1 ASSIGNMENT AND DELEGATION OF PURCHASE AND SALE AGREEMENT
THIS ASSIGNMENT AND DELEGATION OF PURCHASE AND SALE
AGREEMENT (this Assignment) is made and entered into this 15th day of December, 2022 (Effective Date), by and between the HOUSING AUTHORITY OF THE CITY OF FRESNO, a California public body corporate and politic (Assignor), and the CITY OF FRESNO, a California municipal corporation (Assignee). All capitalized terms used in this Assignment shall have the same meanings as set forth in the Purchase Agreement (defined below).
RECITALS:
A. Assignor, as Buyer, and NARINDER SINGH. SURVIVING TRUSTEE OF THE NARINDER SINGH AND KANTA SINGH FAMILY TRUST dated March 4, 2010 collectively, as seller (Seller), are parties to certain Real Estate Purchase Agreement and Joint Escrow Instructions, dated February 15, 2022, as amended by that certain Extension of Time Addendum No. 1 dated July 15, 2022 (collectively, the Purchase Agreement) for approximately 1.03 acres located in the City of Fresno, County of Fresno, State of California, identified as Assessor’s Parcel Numbers 449-342-03; 449-342-04; and 449-342-05 (the Property). The Purchase Agreement is attached hereto as Exhibit A and is incorporated herein by this reference.
B. Assignor's mission is, in part, to support families and individuals by providing access to quality affordable housing within the City and County of Fresno.
C. The Purchase Agreement permits Assignor, as Buyer, to assign Buyer's rights, title, obligations, and interest under the Purchase Agreement to a third party with Seller’s prior written consent. Seller’s written consent is attached hereto as Exhibit “C” and is incorporated herein by this reference.
D. Pursuant to the Purchase Agreement, Assignor has deposited $ 5,000 into escrow to apply to the Purchase Price for the Property (the Deposit).
E. Assignor now desires to assign and delegate to Assignee, and Assignee desires such assignment and delegation of, all of its rights, interests, and obligations under the Purchase Agreement for the Property pursuant to the terms and subject to the conditions set forth in this Assignment.
F. On November 15th, 2022, Assignor's Board of Commissioners authorized the assignment and delegation of the Purchase Agreement to Assignee.
NOW, THEREFORE, for valuable consideration, the receipt and adequacy of which is hereby acknowledged, the parties hereby agree as follows:
1. Assignment and Delegation. Pursuant to the Purchase Agreement, Assignor may assign its interest in the Property with Seller's consent. Effective as of the Effective Date, Assignor hereby assigns all of its rights, interests, and obligations under the Purchase Agreement to Assignee, and delegates to Assignee all of its duties, responsibilities, and obligations under the Purchase Agreement relating to the Property.
Any reference to "Buyer" in the Purchase Agreement shall apply to Assignee.
2. A
cceptance of Assi gnment and Delegation. Effective as of the Effective Date, Assignee hereby accepts Assignor's assignment of all of Assignor's rights, interest, 2 and obligations under the Purchase Agreement and hereby accepts Assignor's delegation of all of Assignor's duties, responsibilities, and obligations under the Purchase Agreement. On and after the Effective Date, Assignee shall perform all of the duties, responsibilities, and obligations of Assignor under the Purchase Agreement except that Assignee's City Council must agree to accept the Property prior to the Close of Escrow, as defined in the Purchase Agreement. Assignee covenants that it (1) approves, ratifies and confirms all terms, covenants, conditions and provisions of this Assignment, (2) will perform at Assignee's own expense all duties and obligation imposed on Assignee by the Assignment, and (3) expressly assumes and agrees to keep, perform, and fulfill all the terms, covenants, conditions, duties, and obligations, required to be kept, performed, and fulfilled by Buyer under the Purchase Agreement on and after the Effective Date.
3. Deposit: Reimbursement. Upon the Closing of Escrow, as defined in the Purchase Agreement, the Assignee shall prepare and execute escrow instructions directing the Escrow Holder to remit the following funds to Assignor: (1) the full amount of the Deposit of $5,000.00; and (2) as valuable consideration for this Assignment, the sum of One Dollar ($1.00); and (3) reimbursement of due diligence expenses in the amount of $5,600.00 as more specifically described in Exhibit "B" attached hereto and incorporated herein by this reference. In the event that Assignor does not receive such funds prior to the Close of Escrow through electronic deposit or cashier’s check as specified in this Section 3, this Assignment shall be void and the obligations contained herein shall be of no force and effect.
4. I
ndemnification. Assignee agrees to indemnify and hold Assignor harmless from and against any and all costs, liabilities, damages, expenses, or claims, including without limitation reasonable attorney fees, arising from or in connection wi th the Purchase Agreement after the Effective Date of this Assignment.
5. F
urther Assurances. Each party shall, at its own cost and expense, execute and deliver any such further documents and instruments and shall take such other actions as may be reasonably necessary to carry out this Assignment.
6. G
overnin g Law. This Assignment shall be governed by, and construed in accordance with, the laws of the State of California (without regard to the conflicts of laws provisions thereof).
7. C
ounterpart Execution. This Assignment may be executed in any number of counterparts, and each such counterpart shall be deemed to be an original instrument, all of which together shall constitute one and the same instrument. [SIGNATURE PAGE TO FOLLOW]
3 IN WITNESS WHEREOF, the parties have executed this Assignment as of the date set forth above.
CITY OF FRESNO
A California municipal corporation
By:
Georgeanne A. White,
City Manager
APPROVED AS TO FORM:
RINA M. GONZALES
Interim City Attorney
By:
Tracy N. Parvanian Date
Supervising Deputy City Attorney
ATTEST:
TODD STERMER, CMC
City Clerk
By:
Deputy Date
HOUSING AUTHORITY OF THE CITY
OF FRESNO, a California public body
corporate and politic
By:
Name:
Title:
(If corporation of LLC., Board Chair,
Pres. or Vice Pres.)
