PURCHASE AND SALE AGREEMENT
THIS PURCHASE AND SALE AGREEMENT (this "Agreement") is dated for reference purposes as of _ 20_ ("Effective Date"), by and between the City of Fontana, a California municipal corporation (collectively "Seller"), and LPC Fontana North, LP, a Delaware limited partnership ("Buyer") who agree as follows:
Purchase and Sale of Property. Seller hereby agrees to sell and convey to Buyer, in the City of Fontana, County of San Bernardino, California, as more fully described in Exhibit A -2 for a total of approximately 363 square feet (collectively, the "Property"). The Property are remnant parcels of land that had been acquired by the Seller for road right of way purposes, but are no longer needed for the city's purposes.
Purchase Price. The purchase price for the Property ("Purchase Price") shall be ONE THOUSAND DOLLARS ($1,000.00), and shall be paid within 5 business days following the Effective Date.
3. Title to the Property. Seller shall convey to Buyer fee title to the Property by duly executed and acknowledged quitclaim deed (the "Deed"). As used in this Agreement, the date of closing (the "Closing") shall be deemed to occur upon the recording of the Deed. Seller shall provide Buyer with an duly executed and acknowledged Deed within 10 business days following Seller's receipt of the Purchase Price. Buyer shall promptly cause the Deed to be recorded in the Official Records of San Bernardino County.
4. Representations, Warranties and Covenants of Seller. As of the date hereof and again as of Closing, Seller represents and warrants to Buyer that Seller has all necessary power and authority to enter into this Agreement, to carry out its obligations hereunder, and to consummate the transactions contemplated hereby. This Agreement constitutes a legal, valid and binding obligation of Seller enforceable against Seller in accordance with its terms.
Representations, Warranties and Covenants of Buyer. Buyer hereby represents and warrants to Seller that Buyer has all necessary power and authority to enter into this Agreement, to carry out its obligations hereunder, and to consummate the transactions contemplated hereby.
This Agreement constitutes a legal, valid and binding obligation of Buyer enforceable against Buyer in accordance with its terms.
6. Continuation and Survival. All representations, warranties and covenants by the respective parties contained herein are intended to and shall be deemed made as of the date of this Agreement and again at the Closing, shall be deemed to be material, and unless expressly provided to the contrary shall survive the execution and delivery of this Agreement, the Deed and the Closing.
1 7. Possession. Possession of the Property shall be delivered to Buyer on the date of Closing.
as Buyer may reasonably require to complete its due diligence. rofessional Fees. The parties hereto acknowledge and agree that each will be s own costs, expenses and attorneys' fees for all matters arising out of and/or connected with th Agreement.
Miscellaneous. This Agreement shall be binding upon, and inure to the benefit c he parties hereto and their respective successors, heirs, administrators and assigns. Thi Agreement may be amended or modified only by a written instrument executed by Seller and Buyer. This Agreement shall be governed by and construed in accordance with the laws of the State of California. This Agreement and the exhibits attached hereto constitute the entire agreement between the parties and supersede all prior agreements and understandings between the parties relating to the subject matter hereof. Time is of the essence of this Agreement. If any provision of this Agreement, or the application thereof to any person, place, or circumstance, shall be held to be invalid, unenforceable or void, the remainder of this Agreement and such provisions as applied to other persons, places and circumstances shall remain in full force and effect. The waiver by any party to this Agreement of the breach of any provision of this Agreement shall not be deemed a continuing waiver or a waiver of any subsequent breach, whether of the same or another provision of this Agreement. This Agreement may be executed in a number of identical s Agrement. Thi counterparts. Each of the counterparts will be deemed an original for all purposes and all counterparts will collectively constitute one Agreement. This Agreement has been negotiated at arm's length and between persons (or their representatives) sophisticated and knowledgeable in the matters dealt with in this Agreement. Accordingly, any rule of law (including California Civil Code § 1654 and any successor statute) or legal decision that would require interpretation of any ambiguities against the party that has drafted it is not applicable and is waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the purpose of the parties and this Agreement.
