Section 13. Description of Voting Procedures. The voting procedures to be followed in conducting the special election (the “Special Election”) on the proposition of the annual levy of the Special Tax and on the proposition to establish an appropriations limit for the CFD, if the CFD is established, shall be as follows:
a. If at least 12 persons have been registered to vote within the territory of the CFD for each of the 90 days preceding the close of the public or protest hearing (the “protest hearing”), the vote in the Special Election shall be by the registered voters of the CFD with each voter having one vote. In that event, the Special Election shall be conducted by the City Clerk, and shall be held on a date selected by the City Council in conformance with the provisions of Section 53326 of the Act and pursuant to the provisions of the California Elections Code governing elections of cities, insofar as they may be applicable, and pursuant to said Section 53326 the ballots for the Special Election shall be distributed to the qualified electors of the CFD by mail with return postage prepaid or by personal service, and the Special Election shall be conducted as a mail ballot election.
b. If 12 persons have not been registered to vote within the territory of the CFD for each of the 90 days preceding the close of the protest hearing, the vote in the Special Election is to be by the landowners of the CFD, with each landowner of record at the close of the protest hearing having one vote for each acre or portion of an acre of land that he or she owns within the CFD, the Special Election shall be conducted by the City Clerk pursuant to Section 53326 of the Act as follows:
(i) The Special Election shall be held on the earliest date, following the adoption by the City Council of this Resolution and a resolution calling the Special Election, to submit to the qualified electors of the CFD the propositions with respect to: (i) the levy of Special Tax to finance the Services and (ii) the establishment of an appropriations limit for the CFD.
(ii) Pursuant to said Section 53326, the Special Election may be held earlier than 90 days following the close of the protest hearing if the qualified electors of the CFD waive the time limits for conducting the elections set forth in said Section 53326 by unanimous written consent and the Clerk concurs in such earlier election date as shall be consented to by the qualified electors.
(iii) Pursuant to said Section 53326, ballots for the Special Election shall be distributed to the qualified electors by the Clerk by mail with return postage prepaid, or by personal service.
(iv) Pursuant to applicable sections of the California Elections Code governing the conduct of mail ballot elections of cities, the City Clerk shall mail (or deliver) to each qualified elector an official ballot and shall also mail to all such qualified electors a ballot pamphlet and instructions to voter, including a sample ballot identical in form to the official ballot but identified as a sample ballot, a return identification envelope with prepaid postage thereon addressed to the City Clerk for the return of voted official ballots, and a copy of this Resolution and the exhibits hereto; provided, however, that analysis and arguments regarding the ballot measure may be waived with the unanimous consent of all the landowners, and in such event a finding regarding such waivers shall be made in the resolution adopted by the City Council calling the Special Election.
(v) The official ballot to be mailed (or delivered) by the Clerk to each landowner shall have printed or typed thereon the name of the landowner and the number of votes to be voted by the landowner and shall have appended to it a certification to be signed by the person voting the official ballot which shall certify that the person signing the certification is the person who voted the official ballot, and if the landowner is other than a natural person, that he or she is an officer of or other person affiliated with the landowner entitled to vote such official ballot, that he or she has been authorized to vote such official ballot on behalf of the landowner, that in voting such official ballot it was his or her intent, as well as the intent of the landowner, to vote all votes to which the landowner is entitled based on its land ownership on the propositions set forth in the official ballot as marked thereon in the voting square opposite each such proposition, and further certifying as to the acreage of the landowner's land ownership within the CFD.
(vi) The return identification envelope delivered by the Clerk to each landowner shall have printed or typed thereon the following: (i) the name of the landowner, (ii) the address of the landowner, (iii) a declaration under penalty of perjury stating that the voter is the landowner or the authorized representative of the landowner entitled to vote the enclosed ballot and is the person whose name appears on the identification envelope, (iv) the printed name and signature of the voter, (v) the address of the voter, (vi) the date of signing and place of execution of said declaration, and (vii) a notice that the envelope contains an official ballot and is to be opened only by the Clerk.
(vii) The instruction to voter form to be mailed by the Clerk to the landowners shall inform them that the official ballots shall be returned to the Clerk properly voted as provided thereon and with the certification appended thereto properly completed and signed in the sealed return identification envelope with the certification thereon completed and signed and all other information to be inserted thereon properly inserted no later than 7:00 p.m. on the date of the Special Election, or immediately after the Resolution Calling the Special Election is adopted.
(viii) Upon receipt of the return identification envelopes, which are returned prior to the voting deadline on the date of the Special Election, the Clerk shall canvass the votes cast in the Special Election, and shall file a statement with the City Council as to the results of such canvass and the election on each proposition set forth in the official ballot.
Section 14. Annexation Territory. Other property within the boundaries of the City may be annexed into the CFD pursuant to Article 3.5 of the Act.
