Purchase and Sale Agreement — CleanPowerSF Sfpuc Commission, June 28, 2022

DEPARTMENT Real Estate Services Division AGENDA NO. 12
MEETING DATE June 28, 2022

APPROVAL:

COMMISSION

SECRETARY

Donna Hood

AGENDA ITEM
Public Utilities Commission
City and County of San Francisco

Real Estate Transaction: Regular Calendar
Deputy General Manager: Michael Carlin
Real Estate Director: Rosanna Russell

Approve the purchase of two easements over private property for a combined purchase price of $8,500 and approve the grant of one easement over SFPUC property to PG&E at no cost, for an overhead electrical service line to a remote SFPUC water sampling cabinet on SFPUC Parcel 17 in South San Francisco, subject to Board of Supervisors’ and Mayor’s Approval

Summary of
Proposed
Commission Action:

Approve the terms and conditions of and authorize the General Manager to execute (1) a Purchase and Sale Agreemen t with Cypress Lawn Cemetery Association for an approximately 1.7-square-foot overhead electric line easement over Assessor’s Parcel 010-423-020 for $1,000, (2) a Purchase and Sale Agreement with Carlos Alberto Olivarez -Gonzalez and Griselda I.

Gonzalez for an approximately 179-square- foot overhead electric line easement over Assessor’s Parcel 010 -423-050 for $7,500, and (3) an Easement D eed granting P acific Gas & Electric Company (PG&E) an approximately 300-square- foot overhead electric line easement for no cost over the SFPUC parcel known as Parcel 17 in South San Francisco, all for the purpose of providing electric al service to a r emote SFPUC water sampling cabinet, subject to Board of Supervisors’ and Mayor’s approval.

Background: The SFPUC seeks to obtain electrical service from PG&E to power a remote water sampling cabinet located on property owned by the City and County of San Francisco (City ), under San Francisco Public Ut
ilities Commission
(SFPUC) jurisdiction, located beh ind 1755 Mission Road in South San Francisco, California, known internally as SFPUC Parcel 17.

SFPUC staff is currently negotiating a s ervice agreement with PG&E, the fulfillment of which is subject to delivery of easements to PG&E for the required overhead electrical service line, which PG&E would own (PG&E Line). PG&E requires a 10 -foot-wide right -of-way for overhead service lines, providing for access to the lines; operation, m aintenance, and repair of the lines; and for the removal of encroaching vegetation.

SFPUC and PG&E staff identified an alignment for the PG&E Line from an existing PG&E pole located within an existing PG&E ease ment on the Agreement: Approve Acquisition and Grant of Easements for PG&E Overhead Electrical Line, Subject to Board Approval Commission Meeting Date: June 28, 2022

property located at 1725 Mission Road, South San Francisco. The necessary 10-foot-wide right -of-way crosses over two private commercial properties before reaching SFPUC Parcel 17. The SFPUC seeks to acquire an easement over each of the two pr operties (the Easemen ts). More particularly , the SFPUC seeks to acquire an approximately 179-square- foot easement over Assessor’s Parcel 010-423-050, owned by Carlos Alberto Olivarez-Gonzalez and Griselda I. Gonzalez, and an approximately 1.7-square-foot easement over Assessor’s Parcel 010 -423-020, owned by Cypress Lawn Cemetery Association. The property owners of both parcels (collectively, the Grantors) have agreed to sell the Easements to the City and desire to enter into Purchase and Sale Agreements (the Agreements). SFPUC staff, through consultation with the City Attorney’s Of fice and City Real Estate Di vision, have negotiated with the Grantors the proposed terms and conditions of the Agreements. Under the Agreements, City will pay $7,500 and $1,000, respectively, for the Easements.

The fair market value of the Easements is estimated at $2,500 and $1,00 0, respectively. The SFPUC is agreeing to pay an additional $5,000 for the easement over 010-423-050 in lieu of the property owner obtaining their own independent appraisal and seeking a reimbursement in the amount of $5,000, as is afforded by section 1263.025 of the Code of Civil Procedure.

Additionally, the SFPUC seeks to grant to PG&E a 10-foot- wide easement, comprising approximately 300-square-feet, over SFPUC Parcel 17, at no cost to PG&E.

Project Background
On August 12, 2014, by Resolution No. 14-0127, this Commission approved the Regional Groundwater Storage and Recovery Proje ct (Project) for improvements to the regional water supply system unde r the Water System Improvement Program. The primary objective of the Project is to provide an additional dry- year regional water supply for SFPUC customers by conjunctively managing the South Westside Groundwater Basin through the coordinated use of SFPUC surface water and groundwater pumped by Daly City, San Bruno, and California Water Service Company (Participating Pumpers). The SFPUC will provide its surface water to the Participatin g Pumpers in normal and wet years, resulting in a corresponding reduction of groundwater pumping, which then allows for in- lieu recharge of the South Westside Groundwater Basin. Such recharge would increase the dry -year and emergency pumping capacity of t he South Westside Groundwater Basin and increase water supply reliability during a multi-year drought cycle.

The original Project design included the construction of up to 16 groundwater wells and well stations , to be connected to the SFPUC transmission system and three wholesale customers on the Upper Peninsula.

Remote water sampling cabinets are appurtenances of the groundwater well stations.

Environmental
Review:

On August 7, 2014, the Planning Commission certified the Fin al Environmental Agreement: Approve Acquisition and Grant of Easements for PG&E Overhead Electrical Line, Subject to Board Approval Commission Meeting Date: June 28, 2022

Impact Report (FEIR) for the Regional Groundwa ter Storage and Recovery Project (Project) (Case No. 2008.1396E) prepared pursuant to the California Environmental Quality Act (CEQA). On August 12, 2014, by Resolution No. 14-0127, this Commission approved t he Project and adopted the CEQA Findings and Mitigation Monitoring and Reporting Program (MMRP) as required by CEQA.

On September 2, 2020, the Planning Department issued a Minor Project Modification (MPM) to the FEIR for the addition of a PG&E overhead electrical service line and determined that no sup plemental environmental review was needed beyond the MPM.

The FEIR, MPM to the FEIR, Resolution No. 14 -0127, CEQA Findings and the MMRP can be found here: https://sfpuc.sharefi le.com/d- s203152f2487b4b37b38a2ce847bba7b4

Result of Inaction: A delay in adopting the attached reso lution will delay installation of the PG&E Line and implementation of the Project.

Budget & Costs: The combined purchase price for the Easements is $8,500, plus up to $5,000 in closing costs.

Funds are available from Project No. 10015241 – Regional Groundwater Storage & Recovery (Chart of Accounts 232146-26230-15557-10015241- 0005).

Description of
Agreements:

Parties to Purchase
and Sale Agreement:

City and County of San Francisco, acting
through the SFPUC, and Carlos Alberto
Olivarez-Gonzalez and Griselda I. Gonzalez
Purchase Price: $7,500
Purpose: Purchase of a erial easement for overhead
electrical service line
Location: Assessor’s Parcel 0 10-423-050, South San
Francisco, California
Effective Date: The date on which the Purchase and Sale Agreement is executed by both parties
following Board of Supervisors’ and Mayor’s
approval

Parties to Purchase
and Sale Agreement:

City and County of S an Francisco, acting
through the SFPUC, and C ypress Lawn
Cemetery Association
Purchase Price: $1,000
Purpose: Purchase of aerial easement for overhead
electrical service line
Location: Assessor’s Par cel 010 -423-020, South San
Francisco, California
Effective Date: The date on which the Purchase and Sale Agreement: Approve Acquisition and Grant of Easements for PG&E Overhead Electrical Line, Subject to Board Approval Commission Meeting Date: June 28, 2022

Agreement is executed by both parties
following Boar d of Supervisors’ and Mayor’s
approval

Parties to Easement
Deed:

City and County of S an Franci sco, acting
through the SFPUC, and Pacific Gas and
Electric Company
Purchase Price: $0
Location: SFPUC Parcel 1 7, South San Francisco,
California
Effective Date Upon recordation of the Easement Deed with County Recorder’s Office of San Mateo County

Recommendation: SFPUC staff recommends that the Com mission adopt the attached resolution.

Attachments: 1. Purchase and Sale Agreements (2)

2. Easement Deed between City and PG&E

3. Easement Deed between City and Gonzalez

PUBLIC UTILITIES COMMISSION
City and County of San Francisco

RESOLUTION NO.

WHEREAS, The City and County of San Franc isco (City), through its Public Utilities Commission (SFPUC), has developed and approved Project No. CUW 30103, Regional Groundwater Storage and Recovery (Project), under the Water System Improv ement Pro gram (WSIP); and
WHEREAS, The primary objective of the Project is to provide additional dry- year regional water supply for SFPUC customers through the coordi nated use of surface water stored by the SFPUC and groundwater pumped by Daly City, San Bruno, and California Water Service Company; and
WHEREAS, The Pr oject des ign includes the construction of groundwater wells , well stations, and appurtenances to be connected to the SFPUC transmission system and three wholesale customers o n the Upper Peninsula, inclu ding one appurtenant remote water sampling cabinet located on S FPUC Parcel 17 in South San Francisco, California (the Water Sampling Cabinet); and
WHEREAS, The SFPUC has submitted a service application to Pacific Gas and Electric Company (PG&E) to provide electrical service to the Water Sampling Cabinet; and WHEREAS, PG&E requires a 10 -foot-wide right -of-way for overhead service lines providing for access to th e lines; operation, maintenance, and repair of the lines; and f or the removal of encroaching vegetation; and
WHEREAS, SFPUC and PG&E staff identified an alignment for the PG&E service l ine from an existing PG&E pole located within an existing PG&E easement on property located at 1725 Mission Road, South San Francisco, which alignment crosses over two private commercial properties before reaching SFPUC Parcel 17; and
WHEREAS, The Project requires that City acquire an approximately 179-square-foot easement over Assessor’s Parcel 010-423- 050, owned by Carlos Alberto Oli varez-Gonzalez and Griselda I. Gonzalez, and an approximately 1.7-square- foot easement over Assessor’s Parcel 010-423-020, owned by Cypress Lawn Cemetery Association (together, the Grantors); and WHEREAS, The SFPUC seeks to grant to PG&E a 10-foot- wide easement, comprising approximately 300-square-feet, over SFPUC Parcel 17, at no cost to PG&E , as set forth in the form an easement deed drafted by SFPUC staff, through consultation with PG&E and t he City Attorney’s Office (PG&E Easement Deed); and
WHEREAS, SFPUC staff, through consultation with City’s Director of Property and the Office of the City Attorney, have negotiated with the Grantors the proposed terms and conditions of City’s acquisition of the easements for a total combined purchase price of $8,500, as set forth in the form of an Agreement for Purchase and Sale of Real Estate (Agreements); and WHEREAS, On August 7, 2014, the Planning Commission certified the Final Environmental Impact Report (FEIR) for the Project (Case No. 2008.1396E) prepared pursuan t

to the California Environmental Quality Act (CEQA); and WHEREAS, On August 12, 2014, by Resolution No. 14- 0127, this Commission approved the Project and adopted the CEQA Findings and Mitigation Monitoring and Reporting Program (MMRP) as required by CEQA; and
WHEREAS, On September 2, 2020, the Planning Department is sued a Minor P roject Modification (MPM) to the FEIR for the addition of a PG&E overhead electrical service line and determined that no supplemental environmental review was needed beyond the MPM; and WHEREAS, The Planning Department is the custodian of records, located in File No. 2008.1396E at 49 South Van Ness Avenue, Suite 1400, San Francisco, California; and WHEREAS, The Project files, including the FEIR, MPM to the FEIR, Resolution No. 14- 0127, CEQA Findings and the MMRP have been made a vailable for review by this C ommission and the public, and those files are part of the record before this Commission; and WHEREAS, This Commission has reviewed and considered the information contained in the FEIR, the CEQA findings contained in Resolution Number 14-0127, the MPM to th e FEIR, and all wri tten and oral information provided by the Planning Department, the public, relevant public agencies, SFPUC and other experts and the administrative files for the Project; now, therefore, be it
RESOLVED, This Commission has reviewed and considered the FEIR and the MPM and the record as a whole, finds that the FEIR is adequate for its use as the decision –making body for the Project, and incorporates the CEQA findings contained in Resolution Number 14 -0127 by this reference thereto as though set forth in this Resolution; and be it FURTHER RESOLVED, This Commission further finds that since the FEIR and MPM were finalized, there have been no substantial project changes and no substantial changes in project circumstances that wo uld require major revisions to the F EIR due to the involvement of new significant environmental effects or an increase in the severity of previously identified significant impacts, and there is no new information of substantial importance that would change the conclusions set forth in the FEIR and MPM; and be it FURTHER RESOLVED, That this Commission hereby ratifies, approves and authorizes all actions heretofore taken by any City official in connection w ith the Agreements and PG&E Easement Deed; and, be it
FURTHER RESOLVED, That this Comm ission hereby approves the terms and conditions and authorizes and direc ts the SFPUC’s General manager to execute th e Agreements and PG&E Easement Deed, subject to the approval of the Board of Supervisors and Mayor; and, be it
FURTHER RESOLVED, That , upon approval of th e Agreements and PG&E Easement Deed by the City’s Board of Supervisors and the Mayor, this Commission authorizes the Director of Property and/or the SFPUC General Manager to execute easement deeds for the three easements; and, be it

FURTHER RESOLVED, That upon approval by City’ s Board of Supervisors and the Mayor, this Commission authorizes the Director of Property and/or the General Manager of the SFPUC to t ake any and all other steps they, in consultation with the City Attorney, deem necessary and advisable to effectuate the purpose and intent of this Resolution; and, be it FURTHER RESOLVED, That this Commission hereby authorizes the SFPUC General Manager and/or the Director of Property to enter into any amendments or modifications to th e Agreements and PG&E Easement Deed , including without limitation, the exhibi ts, that the General Manager or Director of Property determines, in consultation with the City Attorney, are in the best interest of the City, do not materially increase the obligations or liabilities of the City, are necessary or advisable to effectuate t he purposes and intent of th e Agreements and PG&E Easement Deed or this resolution, and are in com pliance with all applic able laws, including the City Charter.

I hereby certify that the foregoing resolution was adopted by the Public Utilities Commission at its meeting of June 28, 2022.

Secretary, Public Utilities Commission

AGREEMENT

FOR PURCHASE AND SALE OF REAL ESTATE
by and between
CARLOS ALBERTO OLIVARES-GONZALEZ & GRISELDA I. GONZALEZ, as Seller,
and

CITY AND COUNTY OF SAN FRANCISCO,
a municipal corporation,
by and through its Public Utilities Commission,
as Buyer,
for the purchase and sale of
a permanent electrical easement
across, over, along and upon a portion of
Assessor's Parcel 010-423-050
located in the city of South San Francisco, County of San Mateo, State of California ,20
1 Gonzalez hachase Agrcernew 9- I -ZIi Jr>.

TABLE OF CONTENTS
lac

1. PURCHASE AND SALE 1

1.1 Purchase and Sale of Easement 1

1.2 Easement Area; Nature of Easement 1

2. PURCHASE PRICE 2

2.1 Purchase Price 2

2.2 Payment 2

2.3 Funds 2

3. CONVEYANCE OF EASEMENT 2

3.1 Easement Deed

3.2 State of Title

4. CONDITIONS TO CLOSING

4.1 City's Conditions to Closing

4.2 Cooperation with City 1

5. CLOSING AND POSSESSION 4

5.1 "Closing" Defined 4

5.2 Escrow; Closing Without an Escrow 4

5.3 Closing Date

5.4 Seller's Delivery of Documents 4

5.5 City's Delivery of Documents and Funds 5

5.6 Other Documents; Cooperation 5

5.7 Closing 6

5.8 Possession and Use 6

6. EXPENSES; PRORATIONS 6

6.1 City's Expenses 6

6.2 Seller's Expenses 7

6.3 Other Expenses 7

7. REPRESENTATIONS AND WARRANTIES 7

7.1 Representations and Warranties of Seller 7

7.2 Indemnity 8

8. RISK OF LOSS 8

9. MAINTENANCE 8

10. DISMISSAL OF EMINENT DOMAIN ACTION 9
Gonzalez Purchase Agccmcos 0-1-21) docx

11. GENERAL PROVISIONS 9

11.1 Notices 9

11.2 Brokers and Finders 10

11.3 Successors and Assigns 10

11.4 Amendments; Waivers 10

11.5 Continuation and Survival of Representations and Warranties 10

11.6 Governing Law 10

11.7 Merger of Prior Agreements; No Inducement 11

11.8 Parties and Their Agents; Approvals 11

11.9 Interpretation of Agreement 11

11.10 Attorneys' Fees 11

11.11 Severability 12

11.12 Sunshine Ordinance 12

11.13 Conflicts of Interest 12

11.14 Notification of Limitations on Contributions 12

11.15 Non-Liability of City Officials, Employees, and Agents 1 .1

11.16 Counterparts 13

11.17 Effective Date 1

11.18 Release of Claims 1 -;
11 Gunt-alcz Purchase Agrtxment (9-1-21 ).doca

LIST OF EXHIBITS
EXHIBIT I SFPUC Easement Deed for Electrical Easement with an attached legal description of Easement Area to be conveyed thereby.

EXHIBIT 2 Preliminary Title Report dated April 29, 2021 111
Gonzalez Purchase Agtrement (9.1-21)

AGREEMENT FOR PURCHASE AND SALE OF REAL ESTATE
THIS AGREEMENT FOR PURCHASE AND SALE OF REAL ESTATE (this "Agreement") dated for reference purposes only as of , 20_, is by and between CARLOS ALBERTO OLIVARES-GONZALEZ & GRISELDA I. GONZALEZ, husband and wife ("Seller"), and the CITY AND COUNTY OF SAN FRANCISCO, a California municipal corporation ("City"), by and through its Public Utilities Commission ("SFPUC"). Seller and City are sometimes collectively referred to in this Agreement as the "Parties" or singularly as a "Party."

RECITALS
A. Seller owns real property located at 1755 Mission Road, South San Francisco, California 94080 and commonly known as Assessor's Parcel 010-423-050, referred to in this Agreement as the "Seller's Property."
B. In connection with the SFPUC Regional Groundwater Storage and Recovery Project, City wishes to purchase, and Seller has agreed to the sale of, an approximately 179-square-foot permanent nonexclusive electrical easement interest over, across, along, and upon certain portions of Seller's Property to City in accordance with, and pursuant to, the terms and conditions of this Agreement.

C. In lieu of obtaining an independent appraisal and seeking a reimbursement in the amount of $5,000 ("Appraisal Credit") as is afforded by section 1263.025 of the Code of Civil Procedure, Seller desires and the Parties agree to apply the Appraisal Credit toward the Purchase Price, as set forth in Section 2 of this Agreement.

IN CONSIDERATION of the respective agreements set forth below, Seller and City agree as follows:

1. PURCHASE AND SALE

1.1 Purchase and Sale of Easement
Seller will sell and convey to City and City will purchase from Seller, subject to the terms, covenants, and conditions set forth below, a nonexclusive permanent electrical easement to City ("Easement") over, across, along, and upon a portion of the Seller's Property ("Easement Area") as depicted in the easement deed attached as Exhibit 1 ("Deed").

1.2 Easement Area; Nature of Easement
The Easement Area consists of the portion of Seller's Property described and depicted in the Exhibit B to the Deed. The nature, scope, and conditions of the Easement are set forth in the Deed.
1 GemrAtet Nitclutse Agwrneni i9-1-2I I Anc3

2. PURCHASE PRICE

2.1 Purchase Price
City's purchase price for the Easement is SEVEN THOUSAND FIVE HUNDRED DOLLARS ($7,500) ("Purchase Price"), consisting of $2,500 for the cost of the Easement and $5,000 for the Appraisal Credit.

2.2 Payment
On the Closing Date (defined in Section 5.3 [Closing Date] below), City will pay the Purchase Price, adjusted pursuant to the provisions of Article 6 [Expenses; Prorations] below, and reduced by any credits due City under this Agreement.

2.3 Funds
All payments made pursuant to this Agreement will be in legal tender of the United States of America, paid by Controller's warrant or in cash or by wire transfer of immediately available funds. Unless the Parties elect to close the transaction without an escrow, payments will be made to Escrow Holder (defined in Section 5.2 [Escrow; Closing Without an Escrow] below), as the escrow agent.