Notices. Any notice, consent or approval required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been given upon (i) hand delivery, (ii) one (1) business day after being deposited with a reliable overnight courier service for next day delivery, (iii) two (2) business days after being deposited in the United States mail, registered or certified mail, postage prepaid, return receipt required, and addressed as follows:
If to Seller: City of Fontana
Fontana City Hall
8353 Sierra Avenue
Fontana, CA 92335
Attn: Matthew Ballantyne, City Manager
2 If to Buyer: LPC Acquisition Company, LLC
c/o Logistics Property Company, LLC
611 Anton Blvd., Suite 1050
Costa Mesa, CA 92626
Attn: Dennis Rice, Executive Vice President
Telephone: (213) 841-9333
Email: [email protected]
with a copy to: Logistics Property Company, LLC
191 North Wacker Drive, Suite 1700
Chicago, IL 60606
Attn: William J. Peltin, Executive Vice President and
General Counsel
Telephone: (708) 667-6962
Email: [email protected] and
Legal@)logisticspropco.com
with a copy to: Fennemore LLP
550 E. Hospitality Lane, Suite 350
San Bernardino, CA 92408
Attn: Mack Anderson
Email: manderson@,fennemorelaw.com
[SIGNATURES ON NEXT PAGE]
3 IN WITNESS WHEREOF, the parties hereto have executed and entered into this Agreement as of the date last written below (the "Effective Date).
SELLER:
CITY OF FONTANA, a California municipal corporation
By:_
Matthew Ballantyne, City Manager
Date:
BUYER:
LPC FONTANA NORTH, LP, a Delaware limited partnership
By: LPC Fontana North, GP, LLC,
a Delaware limited liability company,
Its: General Partner
Name: Rice
Date: 11-06-2024
EXHIBIT A-1
LEGAL DESCRIPTION
Real property in the City of Fontana, County of San Bernardino, State of California, described as follows:
THAT PORTION OF THE EAST HALF OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 20, TOWNSHIP 1 NORTH, RANGE 5 WEST, SAN BERNARDINO
MERIDIAN, IN THE CITY OF FONTANA, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, ACCORDING TO GOVERNMENT SURVEY, DESCRIBED AS FOLLOWS:
COMMENCING AT THE CENTERLINE OF DUNCAN CANYON ROAD (34.00 FEET HALF- WIDTH) AND CONDOR AVENUE (32.00 FEET HALF-WIDTH) AS SHOWN ON TRACT NO. 18820-1 IN SAID CITY, COUNTY AND STATE, AS PER MAP FILED IN BOOK 338, PAGES 58 THROUGH 65, INCLUSIVE, OF TRACT MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY;
THENCE EASTERLY ALONG THE EASTERLY PROLONGATION OF SAID CENTERLINE OF UNCAN CANYON ROAD, NORTH 89º 32' 16" EAST 32.00 FEET TO THE POINT OF BEGINNING.
THENCE CONTINUING EASTERLY, NORTH 89° 32'16" EAST 0.08 FEET; THENCE SOUTH 00° 33' 38" EAST 34.00 FEET TO A LINE PARALLEL WITH AND DISTANT SOUTHERLY 34.00 FEET, MEASURED AT RIGHT ANGLES FROM SAID EASTERLY PROLONGATION OF THE CENTERLINE OF DUNCAN CANYON ROAD;
THENCE WESTERLY ALONG SAID PARALLEL LINE SOUTH 89° 32' 16" WEST 34.14 FEET
TO A POINT OF CUSP WITH A NON-TANGENT CURVE, CONCAVE NORTHWESTERLY AND HAVING A RADIUS OF 34.00 FEET, A RADIAL LINE TO THE BEGINNING OF SAID NON- TANGENT CURVE BEARS NORTH 0° 27' 44" WEST;
THENCE NORTHEASTERLY ALONG SAID NON-TANGENT CURVE, THROUGH A CENTRAL ANGLE OF 89° 32' 16", AN ARC LENGTH OF 53.13 FEET;
THENCE NORTH 0° 00'00" EAST 0.27 FEET TO THE POINT OF BEGINNING. (End of Legal Description)
EXHIBIT A-2
LEGAL DESCRIPTION
Real property in the City of Fontana, County of San Bernardino, State of California, described as follows:
THAT PORTION OF THE EAST HALF OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 20, TOWNSHIP 1 NORTH, RANGE 5 WEST, SAN BERNARDINO
