Purchase Agmt_Anaheim Housing Authority_072425 (V3).docxPage 1 ASSESSOR PARCEL NOS.: 251-092-13 and 251-092-14
SELLER: ANAHEIM HOUSING AUTHORITY
BUYER: RENAISSANCE PACKING HOUSE TOWNHOMES, LLC
ANAHEIM HOUSING AUTHORITY
AGREEMENT FOR SALE OF REAL PROPERTY
AND JOINT ESCROW INSTRUCTIONS
THIS AGREEMENT FOR SALE OF REAL PROPERTY AND JOINT ESCROW INSTRUCTIONS (the "Agreement"), dated for identification only as of August __, 2025, is made and entered into by and between the ANAHEIM HOUSING AUTHORITY, a public body corporate and politic ("Seller"), and RENAISSANCE PACKING HOUSE TOWNHOMES LLC, a California limited liability company ("Buyer"), for acquisition by Buyer of certain real property as hereinafter set forth, to be effective on the latest date of execution shown on the signature page hereto (the “Effective Date”).
IT IS HEREBY MUTUALLY AGREED BETWEEN THE PARTIES 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, all that certain real property (hereinafter called "Property") situated in the City of Anaheim, County of Orange, State of California, and legally descri bed in Exhibit A attached hereto.
2. PURCHASE PRICE. The total purchase price, payable in cash, certified or cashier's check payable to the Escrow Agent, or by electronic transfer of federal funds through escrow, shall be the sum of ONE MILLION O NE HUNDRED FIFTEEN THOUSAND DOLLARS ($1,115,000).
$16,725 Deposit within 10 days of the opening of Escrow $1,098,275 Balance of Purchase Price at Close of Escrow $1,115,000 Purchase Price
3. AFFORDABLE HOUSING UNIT. Buyer agrees, as a condition to the Closing, to covenant that one (1) completed residential unit on the Property shall be sold to qualified moderate-income purchaser at an affordable housing cost, consistent with the requirements of the Section 34312 of the Housing Authorities Law, such unit to be not less than 3-bedrooms (the “Affordable Housing Unit”), and be of like kind and quality with the other residential units in Buyer’s residential development project generally identified as DEV2024 -00067 by the City of Anaheim , such covenant to be for a period of 45-years.
The foregoing covenant shall be evidenced by either a “Housing Incentives Agreement/CC&R’s” (as defined below) or, if such agreement is not a condition of approval for the development of DEV2024-0006, a “Affordable Housing Agreement” entered into by Buyer and Seller prior to the Closing.
With respect to DEV2024-00067, the Buyer has requested that the City of Anaheim grant a density bonus and/or other incentives (collectively referred to as a “Housing Incentive”) for the entire project pursuant to Chapter 18.52 of the Anaheim Municipal Code. Upon approval of a Housing
Incentive, the Developer will enter into a Housing Incentives Agreement with the City pursuant to the requirements listed of Chapter 18.52. Prior to final map approval, the Developer will be required to execute and record against the parcels (including the Property) designated for the construction of affordable units a Housing Incentives Agreement, and if required by the Housing Incentives Agreement, a declaration of covenants, conditions, and restrictions (“CC&R’s”) that sets forth the terms and conditions of approval of the Housing Incentives. The Housing Incentives Agreement/CC&R’s will include (but not limited to) a requirement the one unit located on the Property will be the Affordable Housing Unit for which an initial sale shall be made to a “Moderate Income Hous ehold” at an “ Affordable Housing Cost ” consistent with Health and Safety Code Section 50052.5(b)(4).
In the absence of a Housing Incentive Agreement, an “Affordable Housing Agreement” shall be required between the Buyer and the Seller, such agreement to generally provide for the recordation of a “Memorandum of Affordable Housing Agreement” against the Property at Closing in a first priority position, the release of such memorandum upon the sale of residential units other than the Affordable Housing Unit, and Buyer’s consent to, prior to the sale of the Affordable Housing Unit, the recordation of a 45 -year covenant (generally in the form of an “Affordable Housing Regulatory Agreement”) that will encumber the Affordable Housing Unit for the 45-year affordability term.
Seller, in its capacity as a housing authority, will not provide any subsidy for the A ffordable Housing Unit.
4. CONVEYANCE OF TITLE. Seller agrees to convey the Property to Buyer, at the Closing, by execution and delivery of a Grant Deed in the form attached hereto as Exhibit B (the “Grant Deed”).
5. TITLE REVIEW AND TITLE INSURANCE POLICY.
A. Delivery of Title Commitment. Escrow Agent (as defined in Paragraph 7.A hereof) shall promptly request that First American Title Insurance Company ("Title Company") deliver to Buyer a current preliminary title commitment covering the Property together with legible or best available copies of all documents referenced therein (collectively, the “Title Report”).
B. Title Review and Cure . Buyer shall have ten (10) business days following its receipt of the Title Report (the “Title Review Period”) to review same and to either approve or disapprove the condition of title to the Property. On or before the expiration of the Title Review Period, Buyer shall deliver to Seller and Escrow Agent written notice (“ Buyer’s Title Notice”) of Buyer’s approval or disapproval of the matters reflected in the Title Report. The failure of Buyer to deliver to Seller Buyer’s Title Notice on or before the expiration of the Title Review Period shall be deemed to constitute Buyer’s disapproval of the condition of title to the Property. If Buyer disapproves any matter of title shown in the Title Report, then Seller may, but shall have no obligation to, within five (5) business days after its receipt of the Buyer’s Title Notice for the Property (“Seller’s Election Period”), elect to eliminate or ameliorate to Buyer’s reasonable satisfaction the disapproved title matters by giving Buyer written notice (“Seller’s Title Notice”) of those disapproved title matters, if any, which Seller agrees to so eliminate or ameliorate by the Closing Date. Buyer acknowledges and agrees that any title exception disapproved by Buyer (or deemed disapproved) shall be deemed ameliorated to Buyer’s reasonable satisfaction to the extent that Seller either causes such exception to be removed from the Title Policy (as such term is defined in Paragraph 5.C hereof) or to be affirmatively insured over (at no additional cost to Buyer). If Seller does not elect to, or is unable to, eliminate or ameliorate any disapproved title
matters, Buyer reasonably disapproves Seller’s Title Notice, or Seller fails to timely deliver Seller’s Title Notice, then Buyer shall have the right, upon delivery to Seller and Escrow Agent (on or before five (5) business days following the expiration of Seller’s Election Period) of a written notice, to either: (a) waive its prior disapproval, in which event said disapproved matters shall be deemed approved; or (b) terminate this Agreement and the Escrow. Failure to take either one of the actions describ ed in (a) and (b) above shall be deemed to be Buyer’s election to take the action described in clause (b) above. If Buyer elects to terminate this Agreement as provided in clause (b) above, this Agreement shall automatically terminate, the parties shall be released from all further obligations under this Agreement (except pursuant to any provisions which by their express terms survive a termination of this Agreement), the Initial Deposit shall be immediately released to Buyer and Buyer shall immediately re turn to Seller all Seller Deliverables ( see Paragraph 11.D) and all other documents, instruments and materials previously provided by Seller to Buyer, if any (collectively, the “Property Information”). Buyer shall have been deemed to have approved any title exception that Seller is not obligated to remove and to which either Buyer did not object as provided above, or to which Buyer did object, but with respect to which Buyer did not terminate this Agreement. Anything to the contrary notwithstanding, Selle r shall be obligated to remove or cause to be removed from title all monetary encumbrances of record, and Buyer shall not be required to object to same; all of which, if any, shall not become a Permitted Exception (as defined below).