3. CONVEYANCE OF EASEMENT

3.1 Easement Deed
At the Closing (defined in Section 5.1 ["Closing" Defined] below), Seller will convey to City marketable and insurable title to the Easement by delivery of the Deed, duly executed and acknowledged in the form attached as Exhibit 1, free and clear of all exceptions, liens, and encumbrances except solely for the Accepted Conditions of Title (defined in Section 3.2 [State of Title] below). The Deed will be executed and delivered to City in a recordable form. City may record the Deed in the San Mateo County's Recorder's Office.

3.2 State of Title
"Accepted Conditions of Title" means (a) the lien of real property taxes, not yet due or payable; and (b) exceptions numbered 2 through 16 of the preliminary title report dated April 29, 2021, bearing Title No.15608078-156-TJK-JM attached as Exhibit 2.

4. CONDITIONS TO CLOSING

4.1 City's Conditions to Closing
The following are conditions precedent to City's obligation to purchase the Easement (collectively, "Conditions Precedent"):
(a) The physical condition of all portions of the Easement Area will be substantially the same on the Closing Date as on the date of City's execution of this Agreement, reasonable wear and tear and loss by casualty excepted (subject to the provisions of Article 8 [Risk of Loss] below), and as of the Closing Date there will be no litigation or administrative agency or other 2 annIaletPUtC1I Avreemcnt 0.14114Am

governmental proceeding, pending, or threatened, that after the Closing could materially adversely affect the value of the Easement or City's ability to use all portions of the Easement Area for their respective intended use, and no proceedings will be pending or threatened that could or would cause the change, re-designation, or other modification of the zoning classification of, or of any building or environmental code requirements applicable to, any portion(s) of the Easement Area. (b) Seller will have delivered signed originals of any documents required under Section

3.2 [State of Title], and, unless the Parties elect to consummate the transaction without an escrow, Escrow Holder will be committed at the Closing to issue to City CLTA owner's policy of title insurance ("Title Policy") in the amount of the Purchase Price, insuring title to the Easement vested in City free of all exceptions, liens, and encumbrances except only the Accepted Conditions of Title. The Title Policy will contain such special endorsements as City may reasonably request. (c) The transactions contemplated by this Agreement will have been approved by all applicable City departments and agencies, including the San Francisco Public Utilities Commission, at their respective sole discretion, within sixty (60) days after Seller executes and delivers this Agreement to City.
(d) If required by City's Charter, City's Mayor and the Board of Supervisors, at the sole discretion of each, will have enacted a resolution approving, adopting, and authorizing this Agreement and the transactions contemplated by this Agreement, within ninety (90) days after Seller executes and delivers this Agreement to City.
(e) Seller will have delivered the items described in Section 5.4 [Seller's Delivery of Documents] below on or before the Closing.

The Conditions Precedent contained in the foregoing subsections (a) through (e) are solely for City's benefit. If any Condition Precedent is not satisfied, City will have the right at its sole discretion either to waive in writing the Condition Precedent in question and proceed with the purchase with respect to the Easement (provided that the Conditions Precedent described in items (c) and (d) above may not be waived except insofar as City elects to extend the deadline for satisfying such item) or, in the alternative, terminate this Agreement. The waiver of any Condition Precedent will not relieve Seller of any liability or obligation with respect to any representation, warranty, covenant, or agreement of Seller. In addition, the Closing Date may be extended, at City's option, for a reasonable period of time specified by City, to allow such Conditions Precedent to be satisfied, subject to City's further right to terminate this Agreement on the expiration of the period of any such extension if any such Conditions Precedent remain unsatisfied.

If the sale of the Easement is not consummated because of a default under this Agreement on the part of Seller or if a Condition Precedent cannot be fulfilled because Seller frustrated the fulfillment by some affirmative act or negligent omission, at City's sole election, City may either (i) terminate this Agreement by delivery of notice of termination to Seller and neither Party will have any further rights or obligations hereunder, or (ii) elect to proceed with Closing of the Easement with respect to which all Conditions Precedent have been waived by City or satisfied.

4.2 Cooperation with City
Seller will cooperate with City and do all acts as may be reasonably requested by City with regard to the fulfillment of any Conditions Precedent including execution of any documents, Gmt),(11)), Pauchrecie Agrmrsent (9.1,21) do.

applications, or permits, but Seller's representations and warranties to City will not be affected or released by City's waiver or fulfillment of any Condition.

5. CLOSING AND POSSESSION

5.1 "Closing" Defined
The consummation of the purchase and sale transaction contemplated by this Agreement (- Closing") will occur as provided in this Article 5.

5.2 Escrow; Closing Without an Escrow
(a) Unless the Parties agree to consummate the purchase and sale without an escrow as provided in subparagraph (b) below: (i) On or before the Effective Date (defined in Section 11.17 [General Provisions] below), the Parties will open escrow by depositing an executed counterpart of this Agreement with Chicago Title Company at its offices at One Embarcadero Center, Suite 250, San Francisco, California 94111 ("Escrow Holder"); (ii) this Agreement will serve as instructions to Escrow Holder as the escrow holder for consummation of the purchase and sale contemplated hereby; (iii) Seller authorizes City to prepare and submit supplemental escrow instructions in accordance with this Agreement on behalf of both Parties, as needed; and (iv) the Closing will be held and delivery of all items to be made at the Closing under this Agreement will be made at Escrow Holder's offices.
(b) Notwithstanding the foregoing, the Parties may elect by mutual agreement to consummate the purchase and sale without an escrow, in which event the Closing will occur as described in Section 5.7(b) [Closing without Escrow] below.

5.3 Closing Date
The Closing will occur ninety (90) days after the Effective Date or on such earlier date as City and Seller may mutually agree ("Closing Date"), subject to the provisions of Article 4 [Conditions to Closing] above. The Closing Date may not be extended without the prior written approval of both Seller and City, except as otherwise expressly provided in this Agreement. If the Closing does not occur on or before the Closing Date and the Parties have deposited documents or funds in escrow, Escrow Holder will, unless it is notified by both Parties to the contrary within five (5) business days after the Closing Date, return such items to the depositor thereof.

5.4 Seller's Delivery of Documents
(a) At or before the Closing, Seller will deliver or cause to be delivered to City the following:
(i) a duly executed and acknowledged Deed;
(ii) such documents as Escrow Holder deems necessary to demonstrate Seller's authority to enter into this Agreement and consummate the transaction contemplated by this Agreement, and proof of the power and authority of the individuals executing any documents or other instruments on behalf of Seller to act for and bind Seller; 4 Cenral. Purchnac Agrcemeni (.. I ).docs

(iii) any documents needed to eliminate title exceptions other than Accepted Conditions of Title; and
(iv) a closing statement in form and content satisfactory to City and Seller (which may be in the form of a letter or memorandum from City, countersigned by Seller, if the Parties elect to consummate the transaction without an escrow).

Seller will also deliver a properly executed California Franchise Tax Board Form 590 certifying that Seller is a California resident (if Seller is an individual) or that Seller has a permanent place of business in California or is qualified to do business in California, if Seller is a corporation, or other evidence satisfactory to City that Seller is exempt from the withholding requirements of Section 18662 of the California Revenue and Taxation Code. Seller acknowledges and agrees that if Seller fails at Closing to deliver to City such certificate, City may be required to withhold and remit to the appropriate tax authority a portion of the Purchase Price pursuant to Section 18662 of the California Revenue and Taxation Code. Any amount properly withheld and remitted will be deemed to have been paid by City as part of the Purchase Price, and Seller's obligation to consummate the transaction contemplated by this Agreement will not be excused or otherwise affected thereby.
(b) Seller will deliver such items to Seller through escrow, unless the Parties elect to close the transaction without an escrow in which event Seller will deliver the items directly to City for a Closing in accordance with Section 5.7(1:) [Closing Without Escrow] below.

5.5 City's Delivery of Documents and Funds
(a) At or before the Closing, City will deliver to Seller the following:
(i) a certificate of acceptance, executed by City's Director of Property, to be attached to the Deed before recording;
(ii) a closing statement in form and content satisfactory to City and Seller (which may be in the form of a letter or memorandum from City to Seller if the Parties elect to consummate the transaction without an escrow);
(iii) funds sufficient to pay City's share of expenses under Article 6 [Expenses; Prorations] below; and
(iv) the Purchase Price, as provided in Article 2 [Purchase Price] above. (b) City will deliver such documents and funds through escrow; however, if the Parties elect to consummate the transaction without an escrow, City will deliver the funds and documents as provided in Section 5.7(b) [Closing Without Escrow] below.

5.6 Other Documents; Cooperation
Seller and City will perform such further acts and execute and deliver such additional documents and instruments as may be reasonably required to carry out the provisions of this Agreement and the Parties' intentions.
5 Gonzalez Puichase Agreernew (9-1-Z1 )41oca

5.7 Closing
(a) Closing through Escrow. Subject to Section 5.7(b) [Closing Without Escrow] below, at Closing, provided all the conditions to the Parties' obligations have been satisfied or waived as provided and permitted by this Agreement, Escrow Holder will perform the following acts in the following order:
(i) Perform such acts as are necessary to deliver title to City subject only to the Accepted Conditions of Title, including recording any deed of reconveyance, subordination agreement, or other documentation as specified in supplemental escrow instructions submitted by City before Closing;
(ii) Deliver the Deed, duly executed by Seller, to City; (iii) Deliver to Seller, or as Seller may instruct, the Purchase Price, less any amount necessary to satisfy any liens, bond demands, delinquent taxes, and Seller's share of expenses and prorations under Article 6 [Expenses; Prorations] below; (iv) issue the Title Policy to City, if requested to do so by City; and (v) Deliver to the appropriate person or entity any other documents, instruments, and sums required by this Agreement.
(b) Closing without Escrow. If the Parties elect to consummate the purchase and sale without an escrow, City will effect the Closing on the Closing Date as follows:
(i) City will: (A) deliver to Seller, or as Seller may instruct, the Purchase Price (less any amount necessary to satisfy any liens, bond demands, delinquent taxes, and Seller's share of expenses and prorations, if applicable, under Article 6 [Expenses; Prorations]) below, and (B) cause the certificate of acceptance for the Deed to be executed, when:
(1) City has received Seller's documents in accordance with Section 5.4 [Seller's Delivery of Documents] above, and
(2) City has received the Deed conveying the Easement to City duly acknowledged and in a recordable form, subject only to the Accepted Conditions of Title, obtain the Title Policy (if City elects to do so), and deliver to the appropriate person or entity any other documents, instruments, and sums required by this Agreement.

5.8 Possession and Use. Subject to the provisions of the Deed, the right of possession and use of the Easement Area by City and/or its designees will commence on the Closing Date.

6. EXPENSES; PRORATIONS

6.1 City's Expenses
City will pay all escrow fees and title insurance charges, if any. 6 Gonzalez Purchue Agranncat (4-1.21 ).ttocx,

6.2 Seller's Expenses
Seller will pay all costs incurred in connection with the prepayment or satisfaction of any loan, bond, or other indebtedness secured in whole or part by any portion of the Easement Area including any prepayment or delinquency fees, penalties, or charges. Seller will also pay at the Closing any delinquent taxes that may have become a lien against Seller's Property.

6.3 Other Expenses
Any other costs and charges of the Escrow not otherwise provided for in this Article or elsewhere in this Agreement will be allocated in accordance with the closing customs for San Mateo County, as determined by Escrow Holder.

7. REPRESENTATIONS AND WARRANTIES

7.1 Representations and Warranties of Seller
Seller represents and warrants to and covenants with City as follows:
(a) Ownership of Property. Although Seller is obligated to sell Seller's Property to City, Seller is now the sole fee owner of Seller's Property, and will own it at the time of the Closing, free and clear of all liens, leases, occupancy agreements, claims, encumbrances, easements, and rights of way of any nature (whether disclosed in the public record or not), except only the Accepted Conditions of Title and City's rights to acquire the Seller's Property as set forth in this Agreement.
(b) Signing Authority. Seller and the signatories on Seller's behalf represent and warrant that the signatories on Seller's behalf to this Agreement are authorized to enter into this Agreement to convey real property and that no other authorizations are required to implement this Agreement on behalf of Seller.
(c) No Leases. There are no, and will be at the Closing, no oral or written leases, occupancy agreements, licenses, or easements affecting any portion of the Easement Area or that would affect City's access to or use as contemplated by the Deed of any portion of the Easement Area, except for the rights of the San Mateo County Flood Control District to use the flood control channel.
(d) No Property Defects or Legal Violations. To the best of Seller's knowledge, there are now, and at the time of the Closing will be, no material physical defects of any portion of the Easement Area, and no violations of any laws. rules, or regulations applicable to any portion of the Easement Area.
(e) No Impediments to Use. Seller knows of no facts nor has Seller failed to disclose any fact that would prevent City from using the Easement after Closing in the normal manner as described in, and intended by the parties to, the Deed. (0 No Lawsuits. There are no lawsuits or proceedings pending or, to the best of Seller's knowledge, threatened against or affecting Seller, Seller's Property, or its use that would affect Seller's ability to consummate the sale contemplated by this Agreement or City's use and enjoyment of the Easement after the Closing.
7 Gonzalez Purchaic Agmement (9.1.2 l ),Socx

(g) No Known Hazardous Materials. To the best of Seller's knowledge, there has been no release and there is no threatened release of any Hazardous Material in, on, under, or about Seller's Property. As used in this Agreement, "Hazardous Material" means any material that, because of its quantity, concentration, or physical or chemical characteristics, is deemed by any federal, state, or local governmental authority to pose a present or potential hazard to human health or safety or to the environment. "Release" or "threatened release" when used with respect to Hazardous Material includes any actual or imminent spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, leaching, dumping, or disposing into or inside any of the improvements, or in, on, under, or about the Easement Area.

7.2 Indemnity
Seller, on behalf of itself and its successors and assigns, hereby agrees to indemnify, defend and hold harmless City, its Agents and their respective successors and assigns, from and against any and all liabilities, claims, demands, damages, liens, costs, penalties, losses and expenses, including, without limitation, reasonable attorneys' and consultants' fees, resulting from any misrepresentation or breach of warranty or breach of covenant made by Seller in this Agreement or in any document, certificate, or exhibit given or delivered to City pursuant to or in connection with this Agreement. The foregoing indemnity includes, without limitation, costs incurred in connection with the investigation of site conditions and all activities required to locate, assess, evaluate, remediate, cleanup, remove, contain, treat, stabilize, monitor or otherwise control any Hazardous Material. The indemnification provisions of this Section shall survive beyond the Closing, or, if title is not transferred pursuant to this Agreement, beyond any termination of this Agreement.

8. RISK OF LOSS
If any portion of the Easement Area is damaged or destroyed before the Closing Date, then the rights and obligations of Seller and City under this Agreement will be as follows: At its election, City may terminate this Agreement in its entirety or terminate it only as to that portion of the Easement Area damaged or destroyed. City will have thirty (30) days after Seller notifies City that an event described in this Article 8 has occurred to make such election by delivery to Seller of an election notice. City's failure to deliver such notice within such thirty (30) -day period will be deemed City's election to terminate this Agreement in its entirety. If this Agreement is terminated in its entirety or in part pursuant to this Article 8, then City and Seller will each be released from all obligations under this Agreement pertaining to that portion of the Easement Area affected by such termination. If City elects not to terminate this Agreement in its entirety, Seller will give City a credit against the Purchase Price at the Closing in an amount proportionate to the percentage reduction, if any, of the square footage of the Easement Area, and this Agreement will remain in full force and effect.

9. MAINTENANCE
Between the date of Seller's execution of this Agreement and the Closing, Seller will maintain Seller's Property in its current condition and will make, at Seller's expense, all repairs necessary to maintain Seller's Property in such condition. Seller will make no changes to the Easement Area without City's prior, written consent, which will not be unreasonably withheld or delayed.

Gonzalez Purchase Agectoent (9.1.21).ducx

10. DISMISSAL OF EMINENT DOMAIN ACTION
Seller agrees and consents to the dismissal of any pending action in eminent domain by City as to Seller's Property or any portion thereof and Seller also waives all claims to court costs and any money that may now be on deposit in the Superior Court in such action.

11. GENERAL PROVISIONS
11 .1 Notices
Any notice, consent, or approval required or permitted to be given under this Agreement will be in writing and be given by (a) hand delivery, against receipt, (b) reliable next-business-day courier service that provides confirmation of delivery, or (c) United States registered or certified mail, postage prepaid, return receipt required, and addressed as follows (or to such other address as either Party may from time to time specify in writing to the other upon five (5) days' prior, written notice in the manner provided above):

To:
with copy to:

General Manager
San Francisco Public Utilities Commission
525 Golden Gate Avenue, 13th Floor
San Francisco, California 94102
San Francisco Public Utilities Commission
Real Estate Services Division
525 Golden Gate Avenue, 10th Floor
San Francisco, California 94102
Attention: Real Estate Director
Shari Geller Diarnant
Deputy City Attorney
Office of the City Attorney
City Hall, Room 234
1 Dr. Canton B. Goodlett Place
San Francisco, CA 94102-4682
Seller:

To: Carlos Alberto Olivares-Gonzalez & Griselda I.

Gonzalez
1289 Herman Street
San Bruno, CA 94066
A properly addressed notice transmitted by one of the foregoing methods will be deemed received upon the confirmed date of delivery, or rejected delivery. Any e-mail addresses, telephone numbers, or facsimile numbers provided by one Party to the other will be for convenience of 9 Gonzalez Kuehl. Agreement (9.1-21 ).dotx

communication only; neither Party may give official or binding notice orally or by e-mail or facsimile. The effective time of a notice will not be affected by the receipt, prior to receipt of the original, of an oral notice or an e-mail or telefacsimile copy of the notice

11.2 Brokers and Finders
Neither Party has had any contact or dealings regarding the Easement, or any communication in connection with the subject matter of this Agreement, through any licensed real estate broker or other person who could claim a right to a commission or finder's fee in connection with the purchase and sale contemplated by this Agreement. In the event that any broker or finder perfects a claim for a commission or finder's fee based upon any such contact, dealings, or communication, the Party through whom the broker or finder makes his or her claim will be responsible for such commission or fee and will indemnify and hold harmless the other Party from all claims, costs, and expenses (including reasonable attorneys' fees and disbursements) incurred by the indemnified Party in defending against the same. The provisions of this Section will survive the Closing.

11.3 Successors and Assigns
This Agreement will be binding upon, and inure to the benefit of, the Parties and their respective successors, heirs, administrators, and assigns.

11.4 Amendments; Waivers
Except as otherwise provided in this Agreement, (a) this Agreement may be amended or modified only by a written instrument executed by City and Seller, (b) no waiver of any provision of this Agreement will be binding unless executed in writing by the Party making the waiver, (c) no waiver of any provision of this Agreement will be deemed to constitute a waiver of any other provision, whether or not similar, and (d) no waiver will constitute a continuing waiver unless the written waiver so specifies.

11.5 Continuation and Survival of Representations and Warranties All representations and warranties by the respective Parties contained in, or made in writing pursuant to, this Agreement are intended to be, and will remain, true and correct as of the Closing, will be deemed to be material, and, together with all conditions, covenants, and indemnities made by the respective Parties contained in this Agreement or made in writing pursuant to this Agreement (except as otherwise expressly limited or expanded by the terms of this Agreement), will survive the execution and delivery of this Agreement and the Closing, or, to the extent the context requires, beyond any termination of this Agreement. All statements contained in any certificate or other instrument delivered at any time by or on behalf of Seller in conjunction with the transaction contemplated by this Agreement will constitute representations and warranties under this Agreement.

11.6 Governing Law
This Agreement will be governed by California law and City's Charter. There will be no obligation for the payment of money by City under this Agreement unless City's Controller first certifies, pursuant to Section 3.105 of City's Charter, that there is a valid appropriation from which 10 Guam!. Nadas* Aw.cwnt (9.1.11).d..x

the expenditure may be made and that unencumbered funds are available from the appropriation to pay the expenditure.