MERIDIAN, IN THE CITY OF FONTANA, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, ACCORDING TO GOVERNMENT SURVEY, DESCRIBED AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF THE WESTERLY LINE OF SAID EAST HALF OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 20 AND A LINE PARALLEL WITH AND DISTANT SOUTHERLY 34.00 FEET, MEASURED AT RIGHT ANGLES FROM THE CENTERLINE OF DUNCAN CANYON ROAD, 34.00 FEET HALF-WIDTH, AS SHOWN ON TRACT NO. 18820-1, IN SAID CITY, COUNTY AND STATE, AS PER MAP FILED IN BOOK 338 PAGES 58 THROUGH 65, INCLUSIVE OF TRACT MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY;
THENCE EASTERLY ALONG SAID PARALLEL LINE, NORTH 89° 32' 16" EAST 87.64 FEET; THENCE SOUTH 87° 53' 07" WEST 87.67 FEET TO A POINT ON SAID WESTERLY LINE; HENCE NORTHERLY ALONG SAID WESTERLY LINE, NORTH 00° 32' 53" WEST 2.53 FEE
O THE POINT OF BEGINNING
(End of Legal Description)
EXHIBIT B
FORM OF DEED
RECORDING REQUESTED BY:
FIRST AMERICAN TITLE
INSURANCE COMPANY
WHEN RECORDED MAIL TO:
LPC Fontana North, LP
c/o Logistics Property Company, LLC
191 N. Wacker Drive, Suite 1700
Chicago, IL 60606
MAIL TAX STATEMENTS TO:
LPC Fontana North, LP
c/o Logistics Property Company, LLC
191 N. Wacker Drive, Suite 1700
Chicago, IL 60620
Attn: Corporate Controller
(Space Above Line for Recorder's Use Only)
Assessor Parcel Number: 1118-031-05-0-000
he Undersigned Grantor(s) Declare(s)
OCUMENTARY TRANSFER TAX $1.10; CITY TRANSFER TAX $0.00 (N/A); SURVEY MONUMENT FEE $0.00 (N/A [X] computed on the consideration or full value of property conveyed, OR i computed on the consideration or full value less value of liens and/or encumbrances remaining at time of sale, j unincorporated area; [X] City of Fontana, and
QUITCLAIM DEED
FOR VALUE RECEIVED, City Of Fontana, a California municipal corporation ("Grantor"), hereby remises, releases and forever quitclaims to LPC Fontana North, LP, a Delaware limited partnership ("Grantee"), the following described real property in the City of Fontana, State of California, described in Exhibit A attached hereto and by this reference incorporated herein (the "Property").
IN WITNESS WHEREOF, Grantor has executed this instrument as of 20_
Exhibit B
GRANTOR:
CITY OF FONTANA, a California municipal
corporation
By:
Name: Matthew Ballantyne
Its: City Manager
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, personally appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are ıbscribed to the within instrument and acknowledged to me that he/she/they executed the sam , his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument th 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
Legal Description
Real property in the City of Fontana, County of San Bernardino, State of California, described as follows:
PARCEL ONE:
THAT PORTION OF THE EAST HALF OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 20, TOWNSHIP 1 NORTH, RANGE 5 WEST, SAN BERNARDINO
MERIDIAN, IN THE CITY OF FONTANA, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, ACCORDING TO GOVERNMENT SURVEY, DESCRIBED AS FOLLOWS:
COMMENCING AT THE CENTERLINE OF DUNCAN CANYON ROAD (34.00 FEET HALF- WIDTH) AND CONDOR AVENUE (32.00 FEET HALF-WIDTH) AS SHOWN ON TRACT NO. 18820-1 IN SAID CITY, COUNTY AND STATE, AS PER MAP FILED IN BOOK 338, PAGES 58 THROUGH 65, INCLUSIVE, OF TRACT MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY;
THENCE EASTERLY ALONG THE EASTERLY PROLONGATION OF SAID CENTERLINE OF DUNCAN CANYON ROAD, NORTH 89° 32' 16" EAST 32.00 FEET TO THE POINT OF BEGINNING.