C. Delivery of Title Policy at Closing. As a condition precedent to Buyer's obligation to acquire the Property and the Close of Escrow, the Title Company shall have issued and delivered to Buyer, or shall have committed to issue and deliver to Buyer, with respect to the Property, a CLTA Standard Coverage Owner’s Policy of Title Insurance (the “Title Policy”) issued by the Title Company as of the date and time of the recording of the Grant Deed for the Property, in the amount of the Purchase Price, subject only to the Permitted Exceptions (as hereinafter defined). For purposes of this Agreement, “Permitted Exceptions” shall mean and include (a) any lien to secure payment of real estate taxes, including special assessments, not delinquent, (b) the lien of supplemental taxes assessed pursuant to Chapter 3.5 commencing with Section 75 of the California Revenue and Taxation Code, (c) all matters which could be revealed or disclosed by a physical inspection or a survey of the Property and matters affecting the Property which are created by or with the written consent of Buyer; (d) all exceptions disclosed by the Title Report relating to the Property and which are approved or deemed approved by Buyer in accordance with Paragraph 5.B hereof, and (e) all applicable laws, ordinances, rules and governmental regulations (including, without limitation, those relating to building, zoning and land use) affecting the development, use, occupancy or enjoyment of the Property. Seller agrees to pay the premium charged for the Title Policy, and Seller shall deliver to the Title Company such instruments, documents, releases and agreements and perform such other acts as Title Company may reasonably require in order to issue the Titl e Policy. Indemnification of the Title Company to induce it to insure any otherwise un -permitted exception to title shall not be allowed except with Buyer’s prior written consent after full disclosure to Buyer of the nature and substance of such exception and indemnity, which consent shall not be unreasonably withheld by Buyer for exceptions not material to marketable title to the Property.
6. INSPECTIONS; DUE DILIGENCE PERIOD.
A. Inspections in General. Beginning on the Effective Date and continuing thereafter for nine (9) months (the “Due Diligence Period”), Buyer and its agents shall have a limited license (the “License”) to enter upon the Property for the purpose of making inspections at Buyer’s sole risk, cost and expense. Any entity/individual entering the Property pursuant to the License shall, prior to entry, provide Seller with a certificate of insurance naming Seller as an additional insured
and with an insurer and insurance limits and coverage reasonably satisfactory to Seller (which coverage shall include, at a minimum, general liability, personal injury and broad form property damage with limits of liability not less than $1,000,000 combined single limit per occurrence and $2,000,000 aggregate). All of such entries upon the Property shall be at reasonable times during normal business hours and after at least 24 hours prior notice to Seller or Seller’s agent, and Seller or Seller’s agent shall have the right to accompany Buyer during any activities performed by Buyer on the Property. Buyer shall provide Seller (at no cost to Seller) with a copy of the results of any tests and inspections made by Buyer, excluding only market and economic feasibility studies; provided however, Buyer shall not be liable for any such material provided to Seller. If any inspection or test disturbs the Property, Buyer will restore the Property to the same condition as existed before the inspection or test. Buyer shall defend, indemnify and hold Seller, Seller’s members, managers, officers, tenants, agents, contractors and employees and the Property harmless from and against any and all losses, costs, damages, claims, or liabilities, including but not limited to, mechanic’s and material men’s liens and Seller’s reasonable attorneys’ fees, arising out of or in connection with Buyer’s or its agents’ entry upon or inspection of the Property.
Notwithstanding the foregoing, Buyer’s indemnity, defense and hold harmless o bligations hereunder shall not apply to any pre -existing condition that is discovered by Buyer during the course of Buyer’s exercise of the License rights; PROVIDED, HOWEVER, Buyer shall be responsible for any exacerbation, increase or aggravation of any pre -existing condition that is caused (directly or indirectly) by Buyer’s exercise of the License rights granted herein. The License may be revoked by Seller at any time and shall in any event be deemed revoked upon termination of this Agreement. The prov isions of this Paragraph 6.A shall survive the Close of Escrow or the earlier termination of this Agreement.
B. Extension of Due Diligence Period . If Buyer determines, in its sole discretion, before the expiration of the Due Diligence Period, that Buyer requires more time to complete its analysis and investigation of the condition of the Property, Buyer shall have the right to extend the Due Diligence Period for an additional six (6) months (the “Extended Due Diligence Period”), SUBJECT TO Buyer’s (i) delivery of a written notice of extension (“Extension Notice”) to Escrow Agent and Seller and (ii) deposit of Twenty Five Thousand Dollars ($25,000) with Escrow Agent (the “Extension Deposit”), which Extension Notice and Extension Deposit shall be provided/deposited prior to the expiration of the Due Diligence Period. If the close of escrow has not occurred prior to the expiration of the Extended Due Diligence Period, then, immediately upon expiration of the Extended Due Diligence Period, Escrow Age nt shall release the Extension Deposit to Seller and Seller shall be entitled to keep and retain said Extension Deposit in consideration of Seller’s grant of the Extended Due Diligence Period (irrespective of whether the escrow ultimately proceeds to close). If the escrow closes prior to the expiration of the Extended Due Diligence Period, then (A) Seller shall be entitled to receive and retain, at the Closing, the entirety of the Extension Deposit, BUT (B) Buyer shall receive a credit against the Purchase Price that is equal to the amount of the Extension Deposit.