11.7 Merger of Prior Agreements; No Inducement
The Parties intend that this Agreement (including all the attached exhibits and schedules and any documents specifically described in this Agreement, which are hereby incorporated into this Agreement by reference) will be the final, complete, and exclusive expression of their agreement with respect to the subject matter of this Agreement and may not be contradicted by evidence of any prior or contemporaneous oral or written agreements or understandings. The Parties further intend that this Agreement constitutes the complete and exclusive statement of its terms and that no extrinsic evidence whatsoever (including term sheets and prior drafts or changes to such drafts) may be introduced in any judicial, administrative, or other legal proceeding involving this Agreement. The Parties' making, execution, and delivery of this Agreement has been induced by no representations, statements, warranties, or agreements other than those expressed in this Agreement.

11.8 Parties and Their Agents; Approvals
The term "Seller" as used in this Agreement includes the plural as well as the singular. If there is more than one (1) Seller, then the obligations under this Agreement imposed on Seller are joint and several. As used in this Agreement, the term "Agents" when used with respect to either Party includes the agents, employees, officers, contractors, and representatives of such Party.

Subject to applicable law, all approvals, consents, or other determinations permitted or required by City under this Agreement will be made by or through the General Manager of City's Public Utilities Commission or City's Director of Property or Acting Director of Property, unless otherwise provided in this Agreement.

11.9 Interpretation of Agreement
The article, section, and other headings of this Agreement and the table of contents are for convenience of reference only and will not affect the meaning or interpretation of any provision contained in this Agreement. Whenever the context so requires, the use of the singular will be deemed to include the plural and vice versa, and each gender reference will be deemed to include the other and the neuter. This Agreement has been negotiated at arm's length and between persons sophisticated and knowledgeable in the matters dealt with in his Agreement. In addition, each Party has been represented or had the opportunity to be represented by experienced and knowledgeable legal counsel. Accordingly, any rule of law (including California Civil Code Section 1654) or legal decision that would require interpretation of any ambiguities in this Agreement against the Party that has drafted it is not applicable and is waived. Use of the word "including" or similar words will not be construed to limit any general term, statement, or other matter in this Agreement, whether or not language of non-limitation, such as "without limitation" or similar words, are used. The provisions of this Agreement will be interpreted in a reasonable manner to effect the purposes of the Parties and this Agreement.

11.10 Attorneys' Fees
The Party prevailing in any action or proceeding to enforce or interpret, or otherwise arising out of or relating to, this Agreement or any provision of this Agreement (including any arbitration, 11 Grnitalez Purchase Agreement 11- )-21) docx

trial, administrative hearing, bankruptcy, or appeal) will be entitled to recover from the other Party all of its costs and expenses, including reasonable attorneys' fees and experts' fees. For purposes of this Agreement, reasonable attorneys' fees of City's Office of the City Attorney will be based on the fees regularly charged by private attorneys with the equivalent number of years of experience in the subject matter area of the law for which City's attorneys' services were rendered who practice in the City of San Francisco in law firms with approximately the same number of attorneys as employed by the Office of the City Attorney.

11.11 Severability
If any term or provision of this Agreement, or the application of any term or provision of this Agreement to any person or circumstances, is to any extent 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 invalid or unenforceable, will not be affected thereby, and each provision of this Agreement will be valid and be enforceable to the extent permitted by law.

11.12 Sunshine Ordinance
Seller understands and agrees that under City's Sunshine Ordinance (San Francisco Administrative Code, Chapter 67) and the State Public Records Law (Gov. Code Section 6250 et seq.), this Agreement and any and all records, information, and materials submitted to City under this Agreement are public records subject to public disclosure. Seller hereby acknowledges that City may disclose any records, information, and materials submitted to City in connection with this Agreement.

11.13 Conflicts of Interest
Through its execution of this Agreement, Seller acknowledges that it is familiar with the provisions of Section 15.103 of the San Francisco Charter, Article LII, Chapter 2 of City's Campaign and Governmental Conduct Code, and Section 87100 et seq. and Section 1090 et seq. of the Government Code of the State of California, and certifies that it does not know of any facts that would constitute a violation of those provisions, and agrees that if Seller becomes aware of any such fact during the term of this Agreement, Seller will immediately notify City.

11.14 Notification of Prohibition on Contributions
Through its execution of this Agreement, Seller acknowledges that it is familiar with Section 1.126 of the San Francisco Campaign and Governmental Conduct Code, which prohibits any person who contracts with the City for the selling or leasing of any land or building to or from any department of the City whenever such transaction would require the approval by a City elective officer, the board on which that City elective officer serves, or a board on which an appointee of that individual serves, from making any campaign contribution to (1) the City elective officer, (2) a candidate for the office held by such individual, or (3) a committee controlled by such individual or candidate, at any time from the commencement of negotiations for the contract until the later of either the termination of negotiations for such contract or twelve (12) months after the date the contract is approved. Seller acknowledges that the foregoing restriction applies only if the contract or a combination or series of contracts approved by the same individual or board in a fiscal year have a total anticipated or actual value of $100,000 or more. Seller further acknowledges that the (1) prohibition on contributions applies to each Seller; each member of Seller's board of 12 Gormaltz Purchlse Agreement 0-1-21 docx

directors, and Seller's chief executive officer, chief financial officer and chief operating officer; any person with an ownership interest of more than ten percent (10%) in Seller; any subcontractor listed in the contract; and any committee that is sponsored or controlled by Seller; and (ii) within thirty (30) days of the submission of a proposal for the contract, the City department with whom Seller is contracting is obligated to submit to the Ethics Commission the parties to the contract and any subcontractor. Additionally, Seller certifies that Seller has informed each of the persons described in the preceding sentence of the limitation on contributions imposed by Section 1.126 by the time it submitted a proposal for the contract, and has provided the names of the persons required to be informed to the City department with whom it is contracting.

11.15 Non-Liability of City Officials, Employees, and Agents Notwithstanding anything to the contrary in this Agreement, no elective or appointive board, commission, member, officer, employee, agent, or consultant of City will be personally liable to Seller, its successors and assigns, in the event of any default or breach by City or for any amount that may become due to Seller, its successors and assigns, or for any obligation of City under this Agreement.

11.16 Counterparts
This Agreement may be executed in two (2) or more counterparts, each of which will be deemed an original, but all of which taken together will constitute one and the same instrument.

11.17 Effective Date
As used in this Agreement, the term "Effective Date" means the date on which the execution and delivery of this Agreement by both Parties is concluded and the transactions contemplated by the Agreement have been authorized (a) in a manner required by law governing Seller, (b) by a duly adopted resolution of the San Francisco Public Utilities Commission, and (c) if required by City's Charter, by a duly adopted resolution of City's Board of Supervisors and Mayor.

11.18 Release of Claims
Seller, for itself, its agents, heirs, assigns, successors in interest, and any related or affiliated entities, hereby fully releases and discharges City, its agents, employees, officers, directors, divisions, attorneys, accountants, insurers, successors, and other representatives, and any and all related or affiliated private or public agencies or entities, from any and all causes of action, actions, judgments, liens, indebtedness, obligations, losses, claims, damages, expenses, liabilities, and demands, including any claim arising out of or pertaining to, directly or indirectly, the acquisition or use of the property interest described in this Agreement and/or the construction of any improvements thereon, including inverse condemnation, nuisance, severance damages, relocation benefits, reestablishment benefits, the cost or value of any equipment or fixtures, attorneys' fees and costs, loss of goodwill, construction-related dust, noise, traffic, and other related construction activity, and lost rentals or business associated with construction of any improvements, and any other types of related losses or damages.

forth in this Agreement, and understands that by executing this Agreement it is waiving any rights of claims for any other or future benefits or damages to which it might be entitled which are not specifically exempted in this Agreement. In giving this release, Seller expressly waives the protection of Civil Code Section 1542, which statute provides as follows:

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT 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 THAT, IF KNOWN BY HIM OR HER, WOULD HAVE

MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE
DEBTOR OR RELEASED PARTY.

If this Agreement is terminated prior to Closing, this Section 11,18 will have no force or effect.

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS

AGREEMENT, SELLER ACKNOWLEDGES AND AGREES THAT NO OFFICER OR

EMPLOYEE OF CITY HAS AUTHORITY TO COMMIT CITY TO THIS AGREEMENT

UNLESS AND UNTIL APPROPRIATE LEGISLATION OF CITY'S PUBLIC UTILITIES

COMMISSION (AND, IF REQUIRED BY CITY'S CHARTER, APPROPRIATE

LEGISLATION OF CITY'S BOARD OF SUPERVISORS) HAS BEEN DULY ENACTED

APPROVING THIS AGREEMENT AND AUTHORIZING THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT. THEREFORE, ANY OBLIGATIONS OR

LIABILITIES OF CITY UNDER THIS AGREEMENT ARE CONTINGENT UPON THE DUE ENACTMENT OF SUCH LEGISLATION.
[Signatures on next page]
14 Guam Purchate Agrernant (9-1-21)ditca

i e. 41"1.,it (A7)* lez Carlos Alberto
By:

Date:

Griselda I. Gonzalez
M-A - e) 0- 4
The Parties have duly executed this Agreement as of the respective dates written below.

SELLER:

CARLOS ALBERTO OLIVARES-GONZALEZ &
GRISELDA I. GONZALEZ,
husband and wif
By:

Date:

CITY:

CITY AND COUNTY OF SAN FRANCISCO,
a California municipal corporation
By:

Michael Carlin
Acting General Manager
San Francisco Public Utilities Commission
Date:

APPROVED AS TO FORM:

DENNIS J. HERRERA, City Attorney
By:

Shari Geller Diamant
Deputy City Attorney
Gonulet Purchue Algrtemcm (9, 1-21) doct
15 ESCROW HOLDER'S ACKNOWLEDGMENT
[Applicable only when the Parties will close the transaction through an escrow] Escrow Holder agrees to act as escrow holder in accordance with the terms of this Agreement.

Escrow Holder's failure to execute below will not invalidate the Agreement between City and Seller.

ESCROW HOLDER: CHICAGO TITLE COMPANY
By:
[signature]
Na
me:
[print name]
Its:

Dat
e:
/When Seller and City have delivered a copy of this Agreement for Purchase and Sale of Real Estate, executed by Seller and City, to escrow, Escrow Holder should sign this page and transmit a copy to Seller and City. Seller and City agree that a photocopy, scanned copy or faxed copy is adequate for this purpose.]
16 Goaral.Nuchme Agreement (9.1-21)4ocx

EXHIBIT 1
TO

AGREEMENT FOR PURCHASE AND SALE OF REAL ESTATE

ELECTRICAL EASEMENT DEED

RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:

Director of Property
Real Estate Division
City and County of San Francisco
25 Van Ness Avenue, Suite 400
San Francisco, California 94102
San Francisco Public Utilities Commission
Real Estate Services Division
525 Golden Gate Avenue, 10th Floor
San Francisco, CA 94102
Attention: Real Estate Director
The undersigned hereby declares this
instrument to be exempt from Recording Fees
(Govt. Code § 27383) and Documentary
Transfer Tax • ev. & Tax. Code 11922.
(Space above this line reserved for Recorder's use only)

EASEMENT DEED
(Electrical Easement)
(Portion of Assessor's Parcel 010-423-050)
FOR VALUABLE CONSIDERATION, the receipt and sufficiency of which are hereby acknowledged, CARLOS ALBERTO OLIVARES-GONZALEZ & GRISELDA I.

GONZALEZ, husband and wife ("Grantor"), hereby grants to the CITY AND COUNTY OF SAN FRANCISCO, a California municipal corporation, by and through its Public Utilities Commission ("Grantee"), a permanent, nonexclusive easement appurtenant to the real property owned by Grantee ("Grantee's Parcel") that is identified in the attached Exhibit A for electrical service as further described in Section 1 [Nature of Easement] ("Easement") over, across, along, and upon Grantor's real property in the City of South San Francisco, San Mateo County, California. The specific location of the portion of Grantor's real property that is subject to the Easement is described and depicted in the attached Exhibit B ("Easement Area").

1. Nature of Easement. The Easement includes the rights to (a) install, maintain, repair, replace, and inspect a single overhead electric line to provide service to Grantee's Parcel; (b) use of the Grantor's property contiguous to the Easement Area for access to and egress from the Easement Area for persons, vehicles, and equipment; (c) use of the Grantor's property contiguous to the Easement Area as may be reasonably necessary in connection with the excavation, construction, reconstruction, replacement, removal, maintenance and inspection of Grantee's facilities; (d) trim or to cut down, without Grantee paying compensation, any and all trees and brush now or hereafter within the Easement Area, (e) trim or to cut down, without Grantee paying compensation, any and all trees and brush along each side of the Easement Area which now or hereafter in the opinion of Grantee may interfere with or be a hazard to the facilities Exhibit 1-1
Gonzalez Purchase Agreement (9- 1-211,10ez

installed under this Deed, or as Grantee deems necessary to comply with applicable state or federal regulations; and (1) the right to do such other things as are necessary for the full enjoyment and accomplishment of the purposes of the Easement.

Grantee's rights under this Deed may be exercised by (a) Grantee's agents, contractors, subcontractors, suppliers, consultants, employees, licensees, invitees, or representatives, or by other authorized persons acting for or on behalf of Grantee (collectively, "Agents"); (b) Pacific Gas & Electric Company, a California corporation (or any succeeding utility provider to the Grantee's Parcel), and its Agents, to provide service to Grantee's property pursuant to an agreement between Grantee and Pacific Gas & Electric Company or its successor, and (c) the Agents of any contractor retained by Grantee in connection with the maintenance or operation of Grantee's facilities, if any, on, in, under, or adjacent to the Grantee's Parcel.

2. Maintenance. Grantee will be responsible, at its expense, to repair and maintain the electrical line.

3. Notices. Any notice, consent, or approval required or permitted to be given under this Easement Deed will be in writing and be given by (a) hand delivery, against receipt, (b) reliable next-business-day courier service that provides confirmation of delivery, or (c) United States registered or certified mail, postage prepaid, return receipt required, and addressed as follows (or to such other address as either party may from time to time specify in writing to the other upon five (5) days prior written notice in the manner provided above):

Grantee:

To General Manager
San Francisco Public Utilities Commission
525 Golden Gate Avenue, 13th Floor
San Francisco, California 94102
With a copy
to: San Francisco Public Utilities Commission
Real Estate Services Division
525 Golden Gate Avenue, 10th Floor
San Francisco, California 94102
Attention: Real Estate Director
With a copy Real Estate and Finance Team
to: Office of the City Attorney
City Hall, Room 234
1 Dr. Carlton B. Goodlett Place
San Francisco, CA 94102-4682
Grantor:

Exhibit 1-2
Gortrales Purchase Agterarat. I-11 ),Incx

To: Carlos Alberto Olivares-Gonzalez & Griselda I.

Gonzalez
1289 Herman Street
San Bruno, CA 94066
A properly addressed notice transmitted by one of the foregoing methods will be deemed received upon confirmed delivery or rejected delivery. Any telephone numbers, e-mail addresses, or facsimile numbers provided by one party to the other are for convenience of communication only; neither party may give official or binding notice orally or by e-mail or facsimile transmission.

4. Run with the Land. The provisions of this Easement Deed will run with the land, burden the Easement Area, and bind and inure to the benefit of the respective successors and assigns of Grantee and Grantor.

5. Exhibits. The Exhibits referenced in this Easement Deed are attached to and made a part of this Deed.
[Remainder of page intentionally left blank]
Exhibit 1-3
Ciutual. Punta= Agrormern (9.1-21 kiocx

Executed as of this day of , 20 .

GRANTOR:

CARLOS ALBERTO OLIVARES-

GONZALEZ & GRISELDA I. GONZALEZ,
husband and wife
Carlos Alberto Olivares-Gonzalez
Date: .20
Griselda I. Gonzalez
Date: 20
AGREED AND ACCEPTED:

CITY AND COUNTY OF SAN FRANCISCO,
a California municipal corporation
By:

Michael Carlin
Acting General Manager
San Francisco Public Utilities
Commission
SFPUC Resolution:

Dated:

APPROVED AS TO FORM:

DENNIS J. HERRERA, City Attorney
By:

Shari Geller Diamant, Deputy City Attorney
Exhibit 1-4
rasaralcr, Purchase Agreement (9-1.211 dor:

CERTIFICATE OF ACCEPTANCE
This is to certify that the interest in real property conveyed by this deed dated from the Grantor to the City and County of San Francisco, is hereby accepted pursuant to Board of Supervisors' Resolution No. , and the grantee consents to recordation thereof by its duly authorized officer.

Dated: By:

Andrico Q. Penick
Director of Property
Exhibit 1-5
Gonzalez Purehue Agteement (9.1-2.1),doex

A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document, to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of California
County of
On , before me, , a notary public in and for
said State, personally appeared , who proved to me
on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under Penalty of Perjury under the laws of the State of California that the foregoing paragraph is true and correct.

Witness my hand and official seal.

Signature (Seal)
State of California
County of
On , before me, , a notary public in and for
said State, personally appeared , who proved to me
on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under Penalty of Perjury under the laws of the State of California that the foregoing paragraph is true and correct.

Witness my hand and official seal.

Signature (Seal)
Exhibit 1-6
Gonalez Purchate A pranont 1.9-1-21) di.
) ss
) ss

EXHIBIT A TO

ELECTRICAL EASEMENT DEED
[Description of Grantee's Property]
All that certain area 50 feet in width and 60 feet in length, being the northerly continuation of the 50 foot right of way acquired by the City and County of San Francisco from George C. Arata, et all, by deed dated May 14, 1949, and recorded June 23, 1949, in Vol. 1680 at Page 90, Official Records, San Mateo County. Containing 3,000 square feet more or less.

Exhibit 1-A-1
Gauge. Purchase Agreement (0-1-21 )Shberr

EXHIBIT B TO

ELECTRICAL EASEMENT DEED
Legal Description and Plat Map of Easement Area
[attached'
Exhibit 1-B-1
(;unzate, Putthme Agrcement (9- ) doCx

August 25, 2021.

EXHIBIT B

LEGAL DESCRIPTION

ELECTRICAL EASEMENT
All that certain real property situate in the Town of Colma, State of California being a portion of Parcel D, Vol. 53 of Parcel Maps, Page 95 on file in the County Recorder's Office of San Mateo County, State of California. Said portion more particularly described as follows:

BEGINNING at the most westerly corner of said Parcel D; THENCE South 24'22'13" East, 76.53 to the TRUE POINT OF BEGINNING; THENCE North 86'15'50" East, 27.47 feet to the southeasterly line of said Parcel D; THENCE along said southeasterly line South 51°38'08" West, 17.60 feet; THENCE South 86°15'50" West, 7.70 feet;
THENCE North 35°29'37" West, 7.39 feet to the southwesterly line of said Parcel D; THENCE along said southwesterly line North 24'22'13" West, 3.97 feet to the TRUE POINT OF BEGINNING.

Containing 179 square feet, more or less.

A plat showing the above-described parcel is attached hereto an incorporated herein by reference as "EXHIBIT B-1".

This description was prepared by me or under my direction in conformance with the Professional Lanc Surveyors' Act.
/e,
Ton E. Durkee, PLS5773
Exp 06/30/2022

END OF DESCRIPTION

Lands of Cypress Lawn
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ortion of 53 PM 95 Parcel A
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Town of Colma
County of San Mateo
08/25/2021 Parcel D Ease.dwg
City and County of San Francisco
Public Utilities Commission
Real Estate Services
Plat for Electrical Easement
Parcel D 53 PM 95
EXHIBIT "3-1"
POB
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179 sq.ft.±
Lands of Gonzalez
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Scale: 1"-20'

EXHIBIT 2
TO

AGREEMENT FOR PURCHASE AND SALE OF REAL ESTATE

PRELIMINARY TITLE REPORT
[See following pages]
Exhibit 2-1
Gonna., louoluse Agnremem 19.1-,21 docz

ATITST Prrudrou
Chicago Title Company

1200 Concord Ave., #400„ Concord, CA 94520
Phone: (925) 288-8000 • Fax:
ssuing Policies of Chicago Title Insurance Company
Order No.: 15608078-156-TJK-JM
TO:

Chicago Title Company
One Embarcadero Center, Suite 250
San Francisco, CA 94111
Phone: (415) 291-5100
ATTN: Terina J. Kung
Title Officer: Jeff Martin
Email: [email protected]
Escrow Officer: Terina J. Kung
Email: [email protected]
One Embarcadero Center, Suite 250
San Francisco, CA 94111
(415) 291-5100
PROPERTY ADDRESS: 1755 Mission Road, Colma, CA

PRELIMINARY REPORT UPDATE-B
In response to the application for a policy of title insurance referenced herein, Chicago Title Company hereby reports that it/s prepared to issue, or cause to be issued, as of the date hereof, a policy or policies of title insurance describing the land and the estate or interest therein hereinafter set forth, insuring against loss which may be sustained by reason of any defect, lien or encumbrance not shown or referred to as an exception herein or not excluded from coverage pursuant to the printed Schedules, Conditions and Stipulations or Conditions of said policy forms.