THENCE CONTINUING EASTERLY, NORTH 89° 32' 16" EAST 0.08 FEET; THENCE SOUTH 00° 33' 38" EAST 34.00 FEET TO A LINE PARALLEL WITH AND DISTANT SOUTHERLY 34.00 FEET, MEASURED AT RIGHT ANGLES FROM SAID EASTERLY PROLONGATION OF THE CENTERLINE OF DUNCAN CANYON ROAD;
THENCE WESTERLY ALONG SAID PARALLEL LINE SOUTH 89° 32' 16" WEST 34.14 FEET
TO A POINT OF CUSP WITH A NON-TANGENT CURVE, CONCAVE NORTHWESTERLY AND HAVING A RADIUS OF 34.00 FEET, A RADIAL LINE TO THE BEGINNING OF SAID NON- TANGENT CURVE BEARS NORTH 0° 27' 44" WEST;
THENCE NORTHEASTERLY ALONG SAID NON-TANGENT CURVE, THROUGH A CENTRAL ANGLE OF 89° 32'16", AN ARC LENGTH OF 53.13 FEET;
THENCE NORTH 0° 00' 00" EAST 0.27 FEET TO THE POINT OF BEGINNING.
PARCEL TWO:
THAT PORTION OF THE EAST HALF OF THE NORTHWEST QUARTER OF THE NORTHWEST UARTER OF SECTION 20, TOWNSHIP 1 NORTH, RANGE 5 WEST, SAN BERNARDIN ERIDIAN. IN THE CITY OF FONTANA, COUNTY OF SAN BERNARDINO, STATE O CALIFORNIA, ACCORDING TO GOVERNMENT SURVEY, DESCRIBED AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF THE WESTERLY LINE OF SAID EAST HALF OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 20 AND A LINE PARALLEL WITH AND DISTANT SOUTHERLY 34.00 FEET, MEASURED AT RIGHT ANGLES FROM THE CENTERLINE OF DUNCAN CANYON ROAD, 34.00 FEET HALF-WIDTH, AS SHOWN ON TRACT NO. 18820-1, IN SAID CITY, COUNTY AND STATE, AS PER MAP FILED IN BOOK 338 PAGES 58 THROUGH 65, INCLUSIVE OF TRACT MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY;
Exhibit B
THENCE EASTERLY ALONG SAID PARALLEL LINE, NORTH 89° 32' 16" EAST 87.64 FEET; THENCE SOUTH 87° 53' 07" WEST 87.67 FEET TO A POINT ON SAID WESTERLY LINE; THENCE NORTHERLY ALONG SAID WESTERLY LINE, NORTH 00° 32' 53" WEST 2.53 FEET TO THE POINT OF BEGINNING.
(End of Legal Description)
RECORDING REQUESTED BY:
First American Title Insurance Company
WHEN RECORDED MAIL TO:
LPC Fontana North, LP
c/o Logistics Property Company, LLC
191 N. Wacker Drive, Suite 1700
Chicago, IL 60606
MAIL TAX STATEMENTS TO:
LPC Fontana North, LP
c/o Logistics Property Company, LLC
191 N. Wacker Drive, Suite 1700
Chicago, IL 60606
Attn: Corporate Controller
(SPACE ABOVE THIS LINE FOR RECORDER'S USE)
Assessor Parcel Number: 1118-031-05-0-000
THE UNDERSIGNED GRANTOR DECLARES:
DOCUMENTARY TRANSFER TAX is $1.10; CITY TRANSFER TAX is $0.00 (N/A); SURVEY MONUMENT FEE is $0.00 (N/A).
X Computed on the consideration or full value of property conveyed, or Computed on full value less value of liens and encumbrances remaining at time of sale.
Unincorporated Area; X City of Fontana.
QUITCLAIM DEED
FOR VALUE RECEIVED, City of Fontana, a California municipal corporation ("Grantor"), hereby remises, releases and forever quitclaims to LPC Fontana North, LP, a Delaware limited partnership ("Grantee"), the following described real property in the City of Fontana, State of California, described in Exhibit A attached hereto and by this reference incorporated herein (the "Property").