C. Termination During Due Diligence Period . If Buyer determines, in its sole discretion, before the expiration of the Due Diligence Period or the Extended Due Diligence Period, as appropriate, that the Property is unacceptable for Buyer’s purposes, then Buyer shall have the right to terminate this Agreement by giving to Escrow Agent and Seller notice of termination (“Termination Notice”) on or before the expiration of the relevant Due Diligence Period, in which event the Initial Deposit and the Extension Depo sit (if previously tendered to Escrow Agent) shall be immediately released to Buyer, Buyer shall immediately return all Property Information, if any, to Seller and, except for those provisions of this Agreement which expressly survive the termination of this Agreement, the parties hereto shall have no further obligations hereunder. If Buyer fails to deliver a Termination Notice to Escrow Holder and Seller on or before
the expiration of the relevant Due Diligence Period, then Buyer shall be deemed to be satisfied with all aspects of all the Property, including, without limitation, the condition and suitability of the Property for Buyer’s intended use. Buyer’s delivery (or deemed delivery) of a Termination Notice to Escrow Holder with respect to the Property shall constitute Buyer’s election to terminate this Agreement with respect to the Property as provided above in this Paragraph 6.D.
D. Notice of Acceptance . If Buyer determines, in its sole discretion, before the expiration of the Due Diligence Period or the Extended Due Diligence Period, as appropriate, that the Property is acceptable for Buyer’s purposes, Buyer shall deliver to Escrow Agent and Seller a notice of acceptance (“Acceptance Notice”) on or before the expiration of the relevant Due Diligence Period, in which event Buyer shall be deemed to have accepted the condition of the Property and shall waive any/all objections in relati on to the condition of the Property. Upon Escrow Agent’s receipt of the Acceptance Notice, (i) Escrow Agent shall immediately release the Initial Deposit to Seller and (ii) the parties shall proceed to close the escrow within ten (10) business days. At the Closing, Escrow Agent shall (A) pay to Seller the Extension Deposit (if previously deposited) and (B) credit to Buyer’s account the amount of the Extension Deposit.
E. Land Use Approvals . During the Due Diligence Period, Buyer shall perform all work and bear all costs necessary to process all land use and development entitlements for development of the Property as an integrated component of Buyer’s current entitlement application, DEV2024-00067 (the “Land Use Approvals”). The requirement that the Property be developed as an integrated component of DEV2024 -00067 shall be a Seller condition to close.
Seller will reasonably cooperate with Buyer’s entitlement application before the City of A naheim (“City”), provided, however by the execution of this Agreement by the Seller , the City is not committing itself to or agreeing to undertake any Land Use Approvals or any other acts or activities requiring the subsequent independent exercise of discretion by the City, the City Council, the Planning Commission or any department of t he City. The City reserves final discretion and approval as to any and all Land Use Approvals and all proceedings and decisions in connection therewith. Additionally, Buyer agrees and acknowledges that City may, in the exercise of its discretion, include a condition of approval requiring the recordation of the Housing Incentives Agreement/CC&R’s as a condition to the approval of a final map or, in the absence of any Housing Incentives awarded to the project, an Affordable Housing Regulatory Agreement as to the Affordable Housing Unit. In the event that the City does not exercise its discretion to impose a condition of approval as either a Housing Incentives Agreement/CC&R’s or Affordable Housing Regulatory Agreement, a Memorandum of Affordable Housing Agreement shall be recorded at the Closing as provided in Paragraph 3.
7. SELLER’S DELIVERIES
A. Seller’s Deliveries to Escrow Agent at Closing. On or before 5:00 p.m. on the last business day prior to the Closing Date, and on the condition that Seller is reasonably satisfied that the Land Use Approvals include the Property, Seller shall deliver to Escrow Agent the items described in this Paragraph 7.
i. Seller’s Grant Deed . One (1) original of Grant Deed, duly executed and acknowledged by Seller. Pursuant to Paragraph 9.D hereof, all documentary transfer tax information shall be affixed to Grant Deed upon recordation. ii. Memorandum of Affordable Housing Agreement . One (1) counterpart original of the Memorandum of Affordable Housing Agreement, duly executed and acknowledged by Seller, unless waived by Seller as provided by Paragraphs 3 and 6.E.
iii. Certificate of Non-Foreign Status. One (1) original of the Certificate of Non- Foreign Status, duly executed and acknowledged by Seller. iv. Seller’s Affidavits; Certificates and Evidence of Authority . (a) Any and all affidavits, indemnities and any other written documentation required by the Title Company as a condition to the issuance of the applicable Title Policy; and (b) to the extent required by the Title Company, Escrow Agent and/or Buyer, as ap plicable, evidence that Seller and those acting for Seller have full authority to consummate the transaction contemplated by this Agreement, as modified through the Closing including, without limitation, certified copies of the corporate, limited liability company, partnership or other resolutions authorizing the transaction contemplated by this Agreement.
v. Seller’s Closing Statement. Seller’s Closing Statement, duly executed by Seller.
vi. Additional Documents. Such additional documents, instructions or other items as may be necessary or appropriate to comply with the provisions of this Agreement and to effect the transactions contemplated hereby, provided that such additional documents, instructions or other i tems shall not cause any additional liability, cost or obligation to Seller, except as otherwise provided for in this Agreement.
8. BUYER’S DELIVERIES
A. Buyer’s Deliveries to Escrow Agent at Closing. On or before 5:00 p.m. on the last business day prior to the Closing Date, Buyer shall deliver to Escrow Agent the items described in this Paragraph 8.
i. Purchase Price. The Purchase Price pursuant to Paragraph 2 hereof. ii. Memorandum of Affordable Housing Agreement . One (1) counterpart original of the Memorandum of Affordable Housing Agreement, duly executed and acknowledged by Buyer, unless waived by Seller as provided by Paragraphs 3 and 6.E. iii. Buyer’s Charges . In addition to the Purchase Price and other funds deposited by Buyer with Escrow Agent, funds sufficient to pay all amounts required to be paid by Buyer in accordance with the provisions of Paragraphs 9.D and 9.E hereof. iv. Evidence of Authority. To the extent required by the Title Company, Escrow Agent, and/or Seller, as applicable, evidence that Buyer and those acting for Buyer have full authority to consummate the transaction contemplated by this Agreement, as modified through the Closing including, without limitation, certified copies of the corporate, limited liability company, partnership or other resolutions authorizing the transactions contemplated by this Agreement. v. Buyer’s Closing Statement. Buyer’s Closing Statement, duly executed by Buyer.
vi. Additional Documents. Such additional documents, instructions or other items as may be necessary or appropriate to comply with the provisions of this Agreement and to effect the transactions contemplated hereby, provided that such additional documents, instructions or other i tems shall not cause any additional liability, cost or obligation to Buyer, except as otherwise provided for in this Agreement.
