five business days before it commences its use of the ' temporary construction easement and shall maintain said fence during the term of the temporary construction easement. 2- ' 6. The District shall obtain any necessary permits and approvals required in connection with the District's use of RCFC No. 7021-33T, and shall comply with all local, state, and federal rules that may apply in connection with the District's use of RCFC No. 7021-33T for Phase 2 of the Project. 7. The District shall keep the public right of way free of debris and dirt in connection with its use of the temporary construction easement for Phase 2 of the Project. The District shall sweep the public right of way as necessary to remove dirt and debris. Further, the District shall install a gravel and metal entrance and exit area for RCFC No. 7021-33T in connection with its use of the temporary construction easement. 8. The District agrees to keep the temporary construction easement free of any liens or lien claims made by contractors, subcontractors, suppliers, engineers and/or architects and surveyors who might have lien rights as a result of the District's use of the temporary construction easement in connection with the construction of Phase 2 of the Project. If any such lien is filed on RCFC No. 7021-33T in connection with the District's use of the temporary construction easement, the District will, at its sole cost and expense, have the lien released and discharged of record in a manner satisfactory to the City within thirty (30) calendar days of receiving notice of the lien. If the District fails to remove the lien within such thirty (30) day period, the City will have the right to remove the lien, and District, upon demand, will reimburse the City for all costs and expenses, including without limitation reasonable attorneys' fees incurred by the City in connection with such removal. To the extent permitted by law, the District hereby indemnifies the City from and against all claims and demands for payment, or liens or lien claims made against the City by contractors, subcontractors, suppliers, engineers ' and/or architects and surveyors who might have lien rights as a result of the District's use of RCFC No. 7021-33T for the construction of Phase 2 of the Project. 9. Notices. All notices and demands will be given in writing by certified or registered mail, postage prepaid, and return receipt requested, or by overnight carrier. Notices will be considered given upon the earlier of (a) two business days following deposit in the United States mail, postage prepaid, certified or registered, return receipt requested, or (b) one business day following deposit with an overnight carrier service. The Parties will address such notices as provided below or as may be amended by written notice: City: City of Temecula 41000 Main Street Temecula, California 92590 Attention: Aaron Adams, City Manager Copy to: Richards, Watson & Gershon Attention: Peter M. Thorson, City Attorney 355 South Grand Avenue, 40th Floor Los Angeles, California 90071-3101 Grantor: Riverside County Flood Control & Water Conservation District 1995 Market Street Riverside, California 92501 Attention: Greg Walker Copy to: Riverside County Counsel's Office Attention: Synthia M. Gunzel, Deputy County Counsel 