The printed Exceptions and Exclusions from the coverage and Limitations on Covered Risks of said policy or policies are set forth in Attachment One. The policy to be issued may contain an arbitration clause. When the Amount of Insurance is less than that set forth in the arbitration clause, all arbitrable matters shall be arbitrated at the option of either the Company or the Insured as the exclusive remedy of the parties. Limitations on Covered Risks applicable to the CL TA and ALTA Homeowner's Policies of Title Insurance which establish a Deductible Amount and a Maximum Dollar Limit of Liability for certain coverages are also set forth in Attachment One. Copies of the policy forms should be read. They are available from the office which issued this report.

This report (and any supplements or amendments hereto) is issued solely for the purpose of facilitating the issuance of a policy of title insurance and no liability is assumed hereby. If it is desired that liability be assumed prior to the issuance of a policy of title insurance, a Binder or Commitment should be requested.

The policy(s) of title insurance to be issued hereunder will be policy(s) of Chicago Title Insurance Company, a Florida corporation.

Please read the exceptions shown or referred to herein and the exceptions and exclusions set forth in Attachment One of this report carefully. The exceptions and exclusions are meant to provide you with notice of matters which are not covered under the terms of the title insurance policy and should be carefully considered.

It is important to note that this preliminary report is not a written representation as to the condition of title and may not list all liens, defects and encumbrances affecting title to the land.

Chicago Title Company
2,0714 7ezor.'—

CLTA Preliminary Report Form (Modified 11/17/06) Last Saved: 6/2/2021 10:19 AM by JF IPrelm (DSI Rev. 04/10/20) Page 1 Order No.: 15608078-156-TJK-JM By:

Authorized Signature

Chicago Title Company

1200 Concord Ave., #400„ Concord, CA 94520
Phone: (925) 288-8000 • Fax:

PRELIMINARY REPORT UPDATE-B
EFFECTIVE DATE: April 29, 2021 at 7:30 a.m.

ORDER NO.: 15608078-156-TJK-JM
The form of policy or policies of title insurance contemplated by this report is:

CLTA Standard Coverage Policy (04-08-14)
1 THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED TO COVERED BY THIS REPORT IS:

A Fee

2. TITLE TO SAID ESTATE OR INTEREST AT THE DATE HEREOF IS VESTED IN:

Carlos Alberto Gonzalez Olivares and Griselda I Gonzalez, husband and wife, as joint tenant

3. THE LAND REFERRED TO IN THIS REPORT IS DESCRIBED AS FOLLOWS:

See Exhibit A attached hereto and made a part hereof.

CLTA Preliminary Report Form (Modified 1 1/17/06) Last Saved: 6,22021 10:19 AM by JF IPrelm (DSI Rev. 04/10/20) Page 2 Order No.: 15608078-156-TJK-JM

Chicago Title Company

EXHIBIT A

LEGAL DESCRIPTION

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF COLMA, IN THE COUNTY OF SAN MATEO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

PARCEL D AS SHOWN ON THAT CERTAIN PARCEL MAP ENTITLED "PARCEL MAP LANDS OF THE CYPRESS ABBEY COMPANY, BEING A RESUBDIVISION OF PARCEL 3, AS SHOWN ON THAT MAP TITLED CEMETERY MAP OF "CYPRESS LAWN CEMETERY", RECORDED IN VOLUME 47 OF MAPS, AT PAGE 17.

SAN MATEO COUNTY RECORDS, TOWN OF COLMA. SAN MATEO COUNTY, CALIFORNIA". FILED FOR RECORD ON SEPTEMBER 28, 1983, IN VOLUME 53 OF PARCEL MAPS AT PAGE 95 IN THE OFFICE OF THE RECORDER OF THE COUNTY OF SAN MATEO, CALIFORNIA.

APN: 010-423-050
CLTA Preliminary Report Form (Modified 11/17/06) Last Saved: 6,2,2021 10:19 AM by JF IPrelm (DSI Rev. 04/10/20) Page 3 Order No.: 15608078-156-TJK-JM

Chicago Title Company

EXCEPTIONS

AT THE DATE HEREOF, ITEMS TO BE CONSIDERED AND EXCEPTIONS TO COVERAGE IN ADDITION TO THE PRINTED EXCEPTIONS AND EXCLUSIONS IN SAID POLICY FORM WOULD BE AS FOLLOWS:

1. Property taxes, which are a lien not yet due and payable, including any assessments collected with taxes to be levied for the fiscal year 2021-2022.

2. Prior to close of escrow, please contact the Tax Collector's Office to confirm all amounts owing, including current fiscal year taxes, supplemental taxes, escaped assessments and any delinquencies.

3. Any liens or other assessments, bonds, or special district liens including without limitation, Community Facility Districts, that arise by reason of any local, City, Municipal or County Project or Special District.

4. The lien of supplemental or escaped assessments of property taxes, if any, made pursuant to the provisions of Chapter 3.5 (commencing with Section 75) or Part 2, Chapter 3, Articles 3 and 4, respectively, of the Revenue and Taxation Code of the State of California as a result of the transfer of title to the vestee named in Schedule A or as a result of changes in ownership or new construction occurring prior to Date of Policy.

5. Water rights, claims or title to water, whether or not disclosed by the public records.

6. Any rights in favor of the public which may exist on said Land if said Land or portions thereof are or were at any time used by the public.

7. Any adverse claim based upon the assertion that:
a) Some portion of said Land has been created by artificial means, or has accreted to such portion so created.
b) Some portion of said Land has been brought within the boundaries thereof by an avulsive movement of Colma Creek or has been formed by accretion to any such portion.

8. All easements, offers and dedications as shown on the official map Tract of: Parcel Map lands of the Cypress Abbey Company filed September 28, 1983 in Volume 53 of Parcel Maps, Page 95, Instrument No. 83105510.

9. All easements, offers and dedications as shown on the official map Tract of: Parcel Map lands of George Lagomarsino, et. al. filed April 17, 1984 in Volume 54 of Parcel Maps, Page 49, Instrument No. 84040628.

10. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document:

Granted to: County of San Mateo
Purpose: Ditch
Recording Date: September 13, 1895
Recording No: Book 70, Page 410, of Official Records
Affects: A Southwesterly portion of the land
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Chicago Title Company

EXCEPTIONS
(Continued)

11. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document:

Granted to: Pacific Gas & Electric Company
Purpose: Pole line
Recording Date: July 31, 1914
Recording No: Book 235, Page 230, of Official Records
The exact location and extent of said easement is not disclosed of record.

12. Matters contained in that certain document
Entitled: Covenant and Agreement to Provide and Maintain Off-site Parking Executed by: David and Robert Dito and DCS Consulting, Inc.

Recording Date: April 25, 2013
Recording No: 2013-062720, of Official Records
Reference is hereby made to said document for full particulars.

13. A deed of trust to secure an indebtedness in the amount shown below, Amount: $1,659,200.00
Dated: October 5, 2015
Trustor/Grantor Carlos Alberto Gonzalez Olivares and Griselda I Gonzalez, husband and wife Trustee: JPMorgan Chase Bank, N.A
Beneficiary: JPMorgan Chase Bank, N.A
Recording Date: October 09, 2015
Recording No: 2015-107617, of Official Records

14. Matters contained in that certain document
Entitled: Hazardous Substances Certificate and Indemnity Agreement Dated: October 5, 2015
Executed by: Carlos Alberto Gonzalez Olivares and Griselda I Gonzalez and JPMorgan Chase Bank, NA
Recording Date: October 09, 2015
Recording No: 2015-107618, of Official Records
Reference is hereby made to said document for full particulars.

15. Any rights of the parties in possession of a portion of, or all of, said Land, which rights are not disclosed by the public records.

The Company will require, for review, a full and complete copy of any unrecorded agreement, contract, license and/or lease, together with all supplements, assignments and amendments thereto, before issuing any policy of title insurance without excepting this item from coverage.

The Company reserves the right to except additional items and/or make additional requirements after reviewing said documents.

16. Matters which may be disclosed by an inspection and/or by a correct ALTA/NSPS Land Title Survey of said Land that is satisfactory to the Company, and/or by inquiry of the parties in possession thereof.

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Chicago Title Company

EXCEPTIONS
(Continued)

17. The Company will require that an Owner's Affidavit be completed by the party(s) named below before the issuance of any policy of title insurance.

Party(s): Carlos Alberto Gonzalez Olivares and Griselda I Gonzalez, husband and wife, as joint tenant
The Company reserves the right to add additional items or make further requirements after review of the requested Affidavit.

18. The requirement that the complete and correct name(s) of the buyer(s) in this transaction be submitted to the Title Department at least 5 days prior to the close of Escrow.

19. The transaction contemplated in connection with this Report is subject to the review and approval of the Company's Corporate Underwriting Department. The Company reserves the right to add additional items or make further requirements after such review.

END OF EXCEPTIONS
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Chicago Title Company
NOTES

1. Note: The Company is not aware of any matters which would cause it to decline to attach CLTA Endorsement Form 116 indicating that there is located on said Land a Commercial Property, known as 1755 Mission Road, CoIma, CA, to an Extended Coverage Loan Policy.

2. Note: The name(s) of the proposed insured(s) furnished with this application for title insurance is/are:

No names were furnished with the application. Please provide the name(s) of the buyers as soon as possible.

3. Note: There are NO conveyances affecting said Land recorded within 24 months of the date of this report.

4. Note: Property taxes for the fiscal year shown below are PAID. For proration purposes the amounts were:

Tax Identification No.:

Fiscal Year:
1st Installment:
2nd Installment:

Land:

Improvements:

Code Area:
010-423-050
2020-2021
$13,302.42
$13,302.42
$1,255,621.00
$800,998.00
07-001

5. Note: The charge for a policy of title insurance, when issued through this title order, will be based on the Basic Title Insurance Rate.

6. Notice: Please be aware that due to the conflict between federal and state laws concerning the cultivation, distribution, manufacture or sale of marijuana, the Company is not able to close or insure any transaction involving Land that is associated with these activities.

7. The application for title insurance was placed by reference to only a street address or tax identification number.

The proposed Insured must confirm that the legal description in this report covers the parcel(s) of Land requested to be insured. If the legal description is incorrect, the proposed Insured must notify the Company and/or the settlement company in order to prevent errors and to be certain that the legal description for the intended parcel(s) of Land will appear on any documents to be recorded in connection with this transaction and on the policy of title insurance.

8. Note: If a county recorder, title insurance company, escrow company, real estate broker, real estate agent or association provides a copy of a declaration, governing document or deed to any person, California law requires that the document provided shall include a statement regarding any unlawful restrictions. Said statement is to be in at least 14-point bold face type and may be stamped on the first page of any document provided or included as a cover page attached to the requested document. Should a party to this transaction request a copy of any document reported herein that fits this category, the statement is to be included in the manner described.

9. Note: Any documents being executed in conjunction with this transaction must be signed in the presence of an authorized Company employee, an authorized employee of a Company agent, an authorized employee of the insured lender, or by using Bancsery or other Company-approved third-party service. If the above requirement cannot be met, please call the Company at the number provided in this report.

10. Pursuant to Government Code Section 27388.1, as amended and effective as of 1-1-2018, a Documentary Transfer Tax (DTT) Affidavit may be required to be completed and submitted with each document when DTT is being paid or when an exemption is being claimed from paying the tax. If a governmental agency is a party to the document, the form will not be required. DTT Affidavits may be available at a Tax Assessor-County Clerk- Recorder.

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Chicago Title Company
NOTES
(Continued)

11. Note: The policy of title insurance will include an arbitration provision. The Company or the insured may demand arbitration. Arbitrable matters may include, but are not limited to, any controversy or claim between the Company and the insured arising out of or relating to this policy, any service of the Company in connection with its issuance or the breach of a policy provision or other obligation. Please ask your escrow or title officer for a sample copy of the policy to be issued if you wish to review the arbitration provisions and any other provisions pertaining to your Title Insurance coverage.

12. Due to the special requirements of SB 50 (California Public Resources Code Section 8560 et seq.), any transaction that includes the conveyance of title by an agency of the United States must be approved in advance by the Company's State Counsel, Regional Counsel, or one of their designees.

END OF NOTES
Jeff Martin/jf
CLTA Preliminary Report Form (Modified 11/17/06) Last Saved: 6/2/2021 10:19 AM by JF IPrelm (DSI Rev. 04/10/20) Page 2 Order No.: 15608078-156-TJK-JM

• IA ••
-1-4-1111RESAFE Inquire before you wire!
Wire Fraud Alert
This Notice is not intended to provide legal or professional advice. If you have any questions. please consult with a lawyer.

All parties to a real estate transaction are targets for wire fraud and many have lost hundreds of thousands of dollars because they simply relied on the wire instructions received via email, without further verification. If funds are to be wired in conjunction with this real estate transaction, we strongly recommend verbal verification of wire instructions through a known, trusted phone number prior to sending funds.

In addition. the following non-exclusive self-protection strategies are recommended to minimize exposure to possible wire fraud.
• NEVER RELY on emails purporting to change wire instructions. Parties to a transaction rarely change wire instructions in the course of a transaction.
• ALWAYS VERIFY wire instructions, specifically the ABA routing number and account number, by calling the party who sent the instructions to you. DO NOT use the phone number provided in the email containing the instructions, use phone numbers you have called before or can otherwise verify. Obtain the phone number of relevant parties to the transaction as soon as an escrow account is opened. DO NOT send an email to verify as the email address may be incorrect or the email may be intercepted by the fraudster. • USE COMPLEX EMAIL PASSWORDS that employ a combination of mixed case. numbers, and symbols. Make your passwords greater than eight (8) characters. Also, change your password often and do NOT reuse the same password for other online accounts.
• USE MULTI-FACTOR AUTHENTICATION for email accounts. Your email provider or IT staff may have specific instructions on how to implement this feature.

For more information on wire-fraud scams or to report an incident, please refer to the following links:

Federal Bureau of Investigation: Internet Crime Complaint Center:
http:/iwww.fbi.qov http://www.1c3.aov
Wire Fraud Alert Page
Original Effective Date: 5/11/2017
Current Version Date: 5/11/2017 WIRE0016 (DSI Rev. 12/07/17) TM and Fidelity National Financial. Inc. and/or an affiliate. All rights reserved

Chicago Title Company

1200 Concord Ave., #400„ Concord, CA 94520
Phone: (925) 288-8000 • Fax:

Notice of Available Discounts
Pursuant to Section 2355.3 in Title 10 of the California Code of Regulations Fidelity National Financial, Inc. and its subsidiaries ("FNF") must deliver a notice of each discount available under our current rate filing along with the delivery of escrow instructions, a preliminary report or commitment. Please be aware that the provision of this notice does not constitute a waiver of the consumer's right to be charged the filed rate. As such, your transaction may not qualify for the below discounts.

You are encouraged to discuss the applicability of one or more of the below discounts with a Company representative. These discounts are generally described below; consult the rate manual for a full description of the terms, conditions and requirements for such discount. These discounts only apply to transactions involving services rendered by the FNF Family of Companies. This notice only applies to transactions involving property improved with a one-to-four family residential dwelling.

Not all discounts are offered by every FNF Company. The discount will only be applicable to the FNF Company as indicated by the named discount.

FNF Underwritten Title Company
CTC — Chicago Title company
CLTC — Commonwealth Land Title Company
FNTC — Fidelity National Title Company of California
FNTCCA - Fidelity National Title Company of California
TICOR — Ticor Title Company of California
LTC — Lawyer's Title Company
SLTC — ServiceLink Title Company
Underwritten by FNF Underwriters
CTIC — Chicago Title Insurance Company
CLTIC - Commonwealth Land Title Insurance Company
FNTIC — Fidelity National Title Insurance Company
FNTIC - Fidelity National Title Insurance Company
CTIC — Chicago Title Insurance Company
CLTIC — Commonwealth Land Title Insurance Company
CTIC — Chicago Title Insurance Company
Available Discounts

DISASTER LOANS (CTIC, CLTIC, FNTIC)
The charge for a Lender's Pdicy (Standard or Extended coverage) covering the financing or refinancing by an owner of record, within twenty-four (24) months of the date of a declaration of a disaster area by the government of the United States or the State of California on any land located in said area, which was partially or totally destroyed in the disaster, will be fifty percent (50%) of the appropriate title insurance rate.

CHURCHES OR CHARITABLE NON-PROFIT ORGANIZATIONS (CTIC, FNTIC) On properties used as a church or for charitable purposes within the scope of the normal activities of such entities, provided said charge is normally the church's obligation the charge for an owner's policy shall be fifty percent (50%) to seventy percent (70%) of the appropriate title insurance rate, depending on the type of coverage selected. The charge for a lender's policy shall be forty (40%) to fifty percent (50%) of the appropriate title insurance rate, depending on the type of coverage selected.

Notice of Available Discounts (Rev. 01-15-20) Last Saved: June 2,2021 by JF MISC0164 (DSI Rev. 03/12/20) Escrow No.: 15608078-156-TJK-JM

FIDELITY NATIONAL FINANCIAL, INC.

PRIVACY NOTICE
Effective January 1, 2021
Fidelity National Financial, Inc. and its majority-owned subsidiary companies (collectively, "FNF," "our," or "we") respect and are committed to protecting your privacy. This Privacy Notice explains how we collect, use, and protect personal information, when and to whom we disclose such information, and the choices you have about the use and disclosure of that information.

A limited number of FNF subsidiaries have their own privacy notices. If a subsidiary has its own privacy notice, the privacy notice will be available on the subsidiary's website and this Privacy Notice does not apply.

Collection of Personal Information
FNF may collect the following categories of Personal Information:
• contact information (e.g., name, address, phone number, email address); • demographic information (e.g., date of birth, gender, marital status); • identity information (e.g. Social Security Number, driver's license, passport, or other government ID number); • financial account information (e.g. loan or bank account information); and • other personal information necessary to provide products or services to you.

We may collect Personal Information about you from:
• information we receive from you or your agent;
• information about your transactions with FNF, our affiliates, or others; and • information we receive from consumer reporting agencies and/or governmental entities, either directly from these entities or through others.

Collection of Browsing Information
FNF automatically collects the following types of Browsing Information when you access an FNF website, online service, or application (each an "FNF Website") from your Internet browser, computer, and/or device:
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• browser version, language, and type;
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• browsing history on the FNF Website, such as date and time of your visit to the FNF Website and visits to the pages within the FNF Website.

Like most websites, our servers automatically log each visitor to the FNF Website and may collect the Browsing Information described above. We use Browsing Information for system administration, troubleshooting, fraud investigation, and to improve our websites.

Browsing Information generally does not reveal anything personal about you, though if you have created a user account for an FNF Website and are logged into that account, the FNF Website may be able to link certain browsing activity to your user account.

Other Online Specifics
Cookies. When you visit an FNF Website, a "cookie" may be sent to your computer. A cookie is a small piece of data that is sent to your Internet browser from a web server and stored on your computer's hard drive. Information gathered using cookies helps us improve your user experience. For example, a cookie can help the website load properly or can customize the display page based on your browser type and user preferences. You can choose whether or not to accept cookies by changing your Internet browser settings. Be aware that doing so may impair or limit some functionality of the FNF Website.

Web Beacons. We use web beacons to determine when and how many times a page has been viewed. This information is used to improve our websites.

Do Not Track. Currently our FNF Websites do not respond to "Do Not Track" features enabled through your browser.