B. Buyer’s Deliveries to Seller at Closing. On or before the Closing, Buyer shall deliver to Seller the items described in this Paragraph 8.B.
i. Affordable Housing Agreement . Three (3) counterpart originals of the Affordable Housing Agreement , duly executed and acknowledged by Seller, unless waived by Seller as provided by Paragraphs 3 and 6.E.
9. ESCROW.
A. General Escrow Provisions . Buyer and Seller agree to open an escrow in accordance with this Agreement at First American Title Insurance Company, National Commercial Services, 18500 Von Karman Ave., Suite 600, Irvine CA 92612 or such other mutually acceptable escrow agent ("Escrow Agent"). The escrow shall be deemed open upon the delivery of a fully - executed copy of this Agreement to Escrow Agent (the “Opening of Escrow”). The “Close of Escrow” (or “Closing”) shall mean and refer to (i) Seller’s receipt of the Purchase Pr ice and (ii) transfer and conveyance of the Property to Buyer. This Agreement constitutes the joint escrow instructions of Buyer and Seller, and Escrow Agent to whom these instructions are delivered is hereby empowered to act under this Agreement. The pa rties agree to do all acts reasonably necessary to close this escrow in a commercially reasonable time, provided, however, that the last day for the Closing to occur shall be on the earlier of: (i) 30 days following the expiration of the Escrow Period; or (ii) 30 days after approval of the Land Use Approval and any applicable appeal and legal challenge periods thereto (the “Outside Closing Date”).
B. Insurance. Insurance policies for fire and/or casualty are not to be transferred, and Seller will cancel its own policies after close of escrow.
C. Escrow Funds; Disbursements . All funds received in this escrow shall be deposited with other escrow funds in a general escrow trust account(s) and may be transferred to any other such escrow trust account in any State or National Bank doing business in the State of California. All disbursements shall be made by check from such account.
D. Prorations.
i. Taxes and Assessments . The Seller is generally not subject to the assessment of property taxes (whether general, special or supplemental) during the time it holds title to the Property. However, to the extent that any real and personal property ad valorem taxes, including without limitation, all supplemental taxes attributable to the period before the Closing Date, for the fiscal year in which the Closing occurs, such taxes shall be paid by Seller and Seller shall be entitled to seek a refund from the Orange County Tax Collector for any such taxes and assessments paid for the portion of the fiscal year following the Closing Date. In addition to the foregoing, Special Assessments, if any, shall be prorated to the Closing Date. The Seller will be subject to the assessment of property taxes (whether general, special or supplemental) once it takes title to the Property.
ii. Final Adjustment after Closing. If final prorations of Special Assessments, if any, or ad valorem taxes cannot be made at the Close of Escrow, then, provided Buyer or Seller identify any such proration (“Post Closing Proration”) in writing before the Close of Escrow, Buyer and Seller agree to allocate such items on a fair and equitable basis as soon as invoices or bills are available, with final adjustment to be made as soon as reasonably possible after the Close of Escrow.
E. Close of Escrow; Instructions to Escrow Agent. On the Closing Date, provided that all conditions precedent have been satisfied or waived by the appropriate party, Escrow Agent shall take the following actions in the order indicated below:
i. With respect to all closing documents delivered to Escrow Agent hereunder, and to the extent necessary, Escrow Agent is authorized to insert into all blanks requiring the insertion of dates the date of the recordation of the Grant Deed or such other date as Escrow Holder may be instructed in writing by Seller and Buyer; ii. Pay any amount necessary to place title in the condition necessary to satisfy Paragraph 5.C of this Agreement and charge Seller upon Seller's approval; iii. Pay any escrow fees, charges and costs payable under Paragraph 8 of this Agreement and charge Buyer and Seller as set forth in said Paragraph 8. iv. Deliver to Seller, in cash or current funds, the Purchase Price, plus or minus, as the case may be, the amounts determined in accordance with the provisions of this Agreement;
v. Record the Grant Deed in the Official Records of Orange County, California;
vi. Record the Memorandum of Affordable Housing Agreement in the Official Records of Orange County, California and recorded in priority immediately after the Grant Deed and ahead of all other liens recorded at the Closing;
vii. Cause the Title Company to issue the Title Policy for the Property; and viii. Deliver to Seller and Buyer a final closing statement which has been certified by Escrow Agent to be true and correct.
F. Time of the Essence; Failure to Close Due to Buyer’s Default. TIME IS OF THE
ESSENCE IN THESE INSTRUCTIONS AND ESCROW SHALL CLOSE ON OR BEFORE THE
OUTSIDE CLOSING DATE, UNLESS SUCH DATE IS EXTENDED BY MUTUAL AGREEMENT OF THE PARTIES.
In the event Buyer has not deposited the necessary documents (if any) and funds to close this escrow on or before the Outside Closing Date, Escrow Agent shall immediately deliver to Seller and Seller shall (i) be entitled to retain the Initial Deposit and the Extension Deposit (if applicable) in consideration of Seller’s grant of the original option to Buyer and agreement to extend the Due Diligence Period and (ii) have no further recourse against Buyer.
10. ESCROW FEES, CHARGES AND COSTS.
A. Escrow and Title Charges. Except as otherwise provided below, Seller and Buyer agree to pay all usual and customary Seller and Buyer escrow and title fees, charges and costs.
Seller shall pay any applicable: (i) federal or state income taxes related to the Property and all property-related taxes and assessments allocable to the Seller prior to the Closing Date; and 9ii) Seller’s share of prorations, if any. Buyer shall pay: (i) recording fees, documentary and transfer taxes (ii) the premium for an owner’s policy of Title Insurance and any endorsements requested to be issued to Buyer by Title Company; (iii) its own “due diligence” costs and entitlement
processing costs, including, without limitation, any fees and expenses of its environmental consultants, engineers and any other consultants; and (iv) Buyer’s share of prorations, if any.