By:
Name:
Title:
(If corporation of LLC., CFO, Treasurer,
Secretary of Assistant Secretary)
Attachments:
1. Exhibit A – Purchase Agreement
2. Exhibit B – Reimbursement Expenses
3. Exhibit C – Seller’s Acknowledgement of Assignment
Exhibit A
EXTENSION OF TIME ADDENDUM No. _____
(C.A.R. Form ETA, Revised 4/06)
EXTENSION OF TIME ADDENDUM (ETA PAGE 1 OF 1)
ETA REVISED 4/06 (PAGE 1 OF 1)
Reviewed by _______ Date _______
The copyright laws of the United States (Title 17 U.S. Code) forbid the unauthorized reproduction of this form, or any portion thereof, by photocopy machine or any other means, including facsimile or computerized formats. Copyright © 2004-2006, CALIFORNIA ASSOCIATION OF REALTORS®, INC. ALL RIGHTS RESERVED. THIS FORM HAS BEEN APPROVED BY THE CALIFORNIA ASSOCIATION OF REALTORS ® (C.A.R.). NO REPRESENTATION IS MADE AS TO THE LEGAL VALIDITY OR ADEQUACY OF ANY PROVISION IN ANY SPECIFIC TRANSACTION. A REAL ESTATE BROKER IS THE PERSON QUALIFIED TO ADVISE ON REAL ESTATE TRANSACTIONS. IF YOU DESIRE LEGAL OR TAX ADVICE, CONSULT AN APPROPRIATE PROFESSIONAL. This form is available for use by the entire real estate industry. It is not intended to identify the user as a REALTOR
®. REALTOR® is a registered collective membership mark which may be used only by members of the NATIONAL ASSOCIATION OF REALTORS ® who subscribe to its Code of Ethics.
The following terms and conditions are hereby incorporated in and made a part of the: n California Residential Purchase Agreement, n Manufactured Home Purchase Agreement, n Probate Purchase Agreement, n Residential Income Property Purchase Agreement, n Vacant Land Purchase Agreement, n Commercial Property Purchase Agreement, n Business Purchase Agreement, n other ________________________________________________________________________ _____________________________________________________________________________________(“Agreement”), dated _______________________________, on property known as __________________________________________ ______________________________________________________________________________________ (“Property”), in which _____________________________________________________________________ is referred to as (“Buyer”) and ________________________________________________________________________ is referred to as (“Seller”).
1. EXTENSION
OF ESCROW: The scheduled Close Of Escrow is extended to ________________________________(Date).
2. EXTEN
SION OF CONTINGENCY(IES): The following contingency(ies), if checked, is/are extended to ________________________________ (Date) n Buyer Investigation of Property Condition n Loan n Other _________
_____________________________________________________________________________________________.
3. OTHER EXTENSION(S): The time for
_______________________________________________________________ __________________________________________
is/are extended to ________________________________ (Date).
4. ADDITIONAL TERMS:
__________________________________________________________________________
_____________________________________________________________________________________________ By signing below, Buyer and Seller acknowledge that each has read, understands, and received a copy of and agrees to the terms of this Extension of Time Addendum.
Buyer _____________________________________________________________________ Date
_________________
Buyer _____________________________________________________________________ Date
_________________
Seller_____________________________________________________________________ Date
_________________
Seller_____________________________________________________________________ Date
_________________
Published and Distributed by:
REAL ESTATE BUSINESS SERVICES, LLC.
a subsidiary of the CALIFORNIA ASSOCIATION OF REALTORS® 525 South Virgil Avenue, Los Angeles, California 90020
CALIFORNIA
ASSOCIATION
OF REALTORS
®
Joshua Mettee | Investment Commercial Specialists, Inc | Generated by Glide 449de7cc-d1d1-452e-9253-d02b5cd537ad
Narinder Singh, Trustee
HOUSING AUTHORITY OF THE CITY OF FRESNO (Tyrone
Roderick Williams, CEO)
X
contingencies listed in the Purchase Agreement are extended.
All
10/13/2022
10/13/2022
Narinder Singh, Trustee
HOUSING AUTHORITY OF THE CITY OF FRESNO (Tyrone Roderick Williams, CEO) 3 Vacant Lots, Fresno, CA 93728
02/15/2022
Purchase Agreement
X
1 07/07/2022
07/15/2022
Ex
hibit A
T
he land described herein is situated in the State of California, County of Fresno, City of Fresno, described as follows:
Lots 30, 31, 32 and 33 of Roeding Park Gardens, in the City of Fresno, County of Fresno, State of California, according to the map recorded in Book 13 Pages 37 and 38 of Plats, Fresno County Records. APN
449-321-03, 04, 05
Exhibit B : Parcel Map - APN 449-342-03_04_05
subject parcels
Vendor Description Amount
5,000.00
PHASE I ENVIRONMENTAL INSPECTION 2,100.00
3,500.00
10,600.00
NARINDER SINGH AND KANTA SINGH FAMILY TRUST (APNs 449-321-03, 04, and 05)
EXHIBIT B
$5,000 DEPOSIT IN ESCROW PER PSA
NARATIVE APPRAISAL
DEPOSIT INTO ESCROW FOR APN 449-342-02
KRAZAN AND ASSOCIATES
J. HOWER & ASSOCIATES
ASSIGNMENT REIMBURSEMENT SUMMARY - APNs 449-321-03, 04, and 05 TOTAL