Links to Other Sites. FNF Websites may contain links to unaffiliated third-party websites. FNF is not responsible for the privacy practices or content of those websites. We recommend that you read the privacy policy of every website you visit.

Use of Personal Information
FNF uses Personal Information for three main purposes:
• To provide products and services to you or in connection with a transaction involving you. • To improve our products and services.
• To communicate with you about our, our affiliates', and others' products and services, jointly or independently.

When Information Is Disclosed
We may disclose your Personal Information and Browsing Information in the following circumstances:
• to enable us to detect or prevent criminal activity, fraud, material misrepresentation, or nondisclosure; FNF Privacy Statement (Eff. January 1, 2021) Copyright © 2021. Fidelity National Financial, Inc. All Rights Reserved MISCO219 (DSI Rev. 01/29/21) Page 1 Order No. 15608078-156-TJK-JM

• to nonaffiliated service providers who provide or perform services or functions on our behalf and who agree to use the information only to provide such services or functions;
• to nonaffiliated third party service providers with whom we perform joint marketing, pursuant to an agreement with them to jointly market financial products or services to you;
• to law enforcement or authorities in connection with an investigation, or in response to a subpoena or court order; or • in the good-faith belief that such disclosure is necessary to comply with legal process or applicable laws, or to protect the rights, property, or safety of FNF, its customers, or the public.

The law does not require your prior authorization and does not allow you to restrict the disclosures described above. Additionally, we may disclose your information to third parties for whom you have given us authorization or consent to make such disclosure. We do not otherwise share your Personal Information or Browsing Information with nonaffiliated third parties, except as required or permitted by law.

We may share your Personal Information with affiliates (other companies owned by FNF) to directly market to you. Please see "Choices with Your Information" to learn how to restrict that sharing.

We reserve the right to transfer your Personal Information, Browsing Information, and any other information, in connection with the sale or other disposition of all or part of the FNF business and/or assets, or in the event of bankruptcy, reorganization, insolvency, receivership, or an assignment for the benefit of creditors. By submitting Personal Information and/or Browsing Information to FNF, you expressly agree and consent to the use and/or transfer of the foregoing information in connection with any of the above described proceedings.

Security of Your Information
We maintain physical, electronic, and procedural safeguards to protect your Personal Information.

Choices With Your Information
If you do not want FNF to share your information among our affiliates to directly market to you, you may send an "opt out" request as directed at the end of this Privacy Notice. We do not share your Personal Information with nonaffiliates for their use to direct market to you without your consent.

Whether you submit Personal Information or Browsing Information to FNF is entirely up to you. If you decide not to submit Personal Information or Browsing Information, FNF may not be able to provide certain services or products to you.

For California Residents: We will not share your Personal Information or Browsing Information with nonaffiliated third parties, except as permitted by California law. For additional information about your California privacy rights, please visit the "California Privacy" link on our website (https://fnf.com/pages/californiaprivacv.aspx) or call (888) 413-1748.

For Nevada Residents: You may be placed on our internal Do Not Call List by calling (888) 934-3354 or by contacting us via the information set forth at the end of this Privacy Notice. Nevada law requires that we also provide you with the following contact information: Bureau of Consumer Protection, Office of the Nevada Attorney General, 555 E. Washington St., Suite 3900, Las Vegas, NV 89101; Phone number:
(702) 486-3132; email: BCPINFOgag.state.nv.us .

For Oregon Residents: We will not share your Personal Information or Browsing Information with nonaffiliated third parties for marketing purposes, except after you have been informed by us of such sharing and had an opportunity to indicate that you do not want a disclosure made for marketing purposes.

For Vermont Residents: We will not disclose information about your creditworthiness to our affiliates and will not disclose your personal information, financial information, credit report, or health information to nonaffiliated third parties to market to you, other than as permitted by Vermont law, unless you authorize us to make those disclosures.

Information From Children
The FNF Websites are not intended or designed to attract persons under the age of eighteen (18).We do not collect Personal Information from any person that we know to be under the age of thirteen (13) without permission from a parent or guardian.

International Users
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FM - website services tor mortqage Loans
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FNF Privacy Statement (Eff. January 1, 2021) Copyright © 2021. Fidelity National Financial, Inc. All Rights Reserved MISCO219 (DSI Rev. 01129/21) Page 3 Order No. 15608078-156-TJK-JM

ATTACHMENT ONE (Revised 05-06-16)

CALIFORNIA LAND TITLE ASSOCIATION
STANDARD COVERAGE POLICY— 1990

EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of:

1. (a) Any law, ordinance or governmental regulation (including but not limited to building or zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating (i) the occupancy, use, or enjoyment of the land; (ii) the character, dimensions or location of any improvement now or hereafter erected on the land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which the land is or was a part; or (iv) environmental protection. or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, lien, or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. (b) Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy.

2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without knowledge.

3. Defects, liens, encumbrances, adverse claims or other matters:
(a) whether or not recorded in the public records at Date of Policy, but created, suffered, assumed or agreed to by the insured claimant; (b) not known to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed in writing to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy; (c) resulting in no loss or damage to the insured claimant; (d) attaching or created subsequent to Date of Policy; or (e) resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the insured mortgage or for the estate or interest insured by this policy.

4. Unenforceability of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy, or the inability or failure of any subsequent owner of the indebtedness, to comply with the applicable doing business laws of the state in which the land is situated.

5. Invalidity or unenforceability of the lien of the insured mortgage, or claim thereof, which arises out of the transaction evidenced by the insured mortgage and is based upon usury or any consumer credit protection or truth in lending law.

6. Any claim, which arises out of the transaction vesting in the insured the estate of interest insured by this policy or the transaction creating the interest of the insured lender, by reason of the operation of federal bankruptcy, state insolvency or similar creditors rights laws.

EXCEPTIONS FROM COVERAGE - SCHEDULE B, PART I
This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of:

1. Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records.

Proceedings by a public agency which may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the public records.

2. Any facts, rights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of the land or which may be asserted by persons in possession thereof.

3. Easements, liens or encumbrances, or claims thereof, not shown by the public records.

4. Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by the public records.

5. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b) or (c) are shown by the public records.

6. Any lien or right to a lien for services, labor or material not shown by the public records.

CLTA HOMEOWNER'S POLICY OF TITLE INSURANCE (12-02-13)

ALTA HOMEOWNER'S POLICY OF TITLE INSURANCE

EXCLUSIONS
In addition to the Exceptions in Schedule B, You are not insured against loss, costs, attorneys' fees, and expenses resulting from:

1. Governmental police power, and the existence or violation of those portions of any law or government regulation concerning:
a. building;
b. zoning;
c. land use:
d. improvements on the Land;
e. land division; and
f. environmental protection.

This Exclusion does not limit the coverage described in Covered Risk 8.a.. 14, 15, 16, 18, 19, 20, 23 or 27.

2. The failure of Your existing structures, or any part of them, to be constructed in accordance with applicable building codes. This Exclusion does not limit the coverage described in Covered Risk 14 or 15.

3. The right to take the Land by condemning it. This Exclusion does not limit the coverage described in Covered Risk 17.

4. Risks:
a. that are created, allowed, or agreed to by You, whether or not they are recorded in the Public Records; Attachment One — CA (Rev. 05-06-16) Page 1
© California Land Title Association. All rights reserved.

The use of this Form is restricted to CLTA subscribers in good standing as of the date of use. All other uses are prohibited. Reprinted under license or express permission from the California Land Title Association.

b. that are Known to You at the Policy Date, but not to Us, unless they are recorded in the Public Records at the Policy Date:
c. that result in no loss to You; or
d. that first occur after the Policy Date - this does not limit the coverage described in Covered Risk 7, 8.e., 25, 26, 27 or 28.

5. Failure to pay value for Your Title.

6. Lack of a right:
a. to any land outside the area specifically described and referred to in paragraph 3 of Schedule A; and b. in streets, alleys, or waterways that touch the Land.

This Exclusion does not limit the coverage described in Covered Risk 11 or 21.

7. The transfer of the Title to You is invalid as a preferential transfer or as a fraudulent transfer or conveyance under federal bankruptcy, state insolvency, or similar creditors' rights laws.

8. Contamination, explosion, fire, flooding, vibration, fracturing, earthquake, or subsidence.

9. Negligence by a person or an Entity exercising a right to extract or develop minerals, water, or any other substances.

LIMITATIONS ON COVERED RISKS
Your insurance for the following Covered Risks is limited on the Owner's Coverage Statement as follows:
• For Covered Risk 16, 18, 19, and 21 Your Deductible Amount and Our Maximum Dollar Limit of Liability shown in Schedule A.

The deductible amounts and maximum dollar limits shown on Schedule A are as follows:

Your Deductible Amount

Our Maximum Dollar
Limit of Liability
Covered Risk 16: 1.00% of Policy Amount Shown in Schedule A or (whichever is less)
$2,500.00 $ 10,000.00
Covered Risk 18: 1.00% of Policy Amount Shown in Schedule A or (whichever is less)
$5,000.00 $ 25,000.00
Covered Risk 19: 1.00% of Policy Amount Shown in Schedule A or (whichever is less)
$5,000.00 $ 25,000.00
Covered Risk 21: 1.00% of Policy Amount Shown in Schedule A or (whichever is less)
$2,500.00 $ 5,000.00
2006 ALTA LOAN POLICY (06-17-06)

EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of:

1. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to
(i) the occupancy, use, or enjoyment of the Land;
(ii) the character, dimensions, or location of any improvement erected on the Land; (iii) the subdivision of land; or
(iv) environmental protection;
or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5.
(b) Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6.

2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.

3. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed, or agreed to by the Insured Claimant; (b) not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c) resulting in no loss or damage to the Insured Claimant; (d) attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 11, 13 or 14); or
(e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage.

4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing-business laws of the state where the Land is situated.

5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the Insured Mortgage and is based upon usury or any consumer credit protection or truth-in-lending law.

6. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction creating the lien of the Insured Mortgage, is
(a) a fraudulent conveyance or fraudulent transfer, or
(b) a preferential transfer for any reason not stated in Covered Risk 13(b) of this policy.

7. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the Insured Mortgage in the Public Records. This Exclusion does not modify or limit the coverage provided under Covered Risk 11(b).

The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage:

EXCEPTIONS FROM COVERAGE
(Except as provided in Schedule B - Part II,( ?This policy does not insure against loss or damage, and the Company will not pay costs, attorneys' fees or expenses, that arise by reason of:

Attachment One — CA (Rev. 05-06-16) Page 2
© California Land Title Association. All rights reserved.

{PART I
(The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage:

1. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records.

2. Any facts, rights, interests, or claims that are not shown by the Public Records but that could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land.

3. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records.

4. Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land and not shown by the Public Records.

6. Any lien or right to a lien for services, labor or material not shown by the Public Records.)

PART II
In addition to the matters set forth in Part I of this Schedule, the Title is subject to the following matters, and the Company insures against loss or damage sustained in the event that they are not subordinate to the lien of the Insured Mortgage:} 2006 ALTA OWNER'S POLICY (06-17-06)

2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.

3. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed, or agreed to by the Insured Claimant; (b) not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c) resulting in no loss or damage to the Insured Claimant; (d) attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 9 and 10); or
(e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Title.

4. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction vesting the Title as shown in Schedule A, is
(a) a fraudulent conveyance or fraudulent transfer; or
(b) a preferential transfer for any reason not stated in Covered Risk 9 of this policy.

5. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A.

EXCEPTIONS FROM COVERAGE
This policy does not insure against loss or damage, and the Company will not pay costs, attorneys' fees or expenses, that arise by reason of:
(The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage:

2. Any facts, rights, interests, or claims that are not shown in the Public Records but that could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land.

3. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records.

6. Any lien or right to a lien for services, labor or material not shown by the Public Records. }

7. (Variable exceptions such as taxes, easements, CC&R's, etc. shown here.) Attachment One — CA (Rev. 05-06-16) Page 3
©California Land Title Association. All rights reserved.

ALTA EXPANDED COVERAGE RESIDENTIAL LOAN POLICY — ASSESSMENTS PRIORITY (04-02-15)

1. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting. or relating to
(i) the occupancy, use, or enjoyment of the Land;
(ii) the character, dimensions, or location of any improvement erected on the Land; (iii) the subdivision of land; or
(iv) environmental protection;
or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5, 6, 13(c), 13(d). 14 or 16. (b) Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 5, 6, 13(c), 13(d), 14 or

16. 2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.

3. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed, or agreed to by the Insured Claimant; (b) not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c) resulting in no loss or damage to the Insured Claimant; (d) attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 11, 16, 17, 18, 19, 20, 21, 22, 23, 24, 27 or 28); or
(e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage.

4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing-business laws of the state where the Land is situated.

5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the Insured Mortgage and is based upon usury, or any consumer credit protection or truth-in-lending law. This Exclusion does not modify or limit the coverage provided in Covered Risk 26.

6. Any claim of invalidity, unenforceability or lack of priority of the lien of the Insured Mortgage as to Advances or modifications made after the Insured has Knowledge that the vestee shown in Schedule A is no longer the owner of the estate or interest covered by this policy. This Exclusion does not modify or limit the coverage provided in Covered Risk 11.

7. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching subsequent to Date of Policy.

This Exclusion does not modify or limit the coverage provided in Covered Risk 11(b) or 25.

8. The failure of the residential structure, or any portion of it, to have been constructed before, on or after Date of Policy in accordance with applicable building codes. This Exclusion does not modify or limit the coverage provided in Covered Risk 5 or 6.

9. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction creating the lien of the Insured Mortgage, is
(a) a fraudulent conveyance or fraudulent transfer, or
(b) a preferential transfer for any reason not stated in Covered Risk 27(b) of this policy.

10. Contamination, explosion, fire, flooding, vibration, fracturing, earthquake, or subsidence.

11. Negligence by a person or an Entity exercising a right to extract or develop minerals, water, or any other substances.

Attachment One — CA (Rev. 05-06-16) Page 4
© California Land Title Association. All rights reserved.

Cypress Lawn Purchase Agreement (6-3-2022).docx

AGREEMENT

FOR PURCHASE AND SALE OF REAL ESTATE

by and between

CYPRESS LAWN CEMETERY ASSOCIATION, a California corporation,

as Seller,

and

CITY AND COUNTY OF SAN FRANCISCO,
a municipal corporation,
by and through its Public Utilities Commission,

as Buyer,

for the purchase and sale of

a permanent electrical easement
across, over, along and upon a portion of
Assessor’s Parcel 010-423-020

located in the Town of Colma, County of San Mateo, State of California

________________________, 20___

i
Cypress Lawn Purchase Agreement (6-3-2022).docx

TABLE OF CONTENTS
Page

1. PURCHASE AND SALE ....................................................................................................1

1.1 Purchase and Sale of Easement ................................................................................1

1.2 Easement Area; Nature of Easement .......................................................................1

2. PURCHASE PRICE ............................................................................................................2

2.1 Purchase Price ..........................................................................................................2

2.2 Payment....................................................................................................................2

2.3 Funds ........................................................................................................................2

3. CONVEYANCE OF EASEMENT......................................................................................2

3.1 Easement Deed.........................................................................................................2

3.2 State of Title .............................................................................................................2

4. CONDITIONS TO CLOSING ............................................................................................2

4.1 City’s Conditions to Closing ....................................................................................2

4.2 Cooperation with City ..............................................................................................3

5. CLOSING AND POSSESSION ..........................................................................................4

5.1 “Closing” Defined ....................................................................................................4

5.2 Escrow; Closing Without an Escrow .......................................................................4

5.3 Closing Date.............................................................................................................4

5.4 Seller’s Delivery of Documents ...............................................................................4

5.5 City’s Delivery of Documents and Funds ................................................................5

5.6 Other Documents; Cooperation ...............................................................................5

5.7 Closing .....................................................................................................................6

5.8 Possession and Use ..................................................................................................6

6. EXPENSES; PRORATIONS...............................................................................................6

6.1 City’s Expenses ........................................................................................................6

6.2 Seller’s Expenses .....................................................................................................7

6.3 Other Expenses ........................................................................................................7

7. REPRESENTATIONS AND WARRANTIES....................................................................7

7.1 Representations and Warranties of Seller ................................................................7

7.2 Indemnity .................................................................................................................8

8. RISK OF LOSS....................................................................................................................8

9. MAINTENANCE ................................................................................................................8

ii
Cypress Lawn Purchase Agreement (6-3-2022).docx

10. DISMISSAL OF EMINENT DOMAIN ACTION ..............................................................9

11. GENERAL PROVISIONS ..................................................................................................9

11.1 Notices .....................................................................................................................9

11.2 Brokers and Finders ...............................................................................................10

11.3 Successors and Assigns..........................................................................................10

11.4 Amendments; Waivers ...........................................................................................10

11.5 Continuation and Survival of Representations and Warranties .............................10

11.6 Governing Law ......................................................................................................11

11.7 Merger of Prior Agreements; No Inducement .......................................................11

11.8 Parties and Their Agents; Approvals .....................................................................11

11.9 Interpretation of Agreement ...................................................................................11

11.10 Attorneys’ Fees ......................................................................................................12

11.11 Severability ............................................................................................................12

11.12 Sunshine Ordinance ...............................................................................................12

11.13 Conflicts of Interest................................................................................................12

11.14 Notification of Prohibition on Contributions .........................................................12

11.15 Non-Liability of City Officials, Employees, and Agents ......................................13

11.16 Counterparts ...........................................................................................................13

11.17 Effective Date ........................................................................................................13

11.18 Release of Claims ..................................................................................................13

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Cypress Lawn Purchase Agreement (6-3-2022).docx

LIST OF EXHIBITS

EXHIBIT 1 SFPUC Easement Deed for Electrical Easement with an attached legal description of Easement Area to be conveyed thereby.

EXHIBIT 2 Preliminary Title Report dated

1 Cypress Lawn Purchase Agreement (6-3-2022).docx

AGREEMENT FOR PURCHASE AND SALE OF REAL ESTATE

THIS AGREEMENT FOR PURCHASE AND SALE OF REAL ESTATE (this “Ag
reement”) dated for reference purposes only as of _______________, 20___, is by and between CYPRESS LAWN CEMETERY ASSOCIATION, a California corporation (“Seller”), and the CITY AND COUNTY OF SAN FRANCISCO, a California municipal corporation (“City”), by and through its Public Utilities Commission ( “SFPUC”). Seller and City are sometimes collectively referred to in this Agreement as the “Parties” or singularly as a “Party.”

RECITALS
A. Sel
ler owns real property located on El Camino Real , Colma, California 94014 and commonly known as Assessor’s Parcel 010-423-020, referred to in this Agreement as the “Seller’s Property.”
B. In connection with the SFPUC Regional Groundwater Storage and Recovery Project, City wishes to purchase, and Seller has agreed to the sale of, an approximately XX-square-foot permanent nonexclusive electrical easement interest over, across, along, and upon certain portions of Seller ’s Property to City in accordance with, and pursuant to, the terms and conditions of this Agreement.

IN CONSIDERATION of the respective agreements set forth below, Seller and City agree as follows:

1. PURCHASE AND SALE

1.1 Purchase and Sale of Easement
Seller will s ell and convey to City and City will purchase from Seller, subject to the terms, covenants, and conditions set forth below, a nonexclusive permanent electrical easement to City (“Easement”) over, across, along, and upon a portion of the Seller’s Property (“Easement Area”) as depicted in the easement deed attached as Exhibit 1 (“Deed”).

1.2 Easement Area; Nature of Easement
The Easement Area consists of the portion of Seller’s Property depicted in the Exhibit B to the Deed. The nature, scope, and conditions of the Easement are set forth in the Deed.

2 Cypress Lawn Purchase Agreement (6-3-2022).docx

2. PURCHASE PRICE

2.1 Purchase Price
City’s purchase price for the Easement is One Thousand Dollars ($1,000) (“ Purchase Price”).

2.2 Payment
On the Closing Date (defined in Section 5.3 [C losing Date] below ), City will pay the Purchase Price, adjusted pursuant to the provisions of Article 6 [Expenses; Prorations] below, and reduced by any credits due City under this Agreement.

2.3 Funds
A
ll payments made pursuant to this Agreement will be in legal tender of the United States of A
merica, paid by Controller ’s warrant or in cash or by wire transfer of immediately available funds. Unless the Parties elect to close the transaction without an escrow, payments will be made to Escrow Holder (defined in Section 5.2 [Escrow; Closing Without an Escrow] below), as the escrow agent.