Except to the extent otherwise specifically provided herein, all other expenses incurred by Seller and Buyer with respect to the negotiation, documentation and closing of this transaction, including, without limitation, Buyer’s and Seller’s attorneys’ fees, shall be borne and paid by the party incurring same. If the Clos e of Escrow does not occur by reason of Buyer’s or Seller’s default under this Agreement, then all escrow and title charges (including cancellation fees) shall be borne by the party in default.
B. Brokerage Fees. Buyer and Seller each represent to the other that no brokers have been involved in this transaction . Neither party has had any contact or dealings regarding the Property, or any communication in connection with the subject matter of this transaction, through any licensed real estate broker or person, who can claim a commission or finder’s fee as a procurin g cause of the sale contemplated in this Agreement. If any other broker or finder perfects a claim for a commission or finder’s fee base d on any contract, dealings, or communication with a party (the “Indemnifying Party”), then the Indemnifying Party shall indemnify, defend, and hold the other party (the “Non-indemnifying Party”) harmless from all costs and expenses (including reasonable a ttorney fees and costs of defense) incurred by the Non - indemnifying Party in connection with such claim.
11. RENTALS AND OCCUPANCY BY SELLER . Seller warrants that there are no oral or written leases, subleases or tenancies in effect pertaining to all or any portion of the Property, and Seller further agrees to hold Buyer harmless and reimburse Buyer for any and all of its losses and expenses occasioned by reason of any such lease, sublease or tenancy.
12. BUYER AND SELLER RESPONSIBILITIES.
A. Utility Improvements Serving the Property. Buyer declares that it has investigated the location of gas, water, sewer and power available to serve the Property and that Seller makes no representation as to whether such utilities are stubbed at the property line. Buyer is aware that it will be responsible for the provision of all utilities (gas, water, sewer, power, etc.) to the Property.
B. Seller’s Disclosures. Prior to the Closing Date, Seller will provide Buyer with all disclosures required by statute and which are applicable to the Property, including, but not limited to, a disclosure as designated under Section 25359.7 of the Health and Safety Code; whereby Seller is required to disclose if there are any hazardous substances located on or beneath the Property that are known to Seller.
C. Seller Deliverables . Seller to provide Buyer, at no cost to Buyer, copies of (i) surveys, plans, specifications and engineering documents, if any, prepared on Seller’s behalf and in Seller’s possession, (ii) any environmental impact reports, Phase I or Phase II reports, or environmental site assessments concerning hazar dous materials on the Property, geological surveys, soil tests, inspection results, complaints, or notices in the possession or control of Seller regarding the safety of the Property, and (i i) any permits and/or approvals obtained from any governmental entity as they may pertain to the Property (collectively, “Seller Deliverables”).
D. Continued Maintenance of Property . Beginning of the Effective Date until the Closing, Seller shall diligently continue to manage the Property and timely perform all of its obligations under any existing contracts.
13. “AS-IS” SALE OF PROPERTY . As of the expiration of the Due Diligence Period or the Extended Due Diligence Period, as appropriate, Buyer will have:
(a) examined and inspected the Property and will know and be satisfied with the physical condition, quality, quantity and state of repair of the Property in all respects and, by proceeding with this transaction following the expiration of the Due Diligence Period or the Extended Due Diligence Period (as appropriate), shall be deem ed to have determined that the same is satisfactory to Buyer;
(b) reviewed the Seller Deliverables, the Property Information , if any, and all instruments, records and documents which Buyer deems appropriate or advisable to review in connection with this transaction, including, but not by way of limitation, any and all drawings, plans, specifications, surveys, permits and licenses relating to the Property, and Buyer, by proceeding with this transaction following the expiration of the Due Diligence Period or the Extended Due Diligence Period (as appropriate), shall be deeme d to have determined that the same and the information and data contained therein and evidenced thereby are satisfactory to Buyer;
(c) reviewed all applicable laws, ordinances, rules and governmental regulations affecting the development, use, occupancy or enjoyment of the Property, and Buyer, by proceeding with this transaction following the expiration of the Due Diligence Period or the Extended Due Diligence Period (as appropriate), shall be deemed to have determined that the same are satisfactory to Buyer; and
(d) at its own cost and expense, made its own independent investigation respecting the Property and all other aspects of this transaction, and shall have relied thereon and on the advice of its consultants in entering into this Agreement, and Buyer, by proceeding with this transaction following the expiration of the Due Diligence Period or the Extended Due Diligence Period (as appropriate), shall be deemed to have determined that the same are satisfactory to Buyer.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND EXCEPT FOR SELLER’S REPRESENTATIONS AND WARRANTIES IN PARAGRAPH 14 OF THIS