3960 Orange Street, Fifth Floor ' Riverside, California 92501-3674 -3- ' 10. Miscellaneous Provisions. a. Authority to Bind Parties and Execute Agreement. The City and the District represent and warrant to one another that this Agreement constitutes a binding obligation on each of them and that the person executing this Agreement is authorized to execute the Agreement on behalf of the respective Party and to bind it. b. Entire Agreement. This Agreement reflects the entire agreement between the City and the District regarding the District's use of the temporary construction easement on RCFC No. 7021-33T, and shall supersede all prior or contemporaneous oral or written understandings, statements, representations or promises between the City and the District concerning the subject matter of this Agreement. C. Governing Law. This Agreement is deemed to have been prepared by each of the Parties hereto, and any uncertainty or ambiguity herein shall not be interpreted against the drafter, but rather, if such uncertainty or ambiguity exists, shall be interpreted according to the applicable rules of interpretation of contracts under the laws of the State of California, and not the substantive law of another state or the United States or federal common law. This Agreement shall be deemed to have been executed and delivered within the State of California, and the rights and obligations of the Parties shall be governed by, and construed and enforced in accordance with, the laws of the State of California. d. Amendment or Modification. This may be modified or amended only by a writing executed by all Parties to this Agreement. ' e. Partial Invalidity/Severability. Each provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law. If any provision of this Agreement or the application of such provision to any person or circumstance is, to any extent, deemed to be invalid or unenforceable, the remainder of this Agreement, or the application of such provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected by such invalidity or unenforceability, unless such provision or such application of such provision is essential to this Agreement. f. Successors -in -Interest and Assigns. Except as otherwise provided herein, the provisions of this Agreement will be binding on and inure to the benefit of the Parties hereto and their respective heirs, successors and assigns. g. Legal Representation. The Parties, and each of them, acknowledge that in connection with the negotiation and execution of this Agreement, they have each been represented by independent counsel of their own choosing and the Parties executed the Agreement after review by such independent counsel, or, if they were not so represented, said non -representation is and was the voluntary, intelligent and informed decision and election of any of the Parties not so represented; and, prior to executing this Agreement, each of the Parties has had an adequate opportunity to conduct an independent investigation of all the facts and circumstances with respect to the matters that are the subject of this Agreement. h. Counterparts, Facsimile & Electronic Signatures. This Agreement may be executed in whole or in counterparts which together shall constitute the entire Agreement. Facsimile or electronic signatures/counterparts to this Agreement shall be effective ' as if the original signed counterpart were delivered. 