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HomeMy WebLinkAbout96-04 RDA Resolution RESOLUTION NO. RDA 96-04 A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA APPROVING THAT CERTAIN AGREEMENT ENTITLED "AGREEMENT FOR ACQUISITION OF CERTAIN REAL PROPERTY LOCATED AT 28555 PUJOL STREET IN THE CITY OF TEMECULA" THE REDEVELOPM[ENT AGENCY OF THE CITY OF TEMIECULA DOES RESOLVE AS FOLLOWS: Section 1. The Redevelopment Agency does hereby find, determine and declare that: a. The Agency is currently implementing the Redevelopment Plan for Redevelopment Project No. 1--1988, originally approved by the Board of Supervisors on July 12, 1988 prior to the incorporation of the City and subsequently approved and transferred to the Redevelopment Agency of the City of Temecula on April 9, 1991 (the "Plan"). b. The Agency has established a Low and Moderate Income Housing Fund pursuant to the provisions of Health and Safety Code Section 33433 for the purposes of increasing, improving and preserving the supply of low and moderate income housing within the Project Area and the City. C. The Agency proposes to purchase the property described in the attached "Agreement for Acquisition of Certain Real Property Located at 28555 Puiol Street in the City of Temecula" ("Property") for the purposes of increasing, improving and preserving the supply of low and moderate income housing within the Project Area and the City as the Property is zoned for multi-family residential housing and is located in an area already developed with multi-family housing. d. The acquisition of the Property for low and moderate income housing purposes is consistent with the Redevelopment Plan and with the Implementation Plan adopted by the Agency. Additionally, acquisition of the Property and the improvement and preservation of low and moderate income housing thereon will assist in the elimination of blight in the Project Area. e. The acquisition of the Property and the units thereon is exempt from the provisions of the California Environmental Quality Act pursuant to 14 Cal. Admin. Code 15326. Moreover, the EIR approving the Plan addressed the impacts of housing development in the area of the Property. Resos.RDA\96-04 Section 2. The Board of Directors of the Redevelopment Agency of the City of Temecula hereby approves that certain agreement entitled "Agreement for Acquisition of Certain Real Property Located at 28555 Pujol Street in the City of Temecula" and authorizes the Chairperson to execute the Agreement in substantially the form attached hereto as Exhibit A. Section 3. The Secretary shall certify the adoption of this Resolution. PASSED, APPROVED AND ADOPTED by the Redevelopment Agency of the City of Temecula on Marchl2th, 1996. Patricia H. Birdsall, Chairperson ATTEST: J@. Greek, CMC City Clerk/Agency Secretary [SEAL] Rews."AkWN -2- STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE )ss CrrY OF TEMECULA 1, June S. Greek, City Clerk/Secretary of the Redevelopment Agency of the City of Temecula, do hereby certify that the Resolution No. RDA 96-04 was duly and regularly adopted by the Redevelopment Agency of the City of Temecula at a regular meeting thereof, held on March 12, 1996, by the following vote, to wit: AYES: 3 AGENCY MEMBERS: Birdsall, Ford, Lindemans NOES: 0 AGENCY MEMBERS: None ABSENT: 1 AGENCY MEMBERS: Roberts ABSTAIN: 1 AGENCY MEMBERS: Stone Jun S. eek, CMC City Clerk/Agency Secretary R@.RDAN96-04 -3- EXHIBIT "A" AGREEMENT FOR ACQUISITION OF CERTAIN REAL PROPERTY LOCATED AT 28555 PUJOL STREET IN ~ CITY OF TEMECULA TH[q AGREEMENT is entered into as of , 1996, by and between the Redevelopment Agency of the City of Temecula, a public body, corporate and politic ("Agency"), and Cande Ceballos, an unmarried woman ("Seller"). In consideration of the mutual covenants and agreements contained herein, the parties hereto agree as follows: 1. AGREEMENT TO SELL AND PURCHASE. For valuable consideration, Seller agrees to sell to Agency, and Agency agrees to purchase from Seller, upon the terms and for the consideration set forth in this Agreement, all that certain real property which is legally described and depicted as set forth on Exhibit A, which is attached hereto and incorporated herein by this reference ("Property"). The Property is located generally at 28555 Pujol Street in the City of Temecula (APN 922-054-006). 2. PURCHASE PRICE. The total purchase price for the Property shall be the sum of Seventy Five Thousand Dollars ($75,000.00) ("Purchase Price"), payable in full at the close of escrow. 3. CONVEYANCE OF TITLE. Seller agrees to convey by grant deed ("Grant Deed") to Agency marketable fee simple title to the Property free and clear of all recorded and unrecorded liens, encumbrances, assessments, easements, leases and taxes, subject only to those exceptions approved in writing by Agency pursuant to Paragraph 4 of this Agreement. 