AGREEMENT AND ANY WARRANTIES OF TITLE CONTAINED IN THE GRANT DEED OR OTHER DOCUMENTS DELIVERED AT THE CLOSE OF ESCROW (“SELLER’S WARRANTIES”), THIS SALE IS MADE AND WILL BE MADE WITHOUT ANY OTHER
REPRESENTATION, COVENANT, OR WARRANTY OF ANY KIND ( WHETHER EXPRESS,
IMPLIED, OR, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, STATUTORY) BY SELLER. AS A MATERIAL PART OF THE CONSIDERATION FOR THIS AGREEMENT, BUYER AGREES TO ACCEPT THE PROPERTY ON AN “AS IS” AND “WHERE IS” BASIS, WITH
ALL FAULTS, AND WITHOUT ANY OTHER REPRESENTATION OR WARRANTY, ALL OF WHICH SELLER HEREBY DISCLAIMS, EXCEPT FOR SELLER’S WARRANTIES. EXCEPT FOR SELLER’S WARRANTIES, NO WARRANTY OR REPRESENTATION IS MADE BY
SELLER AS TO FITNESS FOR ANY PARTICULAR PURPOSE, MERCHANTABILITY, DESIGN,
QUALITY, CONDITION, OPERATION OR INCOME, COMPLIANCE WITH DRAWINGS OR
SPECIFICATIONS, ABSENCE OF DEFECTS, ABSENCE OF HAZARDOUS OR TOXIC
SUBSTANCES, ABSENCE OF FAULTS, FLOODING, OR COMPLIANCE WITH LAWS AND
REGULATIONS INCLUDING, WITHOUT LIMITATION, THOSE RELATING TO HEALTH, SAFETY, AND THE ENVIRONMENT. BUYER ACKNOWLEDGES THAT BUYER HAS
ENTERED INTO THIS AGREEMENT WITH THE INTENTION OF MAKING AND RELYING
UPON ITS OWN INVESTIGATION OF THE PHYSICAL, ENVIRONMENTAL, ECONOMIC USE,
COMPLIANCE, AND LEGAL CONDITION OF THE PROPERTY AND THAT BUYER IS NOT
NOW RELYING, AND WILL NOT LATER RELY, UPON ANY REPRESENTATIONS AND
WARRANTIES MADE BY SELLER OR ANYONE ACTING OR CLAIMING TO ACT, BY, THROUGH OR UNDER OR ON SELLER’S BEHALF CONCERNING THE PROPERTY (OTHER THAN SELLER’S WARRANTIES). ADDITIONALLY, BUYER AND SELLER HEREBY AGREE THAT (A) EXCEPT FOR SELLER’S WARRANTIES, BUYER IS TAKING THE PROPERTY “AS IS” WITH ALL LATENT AND PATENT DEFECTS AND THAT EXCEPT FOR SELLER’S
WARRANTIES, THERE IS NO WARRANTY BY SELLER THAT THE PROPERTY IS FIT FOR A PARTICULAR PURPOSE, (B) EXCEPT FOR SELLER’S WARRANTIES, BUYER IS SOLELY
RELYING UPON ITS EXAMINATION OF THE PROPERTY, AND (C) BUYER TAKES THE
PROPERTY UNDER THIS AGREEMENT UNDER THE EXPRESS UNDERSTANDING THAT
THERE ARE NO EXPRESS OR IMPLIED WARRANTIES (EXCEPT FOR THE LIMITED WARRANTIES OF TITLE SET FORTH IN THE DEED AND SELLER’S WARRANTIES).
WITH RESPECT TO THE FOLLOWING, BUYER FURTHER ACKNOWLEDGES
AND AGREES THAT SELLER SHALL NOT HAVE ANY LIABILITY, OBLIGATION OR
RESPONSIBILITY OF ANY KIND AND, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN
THIS AGREEMENT, THAT SELLER HAS MADE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND REGARDING:
1. THE CONTENT OR ACCURACY OF ANY REPORT, STUDY, OPINION
OR CONCLUSION OF ANY SOILS, TOXIC, ENVIRONMENTAL OR OTHER ENGINEER OR
OTHER PERSON OR ENTITY WHO HAS EXAMINED THE PROPERTY OR ANY ASPECT THEREOF;
2. THE CONTENT OR ACCURACY OF ANY OF THE ITEMS (INCLUDING,
WITHOUT LIMITATION, THE SELLER DELIVERABLES AND THE PROPERTY INFORMATION, IF ANY) DELIVERED TO BUYER PURSUANT TO BUYER’S REVIEW OF THE CONDITION OF THE PROPERTY; OR
3. THE CONTENT OR ACCURACY OF ANY PROJECTION, FINANCIAL OR
MARKETING ANALYSIS OR OTHER INFORMATION GIVEN TO BUYER BY SELLER OR REVIEWED BY BUYER WITH RESPECT TO THE PROPERTY.
BUYER ALSO ACKNOWLEDGES THAT THE PROPERTY MAY OR MAY NOT
CONTAIN ASBESTOS AND, IF THE PROPERTY CONTAINS ASBESTOS, THAT BUYER MAY
OR MAY NOT BE REQUIRED TO REMEDIATE ANY ASBESTOS CONDITION IN ACCORDANCE WITH APPLICABLE LAW.
BUYER WILL BE, AS OF THE CLOSE OF ESCROW, FAMILIAR WITH THE PROPERTY AND ITS SUITABILITY FOR BUYER’S INTENDED USE. THE PROVISIONS OF THIS PARAGRAPH 13 SHALL SURVIVE INDEFINITELY ANY CLOSING OR TERMINATION OF
THIS AGREEMENT AND SHALL NOT BE MERGED INTO THE DOCUMENTS EXECUTED AT CLOSE OF ESCROW.
WITH RESPECT TO THE RELEASES AND WAIVERS SET FORTH IN THIS
SECTION, AS OF THE CLOSING, BUYER EXPRESSLY WAIVES THE BENEFITS OF SECTION 1542 OF THE CALIFORNIA CIVIL CODE, WHICH PROVIDES AS FOLLOWS:
“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE
CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT
TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE
RELEASE, AND WHICH IF KNOWN BY HIM OR HER WOULD HAVE
MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE
DEBTOR OR RELEASED PARTY.”
BUYER HAS BEEN ADVISED BY ITS LEGAL COUNSEL AND UNDERSTANDS THE SIGNIFICANCE OF THIS WAIVER OF SECTION 1542 RELATING TO UNKNOWN, UNSUSPECTED AND CONCEALED CLAIMS. BY ITS INITIALS BELOW, BUYER
ACKNOWLEDGES THAT IT FULLY UNDERSTANDS, APPRECIATES AND ACCEPTS ALL OF THE TERMS OF THIS SECTION.
_______________________
BUYER’S INITIALS
14. SELLER’S REPRESENTATIONS . Seller represents that the Seller has no actual knowledge: (i) of any current pending lawsuit(s), investigations(s), inquiry(ies), actions(s) or other proceeding(s) affecting the Property or the right to use and/or occupy it; or (ii) of any unsatisfied mechanics' or materialmen's lien(s) affecting the Property or any portion thereof. In the event Seller receives any such notice prior to the Close of Escrow, Seller shall immediately notify Buyer and, if required by the Title Company, will provide the Title Company with such indemnifications or security as it may require to insure title to the Property at the Closing without exception for any unrecorded labor, materialmen's or mechanics' claim of lien.
15. I.R.S. FORM "W -9". It is further understood and agreed by Seller that closing of this escrow is subject to and contingent upon Seller executing an Internal Revenue Service Form "W-9"and/or 1099, and depositing same into escrow.
16. NOTICE OF TAX WITHHOLDING REQUIREMENTS. It is further understood and agreed by Buyer and Seller that closing of this escrow is subject to and contingent upon Seller executing a "Transferor's Affidavit of Non-Foreign Status" and California Form 593-C (Individual Sellers) or 593-W (Real Estate Withholding Exemption Certificate and Waiver Re quest for Non -Individual Sellers) and depositing a copy of same into escrow.