3. CONVEYANCE OF EASEMENT

3.1 Easement Deed
At the Closing (de fined in Section 5.1 [“Closing” Defined] below), Seller will convey to City marketable and insurable title to the Easement by deliver y of the Deed , duly executed and acknowledged in the form attached as Exhibit 1, free and clear of all exceptions, liens , and encumbrances except solely for the Accepted Conditions of Title (defined in Section 3.2 [State of Title] below). The Deed will be executed and delivered to City in a recordable form. City may record the Deed in the San Mateo County’s Recorder’s Office.

3.2 State of Title
“Accepted C onditions of Title” means (a) the lien of real property taxes , not yet due or payable; and (b ) exceptions numbered 2 through 16 of the preliminary title report dated ___________, bearing Title No._________________ attached as Exhibit 2.

4. CONDITIONS TO CLOSING

4.1 City’s Conditions to Closing
The following are conditions precedent to City’s obligation to purchase the Easement (collectively, “Conditions Precedent”):
(a) The physical condition of all portions of the Easement Area will be substantially the same on the Closing Date as on the date of Ci ty’s execution of this Agreement, reasonable wear and tear and loss by casualty excepted (subject to the provisions of Article 8 [Risk of Loss] below), and as of the Closing Date there will be no litigation or administrative agency or other governmental proceeding, pending, or threatened, that after the Closing could materially adversely

3 Cypress Lawn Purchase Agreement (6-3-2022).docx

affect the value of the Easement or City’s ability to use all portions of the Easement Area for their respective intended use, and no proceedings will be pending or threatened that could or would cause the change, re -designation, or other modification of the zoning classification of, or of any building or environmental code requirements applicable to, any portion(s) of the Easement Area. (b) Seller w ill have delivered signed originals of any documents required under Section

3.2 [State of Title], and, unless the Parties elect to consummate the transaction without an escrow, Escrow Holder will be committed at the Closing to issue to City CLTA owner’s policy of title insurance (“Title Policy ”) in the amount of the Purchase Price, insuring title to the Easement vested in City free of all exceptions, liens, and encumbrances except only the Accepted Conditions of Title. The Title Policy will contain such special endorsements as City may reasonably request. (c) The transactions contemplated by this Agreement w ill have been approved by all applicable City departments and agencies, including the San Francisco Public Utilities Commission, at their respective sole discretion, within sixty (60) days after Seller executes and delivers this Agreement to City.
(d) If required by City’s Charter, City’s Mayor and the Board of Supervisors, at the sole discretion of each, will have enacted a resolution app roving, adopting , and authorizing this Agreement and the transactions contemplated by this Agreement , within ninety (90) days after Seller executes and delivers this Agreement to City.
(e) Seller w ill have delivered the items described in Section 5.4 [Seller’s Delivery of Documents] below on or before the Closing.

The Conditions Precedent contained in the foregoing subsections (a ) through (e) are solely for City’s benefit. If any Condition Precedent is not satisfied, City will have the right at its sole discretion either to waive in writing the Condition Precedent in question and proceed with the purchase with respect to the Easement (provided that the Conditions Precedent described in items (c) and (d) above may not be waived except insofar as City elects to extend the deadline for satisfying such item) or, in the alternative, terminate this Agreement. The waiver of any Condition Precedent will not relieve Seller of any liability or obligation with res pect to any representation, warranty, covenant, or agreement of Seller. In addition, the Closing Date may be extended, at City’s option, for a reasonable period of time specified by City, to allow such Conditions Precedent to be satisfied, subject to City’s further right to terminate this Agreement on the expiration of the period of any such extension if any such Conditions Precedent remain unsatisfied.

If the sale of the Easement is not consummated because of a default under this Agreement on the part of Seller or if a Condition Precedent cannot be fulfilled because Seller frustrated the fulfillment by some affirmative act or negligent omission, at City’s sole election, City may either (i) terminate this Agreement by delivery of notice of ter mination to Seller and neither P arty will have any further rights or obligations hereunder, or (ii) elect to proceed with Closing of the Easement with respect to which all Conditions Precedent have been waived by City or satisfied.

4 Cypress Lawn Purchase Agreement (6-3-2022).docx

applications, or permits, but Seller’s representations and warranties to City will not be affected or released by City’s waiver or fulfillment of any Condition.

5. CLOSING AND POSSESSION

5.1 “Closing” Defined
The consummation of the purchase and sale transaction cont emplated by this Agreement (“Closing”) will occur as provided in this Article 5.

5.2 Escrow; Closing Without an Escrow
(a) Unless the Parties agree to consummate the purchase and sale without an escrow as pr
ovided in subparagraph (b) below: (i) On or before the Effective Date (defined in Section 11.17 [General Provisions] below), the Parties will open escrow by depositing an executed counterpart of this Agreement with Chicago Title Company at its offices at One Embarcadero Center, Suite 250, San Francisco, California 94111 (“ Escrow Holder”); (ii) this Agreement will serve as instructions to Escrow Holder as the escrow holder for consummation of the purchase and sale contemplated hereby ; (iii) Seller authorizes City to prepare and submit supplemental escrow instructions in accordance with this Agreement on behalf of both P arties, as needed; and (iv) the Closing will be held and delivery of all items to be made at the Closing under this Agreement will be made at Escrow Holder’s offices.
(b) Notwithstanding the foregoing, the P ar ties may elect by mutual agreement to consummate the purchase and sale without an escrow, in which event the Closing will occur as described in Section 5.7(b) [Closing without Escrow] below.

5.3 Closing Date
The Closing will occu r ninety (90) days after the Effective Date or on such earlier date as City and Seller may mutually agree (“ Closing Date ”), subject to the provisions of Article 4 [Conditions to Closing] above. The Closing Date may not be extended without the prior written approval of both Seller and City, except as otherwise expressly provided in this Agreement. If the Closing does not occur on or before the Closing Date and the Parties have deposited documents or funds in escrow, Escrow Holder will, unless it is notified by both P arties to the contrary within five (5) business days after the Closing Date, return such items to the depositor thereof.

5.4 Seller’s Delivery of Documents
(a
) At or before the Closing, Seller will deliver or cause to be delivered to City the following:
(i) a duly executed and acknowledged Deed;
(ii) such documents as Escrow Holder deems necessary to demonstrate Seller’s authority to enter into this Agreement and consummate the transaction contemplated by this Agreement, and proof of the power and authority of the individuals executing any documents or other instruments on behalf of Seller to act for and bind Seller;

5 Cypress Lawn Purchase Agreement (6-3-2022).docx

(iii) any documents needed to eliminate title exceptio ns other than Accepted Conditions of Title; and
(iv) a closing statement in form and content satisfactory to City and Seller (which may be in the form of a letter or memorandum from City , countersigned by Seller, if the Parties elect to consummate the transaction without an escrow).

Seller will also deliver a properly executed California Franchise Tax Board Form 590 certifying that Seller is a California resident (if Seller is an individual) or that Seller has a permanent place of business in California or is qualified to do business in California, if Seller is a corporation, or other evidence satisfactory to City that Seller is exempt from the withholding requirements of Section 18662 of the California Revenue and Taxation Code. Seller acknowledges and agrees that if Seller fails at Closing to deliver to City such certificate, City may be required to withhold and remit to the appropriate tax authority a portion of the Purchase Price pursuant to Section 18662 of the California Revenue and Taxation Code. Any amount properly withheld and remitted will be deemed to have been paid by City as part of the Purchase Price, and Seller ’s obligation to consummate the transaction contemplated by this Agreement will not be excused or otherwise affected thereby.
(b) Seller w
ill deliver such items to Seller through escrow, unless the Parties elect to close the transaction without an escrow in which event Seller will deliver the items directly to City for a Closing in accordance with Section 5.7(b) [Closing Without Escrow] below.

5.5 City’s Delivery of Documents and Funds
(a) At or before the Closing, City will deliver to Seller the following:
(i) a certificate of acceptance, executed by City’s Director of Property, to be attached to the Deed before recording;
(ii) a closing statement in form and content satisfactory to City and Seller (which may be in the form of a letter or memorandum from City to Seller if the P arties elect to consummate the transaction without an escrow);
(iii) funds sufficient to pay City ’s share of expenses under Article 6 [Expenses; Prorations] below; and
(iv) the Purchase Price, as provided in Article 2 [ Purchase Price] above. (b) City will deliver such documents and funds through escrow; however, if the P arties elect to consummate the transaction without an escrow, City will deliver the funds and documents as provided in Section 5.7(b) [Closing Without Escrow] below.

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5.7 Closing
(a) Closing through Escrow. Subject to Section 5.7(b) [Closing Without Escrow] below, at Closing, provided all the conditions to the Parties’ obligations have been satisfied or waived as provided and permitted by this Agreement, Escrow Holder will perform the following acts in the following order:
(i) Perform such acts as are necessary to d eliver title to City subject only to the Accepted Conditions of Title, including recording any deed of reconveyance, subordination agreement, or other documentation as specified in supplemental escrow instructions submitted by City before Closing;
(ii) Deliver the Deed, duly executed by Seller, to City; (iii) Deliver to Seller, or as Seller may instruct, the Purchase Price, less any amount necessary to satisfy any liens, bond demands, delinquent taxes, and Seller ’s share of expenses and prorations under Article 6 [Expenses; Prorations] below; (iv) Issue the Title Policy to City, if requested to do so by City; and (v) Deliver to the appropriate person or entity any other documents, instruments, and sums required by this Agreement.
(b) Closing without Escrow. If the P arties elect to consummate the purchase and sale without an escrow, City will effect the Closing on the Closing Date as follows:
(i) C ity will: (A) deliver to Seller, or as Seller may instruct, the Purchase Price (less any amount necessary to satisfy any liens, bond demands, delinquent taxes, and Seller’s share of expenses and prorations, if applicable, under Article 6 [Expenses; Prorations]) below, and (B) cause the certificate of acceptance for the Deed to be executed, when:
(1) City h as received Seller ’s documents in accordance with Section 5.4 [Seller’s Delivery of Documents] above, and
(2) City h as received the Deed conveying the Easement to City duly acknowledged and in a recordable form, subject only to the Accepted Conditions of Title , obtain the Title Policy (if City elects to do so), and deliver to the appropriate person or entity any other documents, instruments, and sums required by this Agreement.

5.8 Possession and Use. Subject to the provisions of the Deed, the right of possession and use of the Easement Area by City and/or its designees will commence on the Closing Date.

6. EXPENSES; PRORATIONS

6.1 City’s Expenses
City will pay all escrow fees and title insurance charges, if any.

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6.2 Seller’s Expenses
Seller will pay all costs incurred in connection with the prepayment or satisfaction of any loan, bond, or other indebtedness secured in whole or part by any port ion of the Easement Area including any prepayment or delinquency fees, penalties , or charges. Seller will also pay at the Closing any delinquent taxes that may have become a lien against Seller’s Property.

7. REPRESENTATIONS AND WARRANTIES

7.1 Representations and Warranties of Seller
Seller represents and warrants to and covenants with City as follows:
(a) Ownership of Property. Although Seller is obligated to sell Seller’s Property to City, Seller is now the sole fee owner of Seller ’s Property, and will own it at the time of the Closing, free and clear of all liens, leases, occupancy agreements, claims, encumbrances, easements, and rights of way of any nature (whether disclosed in the public record or not), except only the Accepted Conditions of Title and City’s rights to acquire the Seller’s Property as set forth in this Agreement.
(b) Signing Authority. Seller and the signatories on Seller’s behalf represent and warrant that the signatories on Seller’s behalf to this Agreement are authorized to enter into this Agreement to convey real property and that no other authorizations are required to implement this Agreement on behalf of Seller.
(c) No Leases. There are no, and will be at the Closing, no oral or written leases, occupancy agreements, licenses, or easements affecting any portion of the Easement Area or that would affect City’s access to or use as contemplated by the Deed of any portion of the Easement Area, except for the rights of the San Mateo County Flood Control District to use the flood control channel.
(d) No Property Defects or Legal Violations. To the best of Seller ’s knowledge, there are now, and at the time of the Closing will be, no material physical defects of any portion of the Easement Area, and no violations of any laws, rules , or regulations applicable to any portion of the Easement Area.
(e) No Impediments to Use. Seller knows of no facts nor has Seller failed to disclose any fact that would prevent City from using the Easement after Closing in the normal manner as described in, and intended by the parties to, the Deed. (f) No Lawsuits. There are no lawsuits or proceedings pending or, to the best of Seller’s knowledge, threatened against or affecting Seller, Seller’s Property, or its use that would affect

8 Cypress Lawn Purchase Agreement (6-3-2022).docx

Seller’s ability to consummate the sale contemplated by this Agreement or City ’s use and enjoyment of the Easement after the Closing.
(g) No Known Hazardous Materials. To the best of Seller’s knowledge, there has been no release and there is no threatened release of any Hazardous Material in, on, under , or about Seller’s Property. As used in this Agreement , “Hazardous Material” means any material that, because of its quantity, concentration, or physical or chemical characteristics, is deemed by any federal, state, or local governmental authority to pose a present or potential hazard to human health or safety or to the environment. “ Release” or “threatened release” when used with respect to Hazardous Material includes any actual or imminent spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, leaching, dumping, or disposing into or inside any of the improvements, or in, on, under, or about the Easement Area.

7.2 Indemnity
Seller, on behalf of itself and its successors and assigns, hereby agrees to indemnify, defend and hold harmless City, its Agents and their respective successors and assigns, from and against any and all liabilities , claims, demands, damages, liens, costs, penalties, losses and expenses, including, without limitation, reasonable attorneys ’ and consultants ’ fees, resulting from any misrepresentation or breach of warranty or breach of covenant made by Seller in this Agreement or in any document, certificate, or exhibit given or delivered to City pursuant to or in connection with this Agreement. The foregoing indemnity includes, without limitation, costs incurred in connection with the investigation of site conditions a nd all activities required to locate, assess, evaluate, remediate, cleanup, remove, contain, treat, stabilize, monitor or otherwise control any Hazardous Material. The indemnification provisions of this Section shall survive beyond the Closing, or, if title is not transferred pursuant to this Agreement, beyond any termination of this Agreement.

8. RISK OF LOSS
If a
ny portion of the Easement Area is damaged or destroyed before the Closing Date, then the rights and obligations of Seller and City under this Agre ement will be as follows: At its election, City may terminate this Agreement in its entirety or terminate it only as to that portion of the Easement Area damaged or destroyed. City will have thirty (30) days after Seller notifies City that an event described in this Article 8 has occurred to make such election by delivery to Seller of an election notice. City’s failure to deliver such notice within such thirty (30) -day period will be deemed City ’s election to terminate this Agreement in its entirety. If this Agreement is terminated in its entirety or in part pursuant to this Article 8, then City and Seller will each be released from all obligations under this Agreement pertaining to that portion of the Easement Area affected by such termination. If City elects not to terminate this Agreement in its entirety, Seller will give City a credit against the Purchase Price at the Closing in an amount proportionate to the percentage reduction, if any, of the square footage of the Easement Area, and this Agreement will remain in full force and effect.

9. MAINTENANCE
B
etween the date of Seller ’s execution of this Agreement and the Closing, Seller will maintain Seller’s Property in its current condition and will make, at Seller’s expense, all repairs necessary to maintain Seller ’s Property in such condition. Seller will make no changes to the

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Easement Area without City’s prior, written consent, which will not be unreasonably withheld or delayed.

10. DISMISSAL OF EMINENT DOMAIN ACTION
Seller agrees and consents to the dismissal of any pending action in eminent domain by City as to Seller’s Property or any portion thereof and Seller also waives all claims to court costs and any money that may now be on deposit in the Superior Court in such action.

11. GENERAL PROVISIONS

11.1 Notices
Any notice, consent, or approval required or permitted to be given under this Agreement will be in writing and be given by (a) hand delivery, against receipt, (b) reliable next-business-day courier service that provides confirmation of delivery, or (c) United States registered or certified mail, postage prepaid, return receipt required, and addressed as follows (or to such other address as either P arty may from time to time specify in writing to the other upon five (5) days ’ prior, written notice in the manner provided above):

City:

To: General Manager
San Francisco Public Utilities Commission
525 Golden Gate Avenue, 13th Floor
San Francisco, California 94102

San Francisco Public Utilities Commission
Real Estate Services Division
525 Golden Gate Avenue, 10th Floor
San Francisco, California 94102
Attention: Real Estate Director

with copy to: Shari Geller Diamant
Deputy City Attorney
Office of the City Attorney
City Hall, Room 234
1 Dr. Carlton B. Goodlett Place
San Francisco, CA 94102-4682

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Seller:

To: Cypress Lawn Cemetery Association
1370 El Camino Real
Colma, CA 94014

A properly addressed notice transmitted by one of the foregoing methods will be deemed received upon the confirmed date of delivery, or rejected delivery. Any e -mail addresses, telephone numbers, or facsimile numbers provided by one P arty to the other wil l be for convenience of communication only; neither Party may give official or binding notice orally or by e- mail or facsimile. The effective time of a notice will not be affected by the receipt, prior to receipt of the original, of an oral notice or an e-mail or telefacsimile copy of the notice

11.2 Brokers and Finders
Neither Party has had any contact or dealings regarding the Easement , or any communication in connection with the subject matter of this Agreement, through any licensed real estate broker or other person who could claim a right to a commission or finder’s fee in connection with the purchase and sale contemplated by this Agreement. In the event that any broker or finder perfects a claim for a commission or finder ’s fee based upon any such contact, dealings , or communication, the P arty through whom the broker or finder makes his or her claim will be responsible for such commission or fee and will indemnify and hold harmless the other Party from all claims, costs, and expenses (including reasonable attorneys’ fees and disbursements) incurred by the indemnified Party in defending against the same. The provisions of this Section will survive the Closing.

11.3 Successors and Assigns
This Agreement will be binding upon, and inure to the benefit of, the P arties and their respective successors, heirs, administrators, and assigns.

11.4 Amendments; Waivers
Except as otherwise provided in this Agreement, (a) this Agreement may be amended or modified only by a written instrument executed by City and Seller, (b) no waiver of any provision of this Agreement will be binding unless executed in writing by the P arty making the waiver, (c) no waiver of any provision of this Agreement will be deemed to constitute a waiver of any other provision, whether or not similar, and (d) no waiver will constitute a continuing waiver unless the written waiver so specifies.

11.5 Continuation and Survival of Representations and Warranties All representations and warranties by the respective Parties contained in, or made in writing pursuant to, this Agreement are intended to be, and will remain, true and correct as of the Closing, will be deemed to be material, and, together with all conditions, covenants, and indemnities made by the respective P arties contained in this Agreement or made in writing pursuant to this Agreement (except as otherwise expressly limited or expanded by the terms of this Agreement), will survive the execution and delivery of this Agreement and the Closing, or, to the extent the context requires, beyond any termination of this Agreement. All statements contained in any

11 Cypress Lawn Purchase Agreement (6-3-2022).docx

certificate or other instrument delivered at any time by or on behalf of Seller in conjunction with the transaction contemplated by this Agreement will constitute representations and warranties under this Agreement.

11.6 Governing Law
This Agreement will be governed by California law and City ’s Charter. There will be no obligation for the payment of money by City under this Agreement unless City ’s Controller first certifies, pursuant to Section 3.105 of City’s Charter, that there is a valid appropriation from which the expenditure may be made and that unencumbered funds are available from the appropriation to pay the expenditure.

11.7 Merger of Prior Agreements; No Inducement
The Parties intend that this Agreement (including all the attached exhibits and schedules and any documents specifically described in this Agreement, which are hereby incorporated into this Agreement by reference) will be the final, complete , and exclusive expression of their agreement with respect to the subject matter of this Agreement and may not be contradicted by evidence of any prior or contemporaneous oral or written agreements or understandings. The Parties further intend that this Agreement constitute s the complete and exclusive statement of its terms and that no extrinsic evidence whatsoever (including term sheets and prior drafts or changes to such drafts) may be introduced in any judicial, administrative , or other legal proceeding involving this Agreement. The Parties’ making, execution, and delivery of this Agreement has been induced by no representations, statements , warranties, or agree ments other than those expressed in this Agreement.