6� t i. Fees and Costs. Each of the Parties to this Agreement shall bear its own attorneys' fees and costs, including, but not limited to expert fees, incurred in connection with negotiating the matters described in this Agreement. IN WITNESS WHEREOF, the City and the District have entered into this Agreement as of the date set forth above. [Signatures on Next Page] -5- ' GRANTEE RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT, a body politic M GRANTOR CITY OF TEMECULA, a municipal corporation Dated: Jeff Comerchero, Mayor Pro Tem ATTEST: Randi Johl-Olson, JD, MMC City Clerk APPROVED AS TO FORM: RICHARDS, WATSON & GERSHON Paula Gutierrez Baeza Deputy City Attorney By: Chairman, Riverside County Flood Control and Water Conservation District Board of Supervisors ATTEST: By: Kecia Harper -Them Clerk of the Board ' APPROVED AS TO FORM: PAMELA J. WALLS County Counsel By: Synthia M. Gunzel Deputy County Counsel M GRANTOR CITY OF TEMECULA, a municipal corporation Dated: Jeff Comerchero, Mayor Pro Tem ATTEST: Randi Johl-Olson, JD, MMC City Clerk APPROVED AS TO FORM: RICHARDS, WATSON & GERSHON Paula Gutierrez Baeza Deputy City Attorney EXHIBIT "A4" LEGAL DESCRIPTION FOR DIAZ ROAD RIGHT-OF-WAY DEDICATION REMAINDER PARCEL THAT PORTION OF PARCELS i AND 2 OF PARCEL MAP 19580 AS SHOWN BY A MAP ON FILE IN BOOK 154, PAGES 92 THROUGH 96 OF PARCEL MAPS, W THE OFFICE OF THE COUNTY RECORDER OF RIVERSIDE COUNTY, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHERLY MOST CORNER OF PARCEL 1 OF SAID PARCEL MAP, SAID POINT BEING ON THE WESTERLY RIGHT -OF -WAV OF DIAZ ROAD: THENCE SOUTH 18'26'21' EAST, 42.92. FEET ALONG SAID RIGHT-OF-WAY TO THE TRUE POINT OF BEGINNING: THENCE CONTINUING SOUTH 18'26'21' EAST, 659.41 FEET ALONG SAID RIGHT -OF -WAV TO THE BEGINNING OF A CORNER CUT-BACK AS SHOWN ON SAID MAP; THENCE SOUTH 23'4557 WEST, 30.90 FEET ALONG SAID CORNER CUT-BACK TOA POINT ON THE NORTHERLY RIGHT -OF -WAV OF RANCHO CALIFORNIA ROAD AS SHOWN ON SAID MAP, SAID POINT BEING THE BEGINNING OF A NON -TANGENT CURVE CONCAVE NORTHWESTERLY, HAVING A RADIUS OF 1411.90 FEET, A RADIAL LINE THROUGH SAID POINT BEARS SOUTH 24'01'55' FAST; THENCE WESTERLY ALONG SAID CURVE AND SAID RIGHT-OF-WAY THROUGH A CENTRAL ANGLE OF 14'22'41", AN ARC LENGTH OF 354.08 FEET; THENCE LEAVING SAID NORTHERLY RIGHT-OF-WAY NORTH 51'13'50- WEST, 5950 FEET TO THE BEGINNING OF A NON -TANGENT CURVE CONCAVE TO THE EAST, HAVING A RADIUS OF 800.00 FEET. A RADIAL LINE THROUGH SAID POINT BEARS SOUTH 89'43'06' WEST; THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 19"50'06-, AN ARC LENGTH OF 276.95 FEET; THENCE NORTH 19.33'17 EAST, 301.49 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHWESTERLY, HAVING A RADIUS OF 900.00 FEET; THENCE NORTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 10'4335', AN ARC LENGTH OF 168.49 FEET TO THE TRUE POINT OF BEGINNING. CONTAINING 158,554 SQUARE FEET OR 3.64 ACRES MORE OR LESS. THIS DESCRIPTION ALSO BEING SHOWN ON THE ATTACHED EXHIBIT AND THEREBY BEING MADE A PART HEREOF. PREPARED UNDER MY SUPERVISION: VIN B. COZAD REGISTERED PROFESSIONAL ENGINEER NO. 26159 EXPIRES: 3-31-2010 Page 1 of 1 Nartl 18.2008 BY: R.C.O. CKD BY: B. For