17. AUTHORITY. This Agreement shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successors and assigns of Buyer and Seller. The parties upon whose benefit the signature appears below warrant, each to the other, that the person whose signature appears below has the legal authority to bind the party on whose behalf the signature appears to the terms of this Agreement, and that by doing so, such party is not in breach of any other contract or agreement that would affect or impair the ability of said party to perform its obligations under this Agreement.
18. ENTIRE AGREEMENT. This Agreement contains all the terms, promises, covenants, conditions and representations made or entered into by or between Seller and Buyer relative to the disposition and acquisition of the Property. This Agreement may not be modified or amended unless such amendment is set forth in writing and executed by both Seller and Buyer.
19. SEVERABILITY. The provisions of this Agreement are severable, and if any portion is held invalid or otherwise unenforceable, the parties intend that all other provisions shall remain in full force and effect.
20. ATTORNEY FEES . In the event of any controversy, claim or dispute relating to this instrument or any breach thereof, the prevailing party shall be entitled to recover its reasonable attorney(s) fees, costs and expenses (as actually incurred), whether or not the matter is prosecuted to final judgment. Attorney(s) fees shall include all costs, expert witness fees, and all other reasonable expenses.
21. REMEDIES FOR DEFAULT.
A. Buyer’s Default. Buyer shall be deemed to be in default under this Agreement if Buyer fails, for any reason other than Seller’s default under this Agreement or the failure of a condition precedent to Buyer’s obligation to perform under this Agreement, to meet, comply with, or perform any covenant, agreement, or obligation required on its part within the time limits and in the manner required in this Agreement, or a material breach shall have occurred of any representation or warranty (made by Buyer) by rea son of Buyer’s actual fraud or intentional misrepresentation; provided, however, that no such default shall be deemed to have occurred unless and until Seller has given Buyer written notice of this Agreement, describing the nature of the default, and Buyer has failed to cure such default within five (5) business days after the receipt of such notice (but in any event before the Closing Date, unless such default occurs after Closing).
B. Remedies for Buyer’s Default . If Buyer defaults in its obligations under this Agreement to close the Escrow and acquire the Property from Seller on the Closing Date through no fault of Seller, then Seller at its option may have the right to specific performance of this Agreement or the right t o recover all of its general and special damages. If, after the Closing Date, Seller determines that Buyer has breached any material representation or warranty set forth in this Agreement, then Seller shall have the right to bring an action for general an d special damages against Seller. Notwithstanding any provision herein to the contrary, in the event Buyer fails to close the escrow and acquire the Property from Seller on the Closing Date through no fault of Seller, Buyer acknowledges that the Initial Deposit (i) is subject to immediate release to Seller (if not previously released) and (ii) shall be considered liquidated damages or other recompense for general or special damages incurred by Seller. Seller shall be entitled to receive, keep and retain the Initial Deposit as consideration for Seller’s grant of the original option to Buyer to acquire the Property; Buyer expressly waives all rights or recovery, offset or reimbursement in relation to the Initial Deposit.
C. Seller’s Default. Seller shall be deemed to be in default under this Agreement if Seller fails, for any reason other than Buyer’s default under this Agreement or the failure of a condition precedent to Seller’s obligation to perform under this Agreement, to meet, comply with, or perform any covenant, agreement, or obligation required on its part within the time limits and in the m anner required in this Agreement, or a material breach shall have occurred of any representation or warranty (made by Seller) be cause of Seller’s actual fraud or intentional misrepresentation; provided, however, that no such default shall be deemed to have occurred unless and until Buyer has given Seller written notice of the default, describing its nature, and Seller has failed to cure such default within five (5) business days after receipt of such notice (but in any event before the Closing Date, unless such default occurs after Closing).
D. Remedies for Seller’s Default . If Seller defaults in its obligations under this Agreement to sell the Property to Buyer on the Closing Date through no fault of Buyer, then Buyer at its option may have the right to specific performance of this Agreement and all of its general and special damages. If, after the Closing Date, Buyer determines that Seller has breached any material representation or warranty set forth in this Agreement, then Buyer shall have the right to bring an action for general and special damages against Buyer. If this Agreement is terminated
before the Closing Date for Seller’s default, then, in addition to any remedy Buyer has under this Agreement, Seller shall reimburse Buyer for the reasonable costs actually incurred by Buyer in conducting its due diligence, but in no event shall Buyer be entitled to request/receive (nor shall Seller be obligated to pay) any due diligence reimbursement amount in excess of $30,000.
22. SUCCESSORS. The terms, conditions, covenants and agreements set forth herein shall apply to and bind the heirs, executors, administrators, assigns and successors of the parties hereto.
23. PERMITTED TRANSFEREES. Buyer may also assign and/or permit vesting of title in other entities as follows: (i) consent of the Seller for an assignment of the Agreement or the vesting of title in another entity shall not be required so long as Buyer retains ownership or beneficial interest and retains management and control of the such entity; and (ii) consent of Seller ’s Executive Director shall be required for an assignment of the Agreement or the vesting of title in entity other than Buyer, a permitted Transferee, or as provided in subparts (i) above.
24. NOTICES. All written notices or demands of any kind which either party hereto may be required or may desire to serve on the other in connection with this Agreement shall be served by personal service, by registered or certified mail, or recognized overnight courier service. Any such notice or demand so to be served by registered or certified mail, recognized overnight courier service or facsimile transmission shall be delivered with all applicable delivery charges thereon fully prepaid and, if the party so to be served be Buyer, addressed to Buyer as follows:
Renaissance Packing House Townhomes, LLC
c/o Renaissance Partners, LLC
Attention: Trevor O’Neil, President
3 Park Plaza, Suite 470
Irvine, CA 92614
with copies thereof to: Randall, Coffee & Humphrey, LLP 3200 Park Center Drive, Suite 950
Costa Mesa, CA 92626
and, if the party so to be served be Seller, addressed to Seller as follows:
Anaheim Housing Authority
Attention: Grace Ruiz-Stepter, Executive Director
201 S. Anaheim Blvd., 10th Floor
Anaheim, CA 92805
with copies thereof to: Office of the City Attorney
Attention: Ryan O. Hodge, Deputy City Attention
200 S. Anaheim Blvd., 3rd Floor
Anaheim, CA 92805
Service of any such notice or demand so made by personal delivery, registered or certified mail, recognized overnight courier or facsimile transmission shall be deemed complete on the date of actual delivery as shown by the addressee’s registry or certific ation receipt or, as to facsimile transmissions, by “answer back confirmation” (provided that a copy of such notice or demand is delivered by any of the other methods provided above within one (1) business day following receipt of such facsimile transmissi on), as applicable, or at the expiration of the third (3rd)
business day after the date of dispatch, whichever is earlier in time. Either party hereto may from time to time, by notice in writing served upon the other as aforesaid, designate a different mailing address to which or a different person to whose attent ion all such notices or demands are thereafter to be addressed.