11.8 Parties and Their Agents; Approvals
The term “Seller” as used in this Agreement includes the plural as well as the singular. If there is more than one (1) Seller, then the obligations under this Agreement imposed on Seller are joint and several. As used in this Agreement, the term “Agents” when used with respect to either Party include s the agents, employees, officers, contractors , and representatives of such P arty.

Subject to applicable law, a ll approvals, consents, or other determinations permitted or required by City under this Agreement will be made by or through the General Manager of City ’s Public Utilities Commission or City’s Director of Property or Acting Director of Property , unless otherwise provided in this Agreement.

11.9 Interpretation of Agreement
The article, section, and other headings of this Agreement and the table of contents are for convenience of reference only and will not affect the meaning or interpretation of any provision contained in this Agreement. Whenever the context so requires, the use of the singular will be deemed to include the plural and vice versa, and each gender reference will be deemed to include the other and the neuter. This Agreement has been negotiated at arm’s length and between persons sophisticated and knowledgeable in the matters dealt with in his Agreement. In addition, each Party has been represented or had the opportunity to be represented by experienced and knowledgeable legal counsel. Accordingly, any rule of law (including California Civil Code Section 1654) or legal decision that would require interpretation of any ambiguities in this Agreement against the Party that has drafted it is not applicable and is waived. Use of the word

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“including” or similar words will not be construed to limit any general term, statement, or other matter in this Agreement, whether or not language of non-limitation, such as “without limitation” or similar words, are used. The provisions of this Agreement will be interpreted in a reasonable manner to effect the purposes of the Parties and this Agreement.

11.10 Attorneys’ Fees
The Party prevailing in any action or proceeding to enforce or interpret, or otherwise arising out of or relating to, this Agreement or any provision of this Agreement (including any arbitration, trial, administrative hearing, bankruptcy, or appeal) will be entitled to recover from the other Party all of its costs and expenses, including reasonable attorneys’ fees and experts’ fees. For purposes of this Agreement, reasonable attorneys’ fees of City’s Office of the City Attorney will be based on the fees regularly charged by private attorneys with the equivalent number of years of experience in the subject matter area of the law for which City’s attorneys’ services were rendered who practice in the City of San Francisco in law firms with approximately the same number of attorneys as employed by the Office of the City Attorney.

11.12 Sunshine Ordinance
Seller understands and agrees that under City ’s Sunshine Ordinance (San F rancisco Administrative Code, Chapter 67) and the State Public Records Law (Gov. Code Section 6250 et seq.), this Agreement and any and all records, information, and materials submitted to City under this Agreement are public records subject to public disclosure. Seller hereby acknowledges that City may disclose any records, information, and materials submitted to City in connection with this Agreement.

11.13 Conflicts of Interest
Through its execution of this Agreement, Seller acknowledges that it is familiar w ith the provisions of Section 15.103 of the San Francisco Charter, Article III, Chapter 2 of City ’s Campaign and Governmental Conduct Code, and Section 87100 et seq. and Section 1090 et seq. of the Government Code of the State of California, and certifies that it does not know of any facts that would constitute a violation of those provisions, and agrees that if Seller becomes aware of any such fact during the term of this Agreement, Seller will immediately notify City.

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officer, the board on which that City elective officer serves, or a board on which an appointee of that individual serves, from making any campaign contribution to (1) the City elective officer, (2) a candidate for the office held by such individual, or (3) a committee controlled by such individual or candidate, at any time from the commencement of negotiations for the contract until the later of either the termination of negotiations for such contract or twelve (12) months after the date the contract is approved. Seller acknowledges that the foregoing restriction applies only if the contract or a combination or series of contracts approved by the same individual or board in a fiscal year have a total anticipated or actual value of $100,000 or more. Seller further acknowledges that the (i) prohibition on contributions applies to each Seller; each member of Seller's board of directors, and Seller’s chief executive officer, chief financial officer and chief operating officer; any person with an ownership interest of more than ten percent (10%) in Seller; any subcontractor listed in the contract; and any committee that is sponsored or control led by Seller; and (ii) within thirty (30) days of the submission of a proposal for the contract, the City department with whom Seller is contracting is obligated to submit to the Ethics Commission the parties to the contract and any subcontractor. Additi onally, Seller certifies that Seller has informed each of the persons described in the preceding sentence of the limitation on contributions imposed by Section 1.126 by the time it submitted a proposal for the contract, and has provided the names of the pe rsons required to be informed to the City department with whom it is contracting.

11.15 Non-L iability of City Officials, Employees, and Agents Notwithstanding anything to the contrary in this Agreement, no elective or appointive board, commission, member, officer, employee , agent, or consultant of City will be personally liable to Seller, its successors and assigns, in the event of any default or breach by City or for any amount that may become due to Seller, its successors and assigns , or for any obligation of C ity under this Agreement.

11.17 Effective Date
As used in this Agr eement, the term “ Effective Date ” means the date on which the execution and delivery of this Agreement by both P arties is concluded and the transactions contemplated by the Agreement have been authorized (a) in a manner required by law governing Seller, (b) by a duly adopted resolution of the San Francisco Public Utilities Commission, and (c) if required by City’s Charter, by a duly adopted resolution of City’s Board of Supervisors and Mayor.

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or use of the property interest described in this Agreement and/or the construction of any improvements thereon, including inverse condemnation, nuisance, severance damages, relocation benefits, reestablishment benefits, the cost or value of any equipment or fixtures, attorneys ’ fees and costs, loss of goodwill, construction-related dust, noise, traffic, and other related construction activity, and lost rentals or business associated with construction of any improvements, and any other types of related losses or damages.

Seller acknowledges that it may hereafter discover facts or law different from, or in addition to that which it now believes to be true with respect to his/her release of claims as set forth in this Agreement, and understands that by executing this Agreement it is waiving any rights of claims for any other or future benefits or damages to which it might be entitled which are not specifically exempted in this Agreement. In giving this release, S eller expressly waives the protection of Civil Code Section 1542, which statute provides as follows:

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT 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 THAT, IF KNOWN BY HIM OR HER, WOULD HAVE

MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE
DEBTOR OR RELEASED PARTY.

If this Agreement is terminated pri
or to Closing, this S ection 11.18 will have no force or effect.

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGRE

EMENT, SELLER ACKNOWLEDGES AND AGREES THAT NO OFFICER OR

EMPLOYEE OF CITY HAS AUTHORITY TO COMMIT CITY TO THIS AGREEMENT UNLESS AND UNTIL APPROPRIATE LEGISLATION OF CITY ’S PUBLIC UTILITIES COMMISSION (AND, IF REQUIRED BY CITY ’S CHARTER, APPROPRIATE LEGISLATION OF CITY ’S BOARD OF SUPERVISORS) HAS BEEN DULY ENACTED

APPROVING THIS AGREEMENT AND AUTHORIZING THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT. THEREFORE, ANY OBLIGATIONS OR

LIABILITIES OF CITY UNDER THIS AGREEMENT ARE CONTINGENT UPON THE DUE ENACTMENT OF SUCH LEGISLATION.
[Signatures on next page]

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The Parties have duly executed this Agreement as of the respective dates written below.

SELLER:

CYPRESS LAWN CEMETERY ASSOCIATION,
a California corporation

By: ________________________________

Robert Gordon, Jr.

Date: ________________________________

CITY:

CITY AND COUNTY OF SAN FRANCISCO,
a California municipal corporation

By: ________________________________

Dennis J. Herrera
General Manager
San Francisco Public Utilities
Commission
Date: ________________________________

APPROVED AS TO FORM:

DAVID CHIU, City Attorney
By: ________________________________

Shari Geller Diamant
Deputy City Attorney

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ESCROW HOLDER’S ACKNOWLEDGMENT
[Applicable only when the Parties will close the transaction through an escrow] Escrow Holder agrees to act as escrow holder in accordance with the terms of this Agreement.

Escrow Holder’s failure to execute below will not invalidate the Agreement between City and Seller.

ESCROW HOLDER: CHICAGO TITLE COMPANY
By: ________________________________
[signature]

Na
me: ________________________________
[print name]

Its: ________________________________

Dat
e: ________________________________

[When Seller and City have delivered a copy of this Agreement for Purchase and Sale of Real Estate, executed by Seller and City, to escrow, Escrow Holder should sign this page and transmit a copy to Seller and City. Seller and City agree that a photocopy, scanned copy or faxed copy is adequate for this purpose.]

Exhibit 1-1
Cypress Lawn Purchase Agreement (6-3-2022).docx
EXHIBIT 1
TO

AGREEMENT FOR PURCHASE AND SALE OF REAL ESTATE

ELECTRICAL EASEMENT DEED

RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:

Director of Property
Real Estate Division
City and County of San Francisco
25 Van Ness Avenue, Suite 400
San Francisco, California 94102

San Francisco Public Utilities Commission
Real Estate Services Division
525 Golden Gate Avenue, 10
th Floor
San Francisco, CA 94102
Attention: Real Estate Director

The undersigned hereby declares this
instrument to be exempt from Recording Fees
(Govt. Code § 27383) and Documentary
Transfer Tax (Rev. & Tax. Code §11922).

(Space above this line reserved for Recorder’s use only)

EASEMENT DEED
(Electrical Easement)

(Portion of Assessor’s Parcel 010-423-020)

FOR VALUABLE CONSIDERATION, the receipt and sufficiency of which are hereby acknowledged, CYPRESS LAWN CEMETERY ASSOCIATION, a California corporation (“Grantor”), hereby grants to the CITY AND COUNTY OF SAN FRANCISCO, a California municipal corporation, by and through its Public Utilities Commission (“Grantee”), a permanent, nonexclusive easement appurtenant to the real property owned by Grantee ( “Grantee’s Parcel”) that is identified in the attached Exhibit A for electrical service as further described in Section 1 [Nature of Easement] (“Easement”) over, across, along, and upon Grantor ’s real property in the City of South San Francisco, San Mateo County, California, known as Assessor’s Parcel 010-423- 020. The specific location of the portion of Grantor’s real property that is subject to the Easement is depicted in the attached Exhibit B (“Easement Area”).

1. Nature of Easement . The Easement includes the rights to (a) install, maintain, repair, replace, and inspect a single overhead electric line to provide service to Grantee’s Parcel ; (b) use of the Grantor’s property contiguous to the Easement Area for access to and egress from the Easement Area for persons, vehicles, and equipment; (c) use of the Grantor’s property contiguous to the Easement Area as may be reasonably necessary in connection with the excavation, construction, reconstruction, replacement, removal, maintenance and inspection of Grantee’s facilities; (d) trim or to cut down, without Grantee paying compensation, any and all trees and br ush now or hereafter within the Easement Area, (e) trim or to cut down, without Grantee paying compensation, any and all trees and brush along each side of the Easement Area which now or hereafter in the opinion of Grantee may interfere with or be a hazard to the facilities

Exhibit 1-2
Cypress Lawn Purchase Agreement (6-3-2022).docx
installed under this Deed, or as Grantee deems necessary to comply with applicable state or federal regulations; and (f) the right to do such other things as are necessary for the full enjoyment and accomplishment of the purposes of the Easement.

Grantee’s rights under this Deed may be exercised by (a) Grantee’s agents, contractors, subcontractors, suppliers, consultants, employees, licensees, invitees, or representatives, or by other authorized persons acting for or on behalf of Grantee (collectively, ”Agents”); (b) Pacific Gas & E lectric Company, a California corporation (or any succeeding utility provider to the Grantee’s Parcel), and its Agents, to provide service to Grantee’s property pursuant to an agreement between Grantee and Pacific Gas & Electric Company or its successor, and (c) the Agents of any contractor retained by Grantee in connection with the maintenance or operation of Grantee’s facilities, if any, on, in, under, or adjacent to the Grantee’s Parcel.

2. Maintenance. G rantee will be responsible, at its expense, to repair and maintain the electrical line.

Grantee:

To:

With a copy
to:

General Manager
San Francisco Public Utilities Commission
525 Golden Gate Avenue, 13th Floor
San Francisco, California 94102

San Francisco Public Utilities Commission
Real Estate Services Division
525 Golden Gate Avenue, 10th Floor
San Francisco, California 94102
Attention: Real Estate Director

With a copy
to:

Real Estate and Finance Team
Office of the City Attorney
City Hall, Room 234
1 Dr. Carlton B. Goodlett Place
San Francisco, CA 94102-4682

Grantor:

To: Cypress Lawn Cemetery Association
1370 El Camino Real
Colma, CA 94014

Exhibit 1-3
Cypress Lawn Purchase Agreement (6-3-2022).docx
A properly addressed notice transmitted by one of the foregoing methods will be deemed received upon confirmed delivery or rejected delivery. Any telephone numbers, e-mail addresses, or facsimile numbers provided by one party to the other are for convenience of communication only; neither party may give official or binding notice orally or by e-mail or facsimile transmission.

5. Exhibits. The Exhibits referenced in this Easement Deed are attached to and made a part of this Deed.

[Remainder of page intentionally left blank.]

Exhibit 1-4
Cypress Lawn Purchase Agreement (6-3-2022).docx
Executed as of this _____ day of ______________, 20___.

GRANTOR:

CYPRESS LAWN CEMETERY
ASSOCIATION, a California corporation

________________________________

Date:_______________________, 20___

AGREED AND ACCEPTED:

CITY AND COUNTY OF SAN FRANCISCO,
a California municipal corporation

By:___________________________
DENNIS J. HERRERA
General Manager
San Francisco Public Utilities Commission

SFPUC Resolution:

Dated:

APPROVED AS TO FORM:

DAVID CHIU, City Attorney

By:_______________________________
Shari Geller Diamant, Deputy City Attorney

Exhibit 1-5
Cypress Lawn Purchase Agreement (6-3-2022).docx

CERTIFICATE OF ACCEPTANCE

This is to certify that the interest in real property conveyed by this deed dated _______________, from the Grantor to the City and County of San Francisco, is hereby accepted pursuant to Board of Supervisors’ Resolution No. ____________, and the grantee consents to recordation thereof by its duly authorized officer.

Dated: __________________ By: _____________________________________ Andrico Q. Penick
Director of Property

Exhibit 1-6
Cypress Lawn Purchase Agreement (6-3-2022).docx
A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document, to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of California )
) ss
County of _____________ )

On ________________, before me, ____________________________, a notary public in and for said State, personally appeared _____________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whos e name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under Penalty of Perjury under the laws of the State of California that the foregoing paragraph is true and correct.

Witness my hand and official seal.

Signature ________________________ (Seal)

State of California )
) ss
County of _____________ )

On ________________, before me, ____________________________, a notary public in and for said State, personally appeared _____________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under Penalty of Perjury under the laws of the State of California that the foregoing paragraph is true and correct.

Witness my hand and official seal.

Signature ________________________ (Seal)

Exhibit 1-A-1

Cypress Lawn Purchase Agreement (6-3-2022).docx

EXHIBIT A TO

ELECTRICAL E ASEMENT DEED

[Description of Grantee’s Property]

All that certain area 50 feet in width and 60 feet in length, being the northerly continuation of the 50 foot right of way acquired by the City and County of San Francisco from George C. Arata, et all, by deed dated May 14, 1949, and recorded June 23, 1949, in Vol. 1680 at Page 90, Official Records, San Mateo County. Containing 3,000 square feet more or less.

Exhibit 1-B-1
Cypress Lawn Purchase Agreement (6-3-2022).docx

EXHIBIT B TO

ELECTRICAL E ASEMENT DEED

[Attach Depiction of Easement Area]

Exhibit 2-1
Cypress Lawn Purchase Agreement (6-3-2022).docx
EXHIBIT 2
TO

AGREEMENT FOR PURCHASE AND SALE OF REAL ESTATE

PRELIMINARY TITLE REPORT

[See following pages]

1 Easement Deed CCSF to PG&E (6-3-2022).doc

RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:

Director of Property
Real Estate Division
City and County of San Francisco
25 Van Ness Avenue, Suite 400
San Francisco, California 94102

San Francisco Public Utilities Commission
Real Estate Services Division
525 Golden Gate Avenue, 10
th Floor
San Francisco, CA 94102
Attention: Real Estate Director

The undersigned hereby declares this
instrument to be exempt from Recording Fees
(Govt. Code § 27383) and Documentary
Transfer Tax (Rev. & Tax. Code §11922).

(Space above this line reserved for Recorder’s use only)

EASEMENT DEED
(Electrical Easement)

(Portions of Assessor’s Parcels 010-423-020 and 010-423-050)

FOR VALUABLE CONSIDERATION, the receipt and sufficiency of which are hereby acknowledged, the CITY AND COUNTY OF SAN FRANCISCO, a municipal corporation (“Grantor”), hereby grants to PACIFIC GAS AND ELECTRIC COMPANY, a California corporation, by and through its Public Utilities Commission (“ Grantee”), a permanent, nonexclusive easement in gross over, across, along, and upon Grantor’s real property in the City of South San Francisco, San Mateo County, California, known as Assessor’s Parcel 010-423-020, as identified in the attached Exhibi t A, for electrical service as further described in Section 1 [Nature of Easement] (“Easement”). The specific location of the portion of Grantor’s real property that is subject to the Easement is depicted in the attached Exhibit B (“Easement Area”).

1. Nature of Easement . The Easement includes the rights to (a) install, maintain, repair, replace, and inspect a single overhead electric line to provide service to Grantor’s Parcel ; (b) use of the Grantor’s property contiguous to the Easement Area for access to and egress from the Easement Area for persons, vehicles, and equipment; (c) use of the Grantor’s property contiguous to the Easement Area as may be reasonably necessary in connection with the excavation, construction, reconstruction, replacement, removal, maintenance and inspection of Grantee’s facilities; (d) trim or to cut down, without Grantee paying compensation, any and all trees and brush now or hereafter within the Easement A rea, (e) trim or to cut down, without Grantee paying compensation, any and all trees and brush along each side of the Easement Area which now or hereafter in the opinion of Grantee may interfere with or be a hazard to the facilities installed under this Deed, or as Grantee deems necessary to comply with applicable state or federal regulations; and (f) the right to do such other things as are necessary for the full enjoyment and accomplishment of the purposes of the Easement.

Grantor covenants and agrees not to place or construct, nor allow a third party to place or cons
truct, any building or other structure, or store flammable substances, or drill or operate any well, or construct any reservoir or other obstruction within the Easement Area, or diminish or substantially add to the ground level within the Easement Area, or construct any fences that will interfere with the maintenance and operation of Grantee’s facilities. 2 Easement Deed CCSF to PG&E (6-3-2022).doc
Grantee’s rights under this Deed may be exercised by (a) Grantee’s agents, contr actors, subcontractors, suppliers, consultants, employees, licensees, invitees, or representatives, or by other authorized persons acting for or on behalf of Grantee (collectively, “Agents”); (b) the Agents of any contractor retained by Grantee in connection with the maintenance or operation of Grantee’s facilities, if any, on, in, under, or adjacent to the Grantee’s Parcel.

2. Maintenance. G rantee will be responsible, at its expense, to repair and maintain the electrical line.

Grantee:

To:

With a copy to:
[TITLE]
Pacific Gas and Electric Company
[ADDRESS]
[CITY, STATE, ZIP CODE]

Law
Department
Pacific Gas and Electric Company
77 Beale Street, B30A
San Francisco, California 94105
Attention: Director and Counsel, Contracts Section
(Real Estate)

Grantor:

To:

With a copy to:

General Manager
San Francisco Public Utilities Commission
525 Golden Gate Avenue, 13th Floor
San Francisco, California 94102

San Francisco Public Utilities Commission
Real Estate Services Division
525 Golden Gate Avenue, 10th Floor
San Francisco, California 94102
Attention: Real Estate Director

A properly addressed notice transmitted by one of the foregoing methods will be deemed received upon confirmed delivery or rejected delivery. Any telephone numbers, e-mail addresses, or facsimile numbers provided by one party to the other are for convenience of communication only; neither party may give official or binding notice orally or by e-mail or facsimile transmission.