4. CONDITION OF TITLE: TITLE INSURANCE POLICY. Agency shall obtain, at its expense, concurrenfiy with the recording of the Grant Deed to Agency, a standard form. CLTA Owner's Policy of Title Insurance in the amount of the Purchase Price, issued by a title Company chosen by the Executive Director of the Agency ("Title Company"), showing the title to the Property vested in the Agency, a public body, corporate and politic, subject only to the exceptions approved by Agency pursuant to the following procedure. a. Agency shall obtain a preliminary title report ("PTR") within twenty (20) working days of the date of this Agreement along with the documents described in the PTR. b. Agency shall, twenty (20) working days from receipt of the PTR, approve, conditionally approve or disapprove the PTR, in its sole discretion, and shall specify the items which are disapproved or conditionally approved. LAX2:146886.1 February 28, 1996 c. If Agency shall disapprove or conditionally approve any item in the PTR, Seller shall, within twenty (20) working days of receipt of such disapproval or conditional approval, advise Agency in writing whether or not Seller shall cause to be eliminated any such disapproved item or items. d. If Seller elects not to eliminate such item or items, this Agreement may be canceled by either party upon written notice to the other. 5. CONDITIONS PRECEDENT TO CLOSE OF ESCROW. Agency's obligation to complete the purchase hereunder is conditional upon the following: a. Agency shall approve the Preliminary Title Report; b. Agency shall conduct a physical inspection of the Property, and approve of the physical condition of the Property; c. Agency shall conduct an environmental investigation of the Property, including but not limited to, determining whether hazardous materials and/or asbestos are present on the Property, and shall approve the condition of the Property pursuant to such investigation; d. Agency conducts the environmental investigation and approves the environmental report on the Property described in Paragraph 8 of this Agreement; e. Agency approves the Seller's Disclosure Statement described in Paragraph 8 of this Agreement; The truth of each and every warranty and representation made by Seller in tiffs Agreement as of the date of execution thereof and as of the Closing Date; and g. On the Closing Date, the Title Company shall be ready, willing and able to issue to Agency (or other entity selected by Agency at least three (3) days prior to the Closing Date) its standard form CLTA Owner's Policy of title insurance insuring Agency in the amount of the Purchase Price that good and marketable title to the Property is vested in Agency subject only to the exceptions to title set forth in the PTR and approved by Agency. 6. ESCROW. a. The Parties hereto shall enter into Escrow for the conveyance of the Property in accordance with this Agreement. Prior to entering escrow the Executive Director, on behalf of the Agency, and the Seller shall agree upon. LAX2:146886.1 February 28, 1996 -2- an Escrow Agent and shall execute Escrow Instructions as necessary to effectuate and implement this Agreement. b. The Closing Date shall be agreed to by the parties but shall not be earlier than April 12, 1996. c. Seller shall deliver or cause to be delivered to escrow the Grant Deed in proper form duly executed and in recordable form conveying to Agency fee title to the Property subject only to the exceptions approved by Agency pursuant to Paragraph 3 hereof. d. Both parties shall execute and deliver to each other any other documents or instruments which are reasonably necessary in order to consummate the purchase and sale of the Property. e. Seller shall deliver to Agency through escrow an affidavit executed by Seller under penalty of perjury stating Seller's United States taxpayer identification number and that Seller is not a foreign person, in accordance with Internal Revenue Code 1445(2) and such other documents as are required by federal and state tax laws. f. Real property taxes and assessments through fiscal year 1995-96 and 1996-97 shall be prorated as of the Close of Escrow, based upon the latest tax bill available. g. Agency shall pay the usual recording fees and any required documentary transfer taxes. h. The Executive Director of the Agency is hereby authorized and directed to execute such escrow instructions, certificates of acceptance (Government Code Section 27281), and such other documents as are necessary to complete the transactions described in this Agreement. 7. PERMISSION TO ENTER ON PREMISES. Seller hereby grants to Agency, and its designated agents, permission to enter upon the Property at all reasonable times prior to close of escrow for the purpose of making necessary or appropriate inspections and investigations, including but not limited to, conducting a soils, geotechnical, toxic and hazardous substances investigation. Agency shall restore the Property to its original condition after said investigation. LAX2:146886.1 Febnm, y 28, 1996 -3- 8. HAZARDOUS SUBSTANCES DISCLOSURE. a. Pursuant to Health and Safety Code Section 25359.7, and other laws, Seller is obligated to disclose any knowledge that Seller, or any agent, officer or employee of Seller, has regarding hazardous substances on, in or under the Property. It is understood and agreed between Agency and Seller that the closing of this escrow is subject to and contingent upon receipt and approval, by Agency, of Seller's Disclosure Statement, disclosing if the Seller, or any present or former agent, officer or employee of Seller, knows or has reasonable cause to believe there are any hazardous or toxic substances or materials located on, in, or