25. GOVERNING LAW . This Agreement shall be governed by the laws of the State of California.
26. COUNTERPARTS. This Agreement may be executed simultaneously in one or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument.
27. HEADINGS; CONSTRUCTION. The various headings of this Agreement are included for convenience only and shall not affect the meaning or interpretation of this Agreement or any provision hereof. When the context and construction so require, all words used in the singular herein shall be deemed to have been used in the plural and the masculine shall include the feminine and the neuter and vice versa. The use in this Agreement of the term “including” and related terms such as “include” shall in all cases mean “without limitation.” All references to “days” in this Agreement shall be construed to mean calendar days unless otherwise expressly provided and all references to “business days” shall be construed to mean days on which national banks are open for business.
28. NO THIRD PARTY BENEFICIARIES. This Agreement is for the sole and exclusive benefit of the parties hereto and their respective permitted successors and assigns, and no third party is intended to, or shall have, any rights hereunder.
29. JOINT PRODUCT OF PARTIES. This Agreement is the result of arms-length negotiations between Seller and Buyer and their respective attorneys, if any. Accordingly, neither party shall be deemed to be the author of this Agreement and this Agreement shall not be construed against either party.
30. CALCULATION OF TIME PERIODS. Unless otherwise specified, in computing any period of time described herein, the day of the act or event after which the designated period of time begins to run is not to be included and the last day of the period so computed is to be included at, unless such last day is a Saturday, Sunday or legal holiday for national banks in California, in which event the period shall run until the end of the next day which is neither a Saturday, Sunday, or legal holiday. Unless otherwise expressly provided herein, the last day of any period of time described herein shall be deemed to end at 5:00 p.m., California time.
31. WAIVER OF JURY TRIAL. To the extent permitted by applicable law, the parties hereby waive any right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.
32. NO PERSONAL LIABILITY . Notwithstanding anything stated to the contrary herein, Seller’s liability under this Agreement shall be limited to Seller’s interest in the Property and neither Seller nor Seller’s constituent partners, members, managers, Seller’s asset manager, nor Seller’s directors, employees or agents shall have any personal liability hereunder.
[Remainder of page intentionally left blank; signatures appear on next page.]
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first set forth hereinabove.
SELLER:
ANAHEIM HOUSING AUTHORITY, a public
body corporate and politic
Date: By:
Grace Ruiz-Stepter
Executive Director
ATTEST:
THERESA BASS, CMC, AUTHORITY SECRETARY
By:
Theresa Bass, CMC
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
By:
Ryan O. Hodge, Deputy City Attorney
LEIBOLD MCCLENDON & MANN, P.C.
By:
David H. Mann, Special Counsel
BUYER:
RENAISSANCE PACKING HOUSE
TOWNHOMES LLC, a California limited
liability company
By: RENAISSANCE PARTNERS, LLC,
a California limited liability company
Its: Managing Member
Date: By:
Its:
EXHIBIT A – PAGE 1
EXHIBIT A
LEGAL DESCRIPTION OF PROPERTY
EXHIBIT B – PAGE 1
EXHIBIT B
FORM OF GRANT DEED
RECORDING REQUESTED BY:
First American Title Insurance Co.
WHEN RECORDED MAIL TAX
STATEMENTS TO:
Renaissance Packing House Townhomes,
LLC
c/o Renaissance Partners, LLC
Attention: Trevor O’Neil, President
Oak Park Plaza, Suite 600
Newport Beach, CA 92614
[Space Above This Line for Recorder’s Use Only]
OFFICIAL BUSINESS:
THIS DOCUMENT IS EXEMPT FROM A
RECORDING FEE PURSUANT TO
GOVERNMENT CODE SECTIONS 6103
AND 27383.
GRANT DEED
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged , the ANAHEIM HOUSING AUTHORITY, a public body corporate and politic ( “Grantor”) hereby grants to RENAISSANCE PACKING HOUSE TOWNHOMES, LLC, a California limited liability company, (the “Grantee”), that certain real property legally described in the “Legal Description of Property” which is attached hereto as Attachment No. 1 and incorporated herein by this reference (the “Property”).
Section 1. Grantor Exceptions -Streets and Alleys. Grantor excepts and reserves any existing street or alley or proposed street or alley, or portion of any existing street or alley or proposed street or alley, lying outside the boundaries of the Property which might otherwise pass with a conveyance of the Property, including the fee title reversion underlying the public rights of way abutting the boundaries of the Property.
Section 2. Grantor Exceptions -Encumbrances. Grantor and Grantee hereby stipulate, and it is the Grantor’s and Grantee’s intent, that the Property shall be burdened with easements in favor of the City of Anaheim, which easements are more particularly described by reference to the certain instruments described in the Official Records of the County of Orange and are hereby incorporated herein by reference, as follows:
1. [List in format of Preliminary Title Report]
EXHIBIT B – PAGE 2
IN WITNESS WHEREOF, Grantor and Grantee have caused this instrument to be executed as of the respective dates set forth below.
GRANTOR:
ANAHEIM HOUSING AUTHORITY,
a public body corporate and politic
Date: By:
Grace Ruiz-Stepter
Executive Director
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
By:
Ryan O. Hodge, Deputy City Attorney
LEIBOLD MCCLENDON & MANN, P.C.
By:
David H. Mann, Special Counsel
GRANTEE:
RENAISSANCE PA CKING HOUSE
TOWNHOMES, LLC, a California limited
liability company
By: RENAISSANCE PARTNERS, LLC,
a California limited liability company
Its: Managing Member
Date: By:
Its:
EXHIBIT B – PAGE 3
ATTACHMENT NO. 1
LEGAL DESCRIPTION OF PROPERTY
[To be inserted]