IN WITNESS WHEREOF, Grantor has executed this instrument of , 20
'GRANTOR:
CITY OF FONTANA,
a California municipal corporation
By: _
Name: Matthew Ballantyne
Its: City Manager
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
COUNTY OF )
On , 20_ before me,
personally appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose names) is/are ubscribed to the within instrument and acknowledged to me that he/she/they executed the same n 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"
LEGAL DESCRIPTION
Real property in the City of Fontana, County of San Bernardino, State of California, described as follows:
PARCEL ONE:
THAT PORTION OF THE EAST HALF OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 20, TOWNSHIP 1 NORTH,
RANGE 5 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF
FONTANA, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, ACCORDING TO GOVERNMENT SURVEY, DESCRIBED AS FOLLOWS:
COMMENCING AT THE CENTERLINE OF DUNCAN CANYON ROAD
(34.00 FEET HALF-WIDTH) AND CONDOR AVENUE (32.00 FEET HALF- WIDTH) AS SHOWN ON TRACT NO. 18820-1 IN SAID CITY, COUNTY AND STATE, AS PER MAP FILED IN BOOK 338, PAGES 58 THROUGH 65,
INCLUSIVE, OF TRACI MAPS, IN THE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY;
THENCE EASTERLY ALONG THE EASTERLY PROLONGATION OF SAID CENTERLINE OF DUNCAN CANYON ROAD, NORTH 89° 32' 16" EAST
32.00 FEET TO THE POINT OF BEGINNING.
THENCE CONTINUING EASTERLY, NORTH 89° 32' 16" EAST 0.08 FEET; THENCE SOUTH 00° 33' 38" EAST 34.00 FEET TO A LINE PARALLEL WITH AND DISTANT SOUTHERLY 34.00 FEET, MEASURED AT RIGHT ANGLES
FROM SAID EASTERLY PROLONGATION OF THE CENTERLINE OF
DUNCAN CANYON ROAD;
THENCE WESTERLY ALONG SAID PARALLEL LINE SOUTH 89° 32' 16" WEST 34.14 FEET TO A POINT OF CUSP WITH A NON-TANGENT CURVE, CONCAVE NORTHWESTERLY AND HAVING A RADIUS OF 34.00 FEET, A
RADIAL LINE TO THE BEGINNING OF SAID NON-TANGENT CURVE
BEARS NORTH 0° 27' 44" WEST;
THENCE NORTHEASTERLY ALONG SAID NON-TANGENT CURVE,
THROUGH A CENTRAL ANGLE OF 89° 32' 16", AN ARC LENGTH OF 53.13 FEET;
THENCE NORTH 0° 00' 00" EAST 0.27 FEET TO THE POINT OF
BEGINNING.
PARCEL TWO:
THAT PORTION OF THE EAST HALF OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 20, TOWNSHIP 1 NORTH,
RANGE S WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF
FONTANA, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, ACCORDING TO GOVERNMENT SURVEY, DESCRIBED AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF THE WESTERLY LINE OF SAID
EAST HALF OF THE NORTHWEST QUARTER OF THE NORTHWEST
QUARTER OF SECTION 20 AND A LINE PARALLEL WITH AND DISTANT SOUTHERLY 34.00 FEET, MEASURED AT RIGHT ANGLES FROM THE CENTERLINE OF DUNCAN CANYON ROAD, 34.00 FEET HALF-WIDTH, AS SHOWN ON TRACT NO. 18820-1, IN SAID CITY, COUNTY AND STATE, AS PER MAP FILED IN BOOK 338 PAGES 58 THROUGH 65, INCLUSIVE OF
TRACT MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY;
THENCE EASTERLY ALONG SAID PARALLEL LINE, NORTH 89° 32' 16" EAST 87.64 FEET;
THENCE SOUTH 87° 53' 07" WEST 87.67 FEET TO A POINT ON SAID WESTERLY LINE;
THENCE NORTHERLY ALONG SAID WESTERLY LINE, NORTH 00° 32' 53" WEST 2.53 FEET TO THE POINT OF BEGINNING.
(END OF LEGAL DESCRIPTION)