under the Property. Said Disclosure Statement is subject to Agency's review and approval in its sole discretion. b. It is further understood and agreed that Agency shall have sixty (60) days from the date of this Agreement in which to complete said investigations. If the results of this investigation are not satisfactory to Agency, then Agency, in Agency's sole discretion, shall have the right to cancel the escrow with no obligation to Seller. c. As used in this Agreement, the phrase 'Hazardous Materials' shall mean any hazardous, toxic, corrosive, reactive, ignitable, carcinogenic or reproductive toxic substance, material, product, compound, chemical or waste (including, without limitation, petroleum, including crude oil, or any fraction thereof, asbestos or asbestos-containing materials, flammable explosives, radioactive materials, and polychlorinated biphenyls) as defined in or regulated by any federal, state or local law, ordinance, regulation or code regarding the environment or health, safety or welfare ("Environmental LawD. 9. HAZARDOUS SUBSTANCES REMOVAL BY SELLER. a. Agency and Seller agree that Seller shall be solely responsible for the removal and disposal of any and all Hazardous Materials, and hazardous, toxic or other wastes or substances stored or existing on, in or under the Property whether discovered before or after close of escrow. Seller warrants to Agency that any and all hazardous, toxic or other wastes or substances shall be removed from the premises prior to close of escrow, at Sellefts sole expense. b. It is further understood and agreed that Seller shall protect, defend, (with counsel acceptable to Agency) indemnify and hold Agency, its officers, employees, volunteers, agents, assigns and any successor or successors to Agency's interest harmless from any and all liability, costs, losses, fines, penalties, charges, response, remedial/on and removal costs and/or claims of any kind whatsoever (including, but not limited to attorneys' I..AX2:146886.1 Febmas3e 28, 1996 -4- and expert wireess fees and costs incurred in defending against any of the foregoing or in enforcing this indemnity) relative to the existence, remediation, removal, repair and/or disposal of said Hazardous Materials, and hazardous, toxic or other wastes or substances on or in or under the herein described Property. This indemnity includes, but is not limited to, any repair, cleanup, remediation, detoxification, or preparation and implementation of any removal, remedial response, closure or other plan (regardless of whether undertaken due to governmental action) concerning any hazardous substance or hs?ardous wastes including petroleum and its fractions, asbestos and lead-based paint, as defined pursuant to the Comprehensive Environmental Response, Compensation and Liability Act ["CERCLA"], 42 U.S.C. Section 9601, e_t sea_., the Resource Conservation and Recovery Act [~RCRA*], 42 U.S.C. Section 6901 et ~eq. or California Health and Safety Code Section Code Section 25280 et seq_. at any place where Seller owns or has control of real property pursuant to any of Sellefts activities under this Agreement. The foregoing indemnity is intended to operate as an agreement pursuant to Section 107(e) of CERCLA and California Health and Safety Code Section 25364 to assure, protect, hold harmless and indemnify Agency from liability. c. It is also understood and agreed that Seller shall be entirely responsible for securing any and all permits necessary in connection with the removal and disposal of any and all such Hazardous Materials, and hazardous, toxic or other wastes or substances, and paying all fees, charges, costs and/or penalties whatsoever in connection therewith, and that Seller shall have any and all contractors involved with the removal and disposal of any and all such hazardous, toxic or other wastes or substances, provide evidence of public liability insurance, in form and amounts approved by Agency, and naming Agency as additiosal insured. d. It is further understood and agreed that Seller shall be solely responsible for the costs of removal of any asbestos-containing building materials and lead-based paints in conjunction with Agency's demolition of any structures which may be on the Property. e. As used in this Agreement, the phrase "Hazardous Materials" shall mean any hazardous, toxic, corrosive, reactive, ignitable, carcinogenic or reproductive toxic substance, material, product, compound, chemical or waste (including, without limitation, petroleum, including crude oil, or any fraction thereof, asbestos or asbestos-containing materials, flammable explosives, radioactive materials, and polychlorinated biphenyls) as defined in or regulated by any federal, state or local law, ordinance, regulation or code regarding the environment or health, safety or welfare ("Environmental Law"). LAX2:146886.1 February 28, 1996 10. REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants as follows: a. The Property is free and clear of all liens, claims, encumbrances, easements, encroachments or fights-of-way of any nature whatsoever other than the matters set forth as exceptions in the PTR and approved by the Agency. b. Seller has no knowledge of any order or directive of any applicable Department of Building and Safety, Health