sleroswa.yng.r w 1 uao+TF. ex EXHIBIT "B-7" pn� 42,92' Slfr?6'71*E �1 S.N4IE THIS LECAL DESCRFDDN AND PUT WAS PREPARED \d AT THE REQUEST LY THE CRY OF TEMECWL THE yy PARCELS DESCRIBED HEREON MAY NOT BE LEGAL \ 4' PARCELS. THIS LEGAL. DESCRVIM AND RAT 006 PORTION BLOCK 2 of 1 NOT CONSMUTE A LAND DIVISION UNDER THE PAUBA LAND d WATER 1 918MAWN MAP ACT AT THE PRESENT TIME ANY CO. BUB, M9. T1/807 ®FUROlE1ZR SALE LEASE OR FINANCING OF THE \ PARCEL WOULD REQUIRE A LAND OMSIDN >- APPROWL oeylbD T.P.O.B.— /�- is Q REMAINDER PARCEL 3.64 ACRES ` �\ v PARCEL 1 n ` APN CgL A;ay1 ^^nn I PN,�VIIA�I,.B IJ�I I SCALE IN FEET 1- — 200' PREPAREEI EM CETY OF TEMECULA 43200 BUSINESS PARK DR. TE)AECULA. CA 92590 (951) 694-5411 �I�L�T31��iXQt�A] P.O.C. NLY MOST CORNER OF 1 PARCEL 1 OF PARCEL WP 19580 (PM 154/92-96) ,olv 9e PARCEL PREPARED BY: PARCEL UNE OFMITERATED PER LOT UNE ADJUSIMENT INSTR NO. 305484 RECORDED 08/05/93 X CQ1blM1TAN(5 /EE RAUCTUpPAL 040 R'NTERS ISI $pa G�ae 9mT N.�.L W f151F T¢. (asq T52-MSt . iN Rs0 Ta-eNY WS C .... lhmad010mmtmm iX,i' LINE TABLE TABLE LINE LENGTH BEARING L1 3 49' N19`33'12" L2 .50' N51'13'50'W L3 30.90' S 3'45'52*W L4 C31 8'28'21'E LS 10' pn� 42,92' Slfr?6'71*E �1 S.N4IE THIS LECAL DESCRFDDN AND PUT WAS PREPARED \d AT THE REQUEST LY THE CRY OF TEMECWL THE yy PARCELS DESCRIBED HEREON MAY NOT BE LEGAL \ 4' PARCELS. THIS LEGAL. DESCRVIM AND RAT 006 PORTION BLOCK 2 of 1 NOT CONSMUTE A LAND DIVISION UNDER THE PAUBA LAND d WATER 1 918MAWN MAP ACT AT THE PRESENT TIME ANY CO. BUB, M9. T1/807 ®FUROlE1ZR SALE LEASE OR FINANCING OF THE \ PARCEL WOULD REQUIRE A LAND OMSIDN >- APPROWL oeylbD T.P.O.B.— /�- is Q REMAINDER PARCEL 3.64 ACRES ` �\ v PARCEL 1 n ` APN CgL A;ay1 ^^nn I PN,�VIIA�I,.B IJ�I I SCALE IN FEET 1- — 200' PREPAREEI EM CETY OF TEMECULA 43200 BUSINESS PARK DR. TE)AECULA. CA 92590 (951) 694-5411 �I�L�T31��iXQt�A] P.O.C. NLY MOST CORNER OF 1 PARCEL 1 OF PARCEL WP 19580 (PM 154/92-96) ,olv 9e PARCEL PREPARED BY: PARCEL UNE OFMITERATED PER LOT UNE ADJUSIMENT INSTR NO. 305484 RECORDED 08/05/93 X CQ1blM1TAN(5 /EE RAUCTUpPAL 040 R'NTERS ISI $pa G�ae 9mT N.�.L W f151F T¢. (asq T52-MSt . iN Rs0 Ta-eNY WS C .... lhmad010mmtmm iX,i' CURVE TABLE CURVE LENGTH RADIUS DELTA C1 276.95' 800.00' 19' 0106' C2 354.08' 1411.00' 14'2 '41' C31 168.49'1 900.00' 10' pn� 42,92' Slfr?6'71*E �1 S.N4IE THIS LECAL DESCRFDDN AND PUT WAS PREPARED \d AT THE REQUEST LY THE CRY OF TEMECWL THE yy PARCELS DESCRIBED HEREON MAY NOT BE LEGAL \ 4' PARCELS. THIS LEGAL. DESCRVIM AND RAT 006 PORTION BLOCK 2 of 1 NOT CONSMUTE A LAND DIVISION UNDER THE PAUBA LAND d WATER 1 918MAWN MAP ACT AT THE PRESENT TIME ANY CO. BUB, M9. T1/807 ®FUROlE1ZR SALE LEASE OR FINANCING OF THE \ PARCEL WOULD REQUIRE A LAND OMSIDN >- APPROWL oeylbD T.P.O.B.— /�- is Q REMAINDER PARCEL 3.64 ACRES ` �\ v PARCEL 1 n ` APN CgL A;ay1 ^^nn I PN,�VIIA�I,.B IJ�I I SCALE IN FEET 1- — 200' PREPAREEI EM CETY OF TEMECULA 43200 BUSINESS PARK DR. TE)AECULA. CA 92590 (951) 694-5411 �I�L�T31��iXQt�A] P.O.C. NLY MOST CORNER OF 1 PARCEL 1 OF PARCEL WP 19580 (PM 154/92-96) ,olv 9e PARCEL PREPARED BY: PARCEL UNE OFMITERATED PER LOT UNE ADJUSIMENT INSTR NO. 305484 RECORDED 08/05/93 X CQ1blM1TAN(5 /EE RAUCTUpPAL 040 R'NTERS ISI $pa G�ae 9mT N.�.L W f151F T¢. (asq T52-MSt . iN Rs0 Ta-eNY WS C .... lhmad010mmtmm iX,i'