Section 15. Exempt Property. Except as provided in Section 53340.1 of the Act and except for properties that a local agency is a landowner of within the meaning of subdivision (f) of Section 53317 of the Act, pursuant to Section 53340 of the Act, properties of entities of the state, federal and local governments shall be exempt from the levy of the Special Tax. Reference is hereby made to the Rate and Method for a description of other properties or entities that are expressly exempted from the levy of the Special Tax.
Section 16. Appropriations Limit. An appropriations limit for the CFD is hereby established, subject to voter approval, as an amount equal to all the proceeds of the Special Tax collected annually within such CFD and as defined by Article XIIIB of the California Constitution, as adjusted for changes in the cost of living and changes in population.
Section 17. Special Tax Accountability Measures. Pursuant to and in compliance with the provisions of Government Code Section 50075.1, the City Council hereby establishes the following accountability measures pertaining to the levy by the CFD of the Special Tax described in Section 8 above:
a. The Special Tax shall be levied for the specific purposes set forth in Section 7 hereof.
b. The proceeds of the levy of the Special Tax shall be applied only to the specific purposes set forth in Section 7 hereof.
c. The CFD shall establish an account or accounts into which the proceeds of such Special Tax shall be deposited.
d. The Finance Director, or his or her designee, acting for and on behalf of the CFD, shall annually file a report with the City Council as required pursuant to Government Code Section 50075.3.
Section 18. CEQA. The City Council hereby finds that the CFD formation involves creation of a funding mechanism for certain ongoing service and maintenance activities that do not have any potential for significantly impacting the environment. Further, the City Council hereby finds that it can be seen with certainty that the proposed financing mechanism and services funded thereby have no possibility of resulting in a significant effect on the environment. Therefore, the City Council, in its independent judgment, finds that the project is exempt from CEQA, and hereby directs City Staff to prepare and file a Notice of Exemption with the County Clerk within five days of adoption of this Resolution pursuant to Section 21152 of the California Public Resources Code and Section 15062 of the CEQA Guidelines.
Section 19. Effective Date. This resolution shall take effect upon its adoption.
PASSED, ADOPTED AND APPROVED at a regular meeting of the City Council of the City of Hanford duly called and held on the ____ day of __________, 2026, by the following vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
APPROVED:
_____________________
Mark Kairis
Mayor of the City of Hanford
ATTEST:
Natalie Corral
City Clerk
State of California )
County of Kings ) ss
City of Hanford )
I, Natalie Corral, City Clerk of the City of Hanford, do hereby certify the foregoing Resolution was duly passed and adopted at a regular meeting of the City Council of the City of Hanford held on the day of , 2026.
Date: City Clerk .
Exhibit A
City of Hanford Community Facilities District No. 2026-3 (Public Maintenance Services)
Description of Services
It is the intention of this City Council to finance certain services described below (the “Services”). The City Council hereby finds that the Services are in addition to those provided in the territory within the CFD prior to the establishment of the CFD and that such Services will not supplant services already available within that territory. A general description of the services to be provided is as follows:
Landscaping and Lighting Maintenance: includes the labor, material, administration, personnel, equipment and utilities (i.e., water and power) necessary to maintain public landscaping and lighting improvements for, within, or associated with the CFD, including trees, turf, ground cover, shrubs, weed removal, irrigation systems, sidewalk, drainage facilities, lighting, signs, monuments, graffiti removal, walkways, and associated appurtenant facilities located within, or associated with, the CFD.
Park Maintenance: includes the estimated and reasonable costs of providing public park maintenance for, within, or associated with the City or the CFD, including but not limited to (i) the costs of contracting for park maintenance services, including trees, plant material, restrooms, irrigation systems, sidewalks, drainage facilities, weed control, lighting, and parking lot maintenance, (ii) the salaries and benefits of City staff, including maintenance staff, that directly provide park maintenance services, (iii) the expense related to equipment, apparatus, and supplies related to these services and authorized by the Act, (iv) utility costs such as water, sewer, lighting and power and (v) City overhead costs associated with providing such services.
Drainage Maintenance: includes the labor, material, testing, reporting, remediation, permitting, general administration, personnel, equipment and utilities necessary to maintain public drainage improvements for, within, or associated with the CFD, including drain inlets, filters, detention basin, storm drain pipeline, and associated appurtenant facilities located within, or associated with, the CFD.
Street Maintenance: includes the labor, material, administration, personnel, equipment and utilities necessary to maintain public streets, streetlights and associated appurtenant facilities for, within, or associated with the City or the CFD, including City overhead costs associated with providing such services within the CFD.
The cost of the Services shall include incidental expenses, including, but not limited to, the costs associated with forming the CFD, determination of the amount of the Special Taxes, collection of the Special Taxes, payment of the Special Taxes, and costs incurred in order to carry out the authorized purposes of the CFD.