5. Exhibits. The Exhibits referenced in this Easement Deed are attached to and made a part of this Deed.

6. MacBride Principles - Northern Ireland . The provisions of San Francisco Administrative Code Section 12F are incorporated into and made a part of this Easement by this reference. By signing this Easement Deed, Grantee confirms that Grantee has read and understood that City urg es companies doing business in Northern Ireland to resolve employment inequities and to abide by the MacBride Principles, and urges San Francisco companies to do business with corporations that abide by the MacBride Principles.

7. Non-Discrimination in City Contracts and Benefits Ordinance. (a) Covenant Not to Discriminate . In the performance of this Easement , Grantee shall not discriminate against any employee of, any City employee working with Grantee, or applicant for employment with, Grantee, or against any person seeking accommodations, advantages, facilities, privileges, services, or membership in all business, social, or other establishments or organizations, on the basis of the fact or perception of a person’ s race, color, creed, religion, nat ional origin, ancestry, age, height, weight, sex, sexual orientation, gender identity, domestic partner status, marital status, disability or Acquired Immune Deficiency Syndrome or HIV status (AIDS/HIV status), or association with members of such protected classes, or in retaliation for opposition to discrimination against such classes. (b) Other Subcontracts .

Grantee shall include in all subcontracts relating to the Easement Area a non-discrimination clause applicable to such subcontractor in substantially the form of Section 26(a) [ Covenant Not to Discriminate] above. In addition, Grantee shall incorporate by reference in all subcontracts the provisions of Sections 12B.2(a), 12B.2(c)-(k), and 12C.3 of the San Francisco Administrative Code and shall require all subcontractors to comply with such provisions. Grantee ’s failure to comply with the obligations in this subsection shall constitute a material breach of this Easement.
(c) Non-D iscrimination in Benefits. Grantee does not as of the date of this Easement and will not during the term of this Easement , in any of its operations in San Francisco, on real property owned by City, or where the work is being performed for City or elsewhere within the United States, discriminate in the provision of bereavement leave, family medical leave, health benefits, membership or membership discounts, moving expenses, pension and retirement benefits, or travel benefits, as well as any benefits other than the benefits specified above, between employees with domestic partners and employees with spouses, and/or between the domestic partners and spouses of such employees, where the domestic partnership has been registered with a governmental entity pursuant to state or local law authorizing such registration, subject to the conditions set forth in Section 12B.2(b) of the San Francisco Administrative Code. (d) Condition to Easement. As a condition to this Easement, Grantee shall execute the “Chapter 12B Declaration: Nondiscrimination in Contracts and Benefits ” form (Form CMD- 12B-101) with supporting documentation and secure the approval of the form by the San Francisco Contract Monitoring Division.
(e) Incorporation of Administrative Code Provisions by Reference. The provisions of Chapters 12B and 12C of the San Francisco Administrative Code relating to non-discrimination by parties contracting for the Easement of City property are incorporated in this Section by reference and made a part of this Easement as though fully set forth. Grantee shall comply fully with and be bound by all of the provisions that apply to this Easement under such Chapters of the San Francisco Administrative Code, including the remedies provided in such Chapters. Without limiting the foregoing, Grantee understands that pursuant to Section 12B.2(h) of the San Francisco Administrative Code, a penalty of $50 for each person for each calendar day during which such 4 Easement Deed CCSF to PG&E (6-3-2022).doc
person was discriminated against in violation of the provisions of this Easement may be assessed against Grantee and/or deducted from any payments due Grantee.

9. Requiring Health Benefits for Covered Employees. To the extent applicable and unless exempt or preempted by other Laws, Grantee shall comply fully with and be bound by all of the provisions of the Health Care Accountability Ordinance ( “HCAO”), as set forth in San Francisco Administrative Code Chapter 12Q (“Chapter 12Q”), including the implementing regulations, as the same may be amended or updated from time to time. The provisions of Chapter 12Q are incorporated into this Easement by reference and made a part of this Easement as though fully set forth in this Easement. The text of the HCAO is currently available on the web at http://www.sfgov.org/olse/hcao. Capitalized terms used in this Section and not defined in this Easement shall have the meanings assigned to such terms in Chapter 12Q. (a) For each Covered Employee Grantee s hall provide the applicable health benefit set forth in Section 12Q.3 of the HCAO. If Grantee chooses to offer the health plan option, such health plan shall meet the minimum standards set forth by the San Francisco Health Commission. (b) Notwithstanding the above, if Grantee me ets the requirements of a “small business” as described in Section 12Q.3(d) of the HCAO, it shall have no obligation to comply with subsection (a) above.
(c) Grantee’s failure to comply with any applicable requirements of the HCAO shall constitute a mater ial breach by Grantee of this Easement and City’s remedies shall be those set forth in the HCAO. If, within thirty (30) days after receiving City’ s written notice of a breach of this Easement for violating the HCAO, Grantee fails to cure such breach or, if such breach cannot reasonably be cured within such 30- day period, Grantee fails to commence efforts to cure within such period, or thereafter fails to diligently pursue such cure to completion, City shall have the remedies set forth in Section 12Q.5(f)(1-5). Each of these remedies shall be exercisable individually or in combination with any other rights or remedies available to City. (d) Any Contract or Subcontract regarding services to be performed on the Easement Area entered into by Grantee shall require the Contractors and Subcontractors, as applicable, to comply with the requirements of the HCAO and shall contain contractual obligations substantially the same as those set forth in this Section. Grantee shall notify the Purchasing Department when it enters into such a Contract or Subcontract and shall certify to the Purchasing Department that it has notified the Contractor or Subcontractor of the obligations under the HCAO and has imposed the requirements of the HCAO on the Contractor or Subcontractor through written agreement with such Contractor or Subcontractor. Grantee shall be responsible for ensuring compliance with the HCAO by each Contractor and Subcontractor performing services on the Easement Area. If any Contractor or Subcontractor fails to comply, City may pursue the remedies set forth in this Section against Grantee based on the Contractor’s or Subcontractor’s failure to comply, provided that the Contracting Department has first provided Grantee with notice and an opportunity to cure the violation.
(e) Grantee shall not discharge, reprimand, penalize, reduce the compensation of, or otherwise discriminate against, any employee for notifying City of any issue relating to the HCAO, for opposing any practice proscribed by the HCAO, for participating in any proceedings related to the HCAO, or for seeking to assert or enforce any rights under the HCAO by any lawful means. (f) Grantee represents and warrants that it is not an entity that was set up, or is being used, for the purpose of evading the requirements of the HCAO. (g) Grantee shall keep itself informed of the requirements of the HCAO, as they may change from time to time.
5 Easement Deed CCSF to PG&E (6-3-2022).doc
(h) Upon request, Grantee shall provide reports to City in accordance with any reporting standards promulgated by City under the HCAO, including reports on Subcontractors or Contractors.
(i) Within five (5) business days after any request by City, Grantee shall provide City with access to pertinent records relating to any Grantee’s compliance with the HCAO. In addition, City and its officers, agents, and employees may conduct random audits of Grantee at any time during the term of this Easement. Grantee shall cooperate with City in connection with any such audit.

10. Notification of Prohibition on Contributions . Grantee acknowledges that it is familiar with Section 1.126 of the San Francisco Campaign and Governmental Conduct Code, which prohibits any person who contracts with City for the selling or leasing of any land or building to or from City whenever such transaction would require the approval by a City elective officer, the board on which that City elective officer serves, or a board on which an appointee of that individual serves, from making any campaign contribution to (a) the City elective officer, (b) a candidate for the office held by such individual, or (c) a committee controlled by such individual or candidate, at any time from the commencement of negotiations for the contract until the later of either the termination of negotiations for such contract or twelve months after the date the contract is approved. Grantee acknowledges that the foregoing restriction applies only if the contract or a combin ation or series of contracts approved by the same individual or board in a fiscal year have a total anticipated or actual value of $ 100,000 or more. Grantee further acknowledges that (i) the prohibition on contributions applies to each Grantee; each member of Grantee’s board of directors, and Grantee’ s chief executive officer, chief financial officer, and chief operating officer; any person with an ownership interest of more than ten percent (10%) in Grantee; any subcontractor listed in the contract; and any committee that is sponsored or controlled by Grantee; and (ii) within thirty (30) days of the submission of a proposal for the contract, the City department seeking to enter into the contract must notify the Ethics Commission of the parties and any subcontractor to the contract. Additionally, Tenant certifies it has informed each of the persons described in the preceding sentence of the prohibitions contained in Section 1.126 by the time it submitted a proposal for the contract to the City, and has provided the names of the persons required to be informed to the City department seeking to enter into that contract within thirty (30) days of submitting its contract proposal to the City department receiving that submittal, and acknowledges the City department receiving that submittal was required to notify the Ethics Commission of those persons.

8. Tropical Hardwoods and Virgin Redwoods. City urges companies not to import, purchase, obtain, or use for any purpose, any tropical hardwood, tropical hardwood wood product, virgin redwood, or virgin redwood wood product, except as expressly permitted by the application of Sections 802(b) and 803(b) of the San Francisco Environment Code. Except as permitted by the application of Sections 802(b) and 803(b), Grantee shall not use or incorporate any tropical hardwood, tropical hardwood wood product, virgin redwood, or virgin redwood wood product in the performance of this Easement.

9. Disclosure. BART under
stands and agrees that under City's Sunshine Ordinance
(San Francisco Administrative Code Chapter 67) and the State Public Records Law (Gov't Code Section 6250 et seq.), apply to this Agreement and any and all records, information, and materials submitted to City in connection with this Agreement . Accordingly, any and all such records, information, and materials may be subject to public disclosure in accordance with City’s Sunshine Ordinance and the State Public Records Law. BART authorizes City to disclose any records, information, and materials submitted to City in connection with this Agreement.

6 Easement Deed CCSF to PG&E (6-3-2022).doc
[Remainder of page intentionally left blank.]

7 Easement Deed CCSF to PG&E (6-3-2022).doc
Executed as of this _____ day of ______________, 20___.

ACCEPTED AND AGREED:

PACIFIC GAS AND ELECTRIC COMPANY, a
California corporation

________________________________

Date:_______________________, 20___

GRANTOR:

CITY AND COUNTY OF SAN FRANCISCO,
a California municipal corporation

By:___________________________
DENNIS J. HERRERA
General Manager
San Francisco Public Utilities
Commission

SFPUC Resolution:

Dated:

APPROVED AS TO FORM:

DAVID CHIU, City Attorney

By:_______________________________
Shari Geller Diamant, Deputy City Attorney

8 Easement Deed CCSF to PG&E (6-3-2022).doc
A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document, to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of California )
) ss
County of _____________ )

On ________________, before me, ____________________________, a notary public in and for said State, personally appeared _____________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under Penalty of Perjury under the laws of the State of California that the foregoing paragraph is true and correct.

Witness my hand and official seal.

Signature ________________________ (Seal)

State of California )
) ss
County of _____________ )

On ________________, before me, ____________________________, a notary public in and for said State, personally appeared _____________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s ), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under Penalty of Perjury under the laws of the State of California that the foregoing paragraph is true and correct.

Witness my hand and official seal.

Signature ________________________ (Seal)

Exhibit A-1

Easement Deed CCSF to PG&E (5-24-2022).doc

EXHIBIT A

[Description of Grantee’s Property]

Exhibit B-1
Easement Deed CCSF to PG&E (5-24-2022).doc

EXHIBIT B

[Attach Legal Description and Plat]

March 27, 2022
Exhibit “A”

LEGAL DESCRIPTION
Electrical Easement

All that real property situate in the Town of Colma, County of San Mateo, State of California, as described in that certain Decree Quieting Title filed for record on December 22, 1953 in Volume 2515 OR Page 304, San Mateo County Records, and being more particularly described as follows:

A strip of land 10 feet wide lying 5 feet on each side of the following described line:

Beginning at the southeast corner of that 50 foot by 60 foot parcel described in said decree;

Thence continuing along the northeasterly line North 35°29’37” West, 7.92 feet to the True Point of Beginning;

Thence South 83°39’59” West, 29.98 feet.

The sidelines of the above described easement are to be lengthened or shortened to begin at the northeasterly line of said 50 foot by 60 foot parcel.

Containing an area of 300 square feet, more or less.

A plat showing the above-described parcels is attached herein and made a part hereof as Exhibit B.

This description was prepared by me or under my direction in conformance with the Professional Land Surveyors’ Act.

________________________
Tony E. Durkee, PLS 5773
License Expires 06/30/2022

ELECTRICAL EASEMENT DEED

RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:

Director of Property
Real Estate Division
City and County of San Francisco
25 Van Ness Avenue, Suite 400
San Francisco, California 94102
San Francisco Public Utilities Commission
Real Estate Services Division
525 Golden Gate Avenue, 10th Floor
San Francisco, CA 94102
Attention: Real Estate Director
The undersigned hereby declares this
instrument to be exempt from Recording Fees
(Govt. Code § 27383) and Documentary
Transfer Tax 'ev. & Tax. Code 11922.
(Space above this line reserved for Recorder's use only)

1. Nature of Easement. The Easement includes the rights to (a) install, maintain, repair, replace, and inspect a single overhead electric line to provide service to Grantee's Parcel; (b) use of the Grantor's property contiguous to the Easement Area for access to and egress from the Easement Area for persons, vehicles, and equipment; (c) use of the Grantor's property contiguous to the Easement Area as may be reasonably necessary in connection with the excavation, construction, reconstruction, replacement, removal, maintenance and inspection of Grantee's facilities; (d) trim or to cut down, without Grantee paying compensation, any and all trees and brush now or hereafter within the Easement Area, (e) trim or to cut down, without Grantee paying compensation, any and all trees and brush along each side of the Easement Area which now or hereafter in the opinion of Grantee may interfere with or be a hazard to the facilities installed under this Deed, or as Grantee deems necessary to comply with applicable state or federal regulations; and (f) the right to do such other things as are necessary for the full enjoyment and accomplishment of the purposes of the Easement.

Grantor covenants and agrees not to place or construct, nor allow a third party to place or construct, any building or other structure, or store flammable substances, or drill or operate any

well, or construct any reservoir or other obstruction within the Easement Area, or diminish or substantially add to the ground level within the Easement Area, or construct any fences that will interfere with the maintenance and operation of Grantee's facilities.

2. Maintenance. Grantee will be responsible, at its expense, to repair and maintain the electrical line.

Grantee:

To: General Manager
San Francisco Public Utilities Commission
525 Golden Gate Avenue, 13th Floor
San Francisco, California 94102
With a copy
to: San Francisco Public Utilities Commission
Real Estate Services Division
525 Golden Gate Avenue, 10th Floor
San Francisco, California 94102
Attention: Real Estate Director
With a copy Real Estate and Finance Team
to: Office of the City Attorney
City Hall, Room 234
1 Dr. Carlton B. Goodlett Place
San Francisco, CA 94102-4682
Grantor:

To: Carlos Alberto Olivares-Gonzalez & Griselda I.

5. Exhibits. The Exhibits referenced in this Easement Deed are attached to and made a part of this Deed.
[Remainder ofpage intentionally left blank]

CARLOS ALBERTO OLIVARES-
GONZALE LLISELDA I. GONZALEZ,
Carlos Alberto
Date: CG-6A1)e1( 20
Executed as of this D -C-- day of DC f-e30-e.K , 20 2L .

GRANTOR:

Griselda I. Gonzalez
Date: 0 0400.94. 23 20,9A
AGREED AND ACCEPTED:

CITY AND COUNTY OF SAN FRANCISCO,
a California municipal corporation
By:

Michael Carlin
Acting General Manager
San Francisco Public Utilities
Commission
SFPUC Resolution:

Dated:

APPROVED AS TO FORM:

DENNIS J. HERRERA, City Attorney
By:

Shari Geller Diamant, Deputy City Attorney

Dated: By:

Andric() Q. Penick
Director of Property

State of California
County of
On , before me, , a notary public in and for
said State, personally appeared , who proved to me
on the basis of satisfactory evidence to be the perso s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that /she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/the' signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) cted, executed the instrument. ) ss
On , before me,
I certify under Penalty of Perjury un
paragraph is true and correct.

Witness my hand and official seal.
the laws of the State of California that the foregoing
Signature

(Seal)

State of California
) ss
County of
, a notary public in and for
said State, personally appeared , who proved to me
on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that e/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/teii signature(s) on the instrument the person(s), or the entity upon behalf of which the person acted, executed the instrument.

I certify under Penalty of Perjury jer the laws of the State of California that the foregoing paragraph is true and correct.

Witness my hand and official seal.

Signature (Seal)

SEE ATTACHED

NOTARIAL WORDING

ALEX MARTINEZ
Notary Public- Cafornia
Yolo County
Commission it 2330924
My Comm. Expires Jul 25, 2024
I certify under PENALTY OF PERJURY under the
laws of the State of California that the foregoing
paragraph is true and correct.

Place Notary Seal and/or Stamp Above
Completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document.

Description of Attached Document
Title or Type of Document: ea_SO4.1/44-1-1-
Document Date: CiCA- • 7.-c cil Number of Pages: k Signer(s) Other Than Named Above:

Capacity(ies) Claimed by Signer(s)
Signer's Name: Signer's Name:

O Corporate Officer - Title(s): 0 Corporate Officer - Title(s):

O Partner - 0 Limited 0 General O Partner - 0 Limited 0 General O Individual 0 Attorney in Fact o Individual 0 Attorney in Fact O Trustee 0 Guardian or Conservator o Trustee 0 Guardian or Conservator O Other: O Other:

Signer is Representing: Signer is Representing:

WITNESS my hand and official seal.
•••
Signature
Signature of Notary P

OPTIONAL
CALIFORNIA ACKNOWLEDGMENT CIVIL CODE § 1189
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of California
County of
On 0c-L-S 24.111
Date
personally appeared CA/10S
lk AO, 4 4 21NR., i1 /4.N470-m C•/17
Here Insert Name and Title of the OffiNir
Allat‘11 OlivartS — emei
before me,
Name(s) of Signer(s)
rico Ida 37. &Ai -osA Le ?-

who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. _Fe8+3,Faeawtwi,-st.c_3/4 -34!NY.-tv32t.ict:14.ai2:staal)ivi&.;,:st3tie&6v-.

C2019 National Notary Association

EXHIBIT A
Description of Grantee's Property
All that certain area 50 feet in width and 60 feet in length, being the northerly continuation of the 50 foot right of way acquired by the City and County of San Francisco from George C. Arata, et all, by deed dated May 14, 1949, and recorded June 23, 1949, in Vol. 1680 at Page 90, Official Records, San Mateo County. Containing 3,000 square feet more or less.

EXHIBIT B
Legal Description and Plat Map of Easement Area
[attached'

August 25, 2021

EXHIBIT B

LEGAL DESCRIPTION

BEG NNING at the most westerly corner of said Parcel D; THENCE South 24°22'13" East, 76.53 to the TRUE POINT OF BEGINNING; THENCE North 86'15'50" East, 27.47 feet to the southeasterly line of said Parcel D; THENCE along said southeasterly line South 51'38'08" West, 17.60 feet; THENCE South 86'15'50" West, 7.70 feet;
THENCE North 3529'37" West, 7.39 feet to the southwesterly line of said Parcel D; THENCE along said southwesterly line North 24°22'13" West, 3.97 feet to the TRUE POINT OF BEG NNING.

Containing 179 square feet, more or less.

A plat showing the above-described parcel is attached hereto an incorporated herein by reference as "EXHIBIT B-1".

This description was prepared by me or under my direction in conformance with the Professional Lanc Surveyors' Act.
/0
Ton E. Durkee, PL55773
Exp 06/30/2022

END OF DESCRIPTION

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2515 OR 304
Scale: 1"=20'
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Lands of Cypress Lawn
Cemetery Association ' -).. ortion of 53 PM 95 Parcel A 1 Lands of Gonzalez
Portion of 53 PM 95 Parcel D
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N 8615'50" E 27.47'
179 sq.ft.±
Detail NTS

7.70'
86-15'50
TPOB
EXHIBIT "B-1"
City and County of San Francisco
Public Utilities Commission
Real Estate Services
Plat for Electrical Easement
Parcel D 53 PM 95
Town of Colma
County of San Mateo
08 25 2021 Parcel D Ease.dw
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* No 5773 *
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CleanPowerSF Sfpuc CommissionJune 28, 2022

CleanPowerSF Sfpuc Commission
June 28, 2022