Department or any other City, County, State or Federal authority, relating to the Property. c. Seller has complied with, and has no knowledge of any pending, threatened or potential investigation, proceeding or action (including legislative action) relating to the failure of Seller to comply with any and all statutes, laws, ordinances, regulations, rules and orders of governmental authorities having or claiming jurisdiction relating to the ownership, operation and use of the Property including, but not limited to, compliance with all zoning, health, safety, building and fire regulations and the obtaining and compliance with any and all necessary permits, licenses and certificates of authority. d. Seller has no obligations to any finder or broker in connection with the sale of the Property. e. Seller is not aware of any Hazardous Materials (as defined below) that have been used, present, released, stored, manufactured, generated or disposed of on, under or about, or transported to or from the Property. f. To the best of Seller's knowledge, the Property (including, without limitation, the soil and groundwater thereunder) is not in violation of any Environmental Laws. No above-ground or underground tanks exist on, under or about the Property. g. All of the documents, information and records provided by Seller to Agency in accordance with this Agreement shall contain true and accurate information and do not omit any material fact. h. Seller has no knowledge of any pending, threatened or potential litigation, action or proceeding against Seller or any other party before any court or administrative tribunal which is in any way related to the Property. i. All contracts, agreements, understandings and commitments, written or oral, with vendors, affecting any part of the Property, are disclosed in Exhibit C. attached hereto and incorporated herein. LAX2:146886.1 February 28, 1996 -6- j. As of the time of the Closing Date, Seller shall have paid and settled all outstanding debts, claims and other obligations owed by Seller in connection with the ownership of the Property or the maintenance thereof ("Debts"). Agency is not assuming any Debts. Seller will indemnify and defend Agency from all actions relating to collection of Debts. 11. FULL PAYMENT OF ALL OBLIGATIONS OF Agency. It is understood and agreed between Seller and Agency that the Purchase Price set forth herein represents an all inclusive settlement and is full and complete payment for just compensation for the acquisition of all property interests pertaining to the Property and includes and satisfies any and all other payments, if any, which may be required by law to be paid to Seller arising out of the acquisition and displacement of the Seller and persons residing on the Property, and specifically includes, but is not limited to, pre-condemnation damages, owner participation rights under the Redevelopment Plan, relocation assistance and/or benefits under the Relocation Assistance Act, Government Code Section 7260 et seq., and loss of business goodwill under the Eminent Domain Law, Code of Civil Procedure Section 1263.510. 12. ATTORNEY'S FEES. In the event of any litigation between the Agency and Seller, concerning this transaction, the prevailing party shall be entitled to reasonable attorneys' fees. 13. ASSIGNMENT. Agency may assign its rights under this Agreement or may designate a nominee to acquire title to the Property, provided, however, that any such assignment or designation shall not relieve Agency of any of its obligations under this Agreement. 14. NOTICES. All notices called for herein shall be in writing and shall be delivered to Seller and Agency at the addresses set forth in this Paragraph. Notices shall be deemed delivered two (2) business days after first-class mailing, or upon receipt by personal service at the office of the party, delivery by overnight courier service, or by legible and complete facsimile transmission. The following addresses are to which notices shall be sent pursuant to this Paragraph, provided that either party may change its address by proper notice to the other: SELLER: Cande Ceballos 28555 Pujol Street Temecula, California 92590 LAX2:146886.1 Fe~mm3~ 28, 1996 -7- AGENCY: City of Temecula 43174 Business Park Drive Temecula, California 92590 Attention: City Manager 15. MISCELLANEOUS PROVISIONS. a. This Agreement integrates all of the terms and conditions mentioned herein or incidental hereto, and supersedes all negotiations or previous agreements between the parties or their predecessors in interest with respect to all or any part of the subject matter hereof. b. Both Parties are sophisticated buyers and sellers of real property and have participated in the drafting of this Agreement. IN wI'rNESS WHEREOF, the Parties hereto have executed this Agreement on the date first written above. SELLER CANDE CEBALLOS LA. X2:146886.1 February 28, 1996 -8- RF.r~EV-EIOPMENT AGENCY OF THE CITY OF TEMECULA: PATRICIA H. BIRDSALL, CHAIRPERSON ATFEST: By June S. Greek, City Clerk/Agency Secretary APPROVED AS TO FORM: By Peter M. Thorson Agency Counsel LAX2:146886.1 February 28, 1996 -9- EXHIBIT A LEGAL DESCRIPTION APN 922-054-006 Lot 1 Block 37 Town of Temecula LAX2:146556.1 Fel)~-y 28, 199($ -10- EXHIBIT B CONTRACTS AFFECTING PROPERTY NONE