All Services shall be provided by the City of Hanford, with its own forces or by contract with third parties, or any combination thereof, to be determined entirely by the City of Hanford.
Nothing in this description of Services or any Resolution of the City Council shall be construed as committing the City or the CFD to provide all of the authorized Services. The provision of Services shall be subject to the successful formation of the CFD and the availability of sufficient proceeds of special taxes within the CFD.
Exhibit B
City of Hanford Community Facilities District No. 2026-3 (Public Maintenance Services)
Rate and Method of Apportionment
A Special Tax of City of Hanford Community Facilities District No. 2026-3 (Public Maintenance Services) (“CFD”) shall be levied on all Assessor's Parcels within the CFD and collected each Fiscal Year commencing in Fiscal Year 2026/27 in an amount determined by the Special Tax Administrator through the application of the rate and method of apportionment of the Special Tax set forth below. All of the real property in the CFD, unless exempted by law or by the provisions hereof, shall be taxed for the purposes, to the extent and in the manner herein provided.
A. DEFINITIONS
The terms hereinafter set forth have the following meanings:
“Act” means the Mello-Roos Community Facilities Act of 1982, being Chapter 2.5, Part 1, Division 2 of Title 5 of the Government Code of the State of California, as amended.
“Administrative Expenses” means the following actual or reasonably estimated costs incurred by the City as administrator of the CFD, provided that such costs are directly related to administration of the CFD: costs to determine, levy and collect the Special Taxes, including an allocable share of the salaries and benefits of City employees, the fees of consultants, and legal counsel; the costs of collecting installments of the Special Taxes upon the general tax rolls, including any charges levied by County departments; and the preparation of required reports and any other costs required to administer the CFD in accordance with the Act, as determined by the City.
“Annual Escalation Factor” means the greater of (i) four percent (4%) or (ii) the annual percentage increase in the Consumer Price Index for All Urban Consumers for San Francisco-Oakland-San Jose Area as determined by the Bureau of Labor Statistics. If said index is discontinued, then an alternative index may be used as determined by the Special Tax Administrator.
“Assessor's Parcel” means a Lot or parcel of land shown on an Assessor's Parcel Map with a parcel number assigned by the Assessor of the County that corresponds to a number shown on the County Assessor’s roll.
“Assessor's Parcel Map” means an official map of the Assessor of the County designating parcels by Assessor's Parcel number.
“Attached Residential” means an Assessor’s Parcel of Developed Property, within the CFD for which a Building Permit has been issued for purposes of constructing a residential structure or structures sharing common walls and/or common spaces, qualified as Attached Residential at the City’s discretion, consisting of two or more Dwelling Units, including, but not limited to duplexes, triplexes, and apartment units, as of June 30th preceding the Fiscal Year in which the Special Tax is being levied.
“Base Year” means Fiscal Year 2026/27.
“Building Permit” means a permit issued for new construction of a residential or non-residential structure following the formation of the CFD. For purposes of this definition, “Building Permit” shall not include permits issued solely for grading, utility improvements, or other such improvements that are constructed and installed and are not intended for human occupancy.
“CFD” means City of Hanford Community Facilities District No. 2026-3 (Public Maintenance Services).
“City” means the City of Hanford.
“City Clerk” means the City Clerk for the City or his or her designee.
"Commercial Property" means, in any Fiscal Year, all Developed Property for which a Building Permit was issued on or prior to June 30th preceding the Fiscal Year in which the Special Tax is being levied for a commercial establishment which includes, but is not limited to, retail stores, clothing stores, book stores, drug stores, professional services (i.e., barber shops, dry cleaners), non-warehouse public storage facilities, restaurants, supermarkets, hospitals, movie theaters, appliance and electronic stores, home supply stores, auto parts stores, and other businesses providing such products and services. The City shall make the determination as to whether a Parcel is Commercial Property.
“Council” means the City Council of the City, acting as the legislative body of the CFD.
“County” means the County of Kings, California.
“Detached Residential” means an Assessors’ Parcel of Developed Property within the CFD, for which a Building Permit has been issued for purposes of constructing a residential structure consisting of one single-family detached Dwelling Unit, including Mobile Homes, as of June 30th preceding the Fiscal Year in which the Special Tax is being levied.
“Developed Property” means, for Detached Residential or Attached Residential, an Assessor’s Parcel within the CFD for which a Building Permit was issued on or prior to June 30th preceding the Fiscal Year in which the Special Tax is being levied, based on the number of Dwelling Units or Building Square Footage, as applicable, per City or County records for that Assessor’s Parcel.
“Drainage Maintenance Requirement” means for any Fiscal Year in which the Special Taxes are levied, the amount equal to the budgeted costs for providing the labor, material, testing, reporting, remediation, permitting, general administration, personnel, equipment and utilities necessary to maintain public drainage improvements for, within, or associated with the CFD, including drain inlets, filters, detention basin, storm drain pipeline, and associated appurtenant facilities located within, or associated with, the CFD.
“Dwelling Unit” means each separate residential unit that comprises an independent facility capable of conveyance or rental separate from adjacent residential units, in which a person or persons may live, which comprises an independent facility and is not considered to be for non- residential use only, and as defined in the City of Hanford's Municipal Code.
“Exempt Property” means for each Fiscal Year, an Assessor's Parcel within the CFD not subject to the Special Tax. Exempt Property includes: (i) Public Property, (ii) Property Owner Association Property, (iii) Assessor’s Parcels with public or utility easements making impractical their utilization for other than the purposes set forth in the easement such as railroad parcels, roads and landscape lots, (iv) property reasonably designated by the City or Special Tax Administrator as Exempt Property due to deed restrictions, conservation easement, or similar factors that may make development of such property impractical for human occupancy, and (v) Welfare Exemption Property.
“Final Map” means an Assessor’s Parcel Map, a Final Subdivision Map, parcel map, condominium plan, or any other map functionally considered to be an equivalent development map that has been recorded in the Office of the County Recorder.
“Fiscal Year” means the period starting July 1 and ending on the following June 30.
"Industrial Property" means, in any Fiscal Year, all Developed Property for which a Building Permit was issued on or prior to June 30th preceding the Fiscal Year in which the Special Tax is being levied for construction of an industrial, manufacturing, or warehousing structure. The City shall make the determination as to whether a Parcel is Industrial Property.
"Institutional Property" means, in any Fiscal Year, all Developed Property for which a Building Permit was issued on or prior to June 30th preceding the Fiscal Year in which the Special Tax is being levied for construction of an institutional property, including but not limited to private schools, educational centers, child daycares, convalescent centers, hospice care centers, and property used for religious purposes. The City shall make the determination as to whether a Parcel is Institutional Property.
“Landscaping and Lighting Maintenance Requirement” means for any Fiscal Year in which the Special Taxes are levied, the amount equal to the budgeted costs for providing landscaping and lighting maintenance within, or associated with the CFD, including the labor, material, administration, personnel, equipment and utilities (i.e., water and power) necessary to maintain public landscaping and lighting improvements for, within, or associated with the CFD, including trees, turf, ground cover, shrubs, weed removal, irrigation systems, sidewalk, drainage facilities, lighting, signs, monuments, graffiti removal, walkways, and associated appurtenant facilities located within, or associated with, the CFD.
“Land Use Class” means any of the classes listed in Table 1 and defined herein.
“Lot” means an individual legal lot created by an Assessor’s Parcel Map or Final Map.
“Maximum Special Tax” means the maximum Special Tax, determined in accordance with Section C below, that can be levied by the CFD in any Fiscal Year on any Assessor’s Parcel.
“Mobile Home” means a vehicle designed and equipped for human habitation as defined by the California Health & Safety Code § 18008.
“Park” means a public park, open space, trail, dog park dedicated to and/or managed by the City of Hanford.
“Park Maintenance Requirement” means, for any Fiscal Year in which the Special Taxes are levied, the amount equal to the budgeted costs for providing park maintenance services within, or associated with the City or the CFD, including but not limited to (i) the costs of contracting for park maintenance services, including trees, plant material, restrooms, irrigation systems, sidewalks, drainage facilities, weed control, lighting, and parking lot maintenance, (ii) the salaries and benefits of City staff, including maintenance staff, that directly provide park maintenance services, (iii) the expense related to equipment, apparatus, and supplies related to these services and authorized by the Act, (iv) utility costs such as water, sewer, lighting and power and (v) City overhead costs associated with providing such services.
“Property Owner Association Property” means, for each Fiscal Year, any property within the CFD that is owned by, or irrevocably dedicated as indicated in an instrument recorded with the County Recorder, to a property owner association, including any master or sub-association, which consists of property owned in common by owners of surrounding properties and it is intended for use for community purposes.
“Proportionately” means, for Developed Property, that the ratio of the actual Special Tax levied per Assessor’s Parcel of Developed Property to the Maximum Special Tax per Assessor’s Parcel of Developed Property is equal for all Assessor’s Parcels of Developed Property. “Proportionately” means, for Undeveloped Property, that the ratio of the actual Special Tax levied per Assessor’s Parcel of Undeveloped Property to the Maximum Special Tax per Assessor’s Parcel of Undeveloped Property is equal for all Assessor’s Parcels of Undeveloped Property.
"Public Property" means, in any Fiscal Year: (i) all Parcels within the boundaries of the CFD that are owned by or irrevocably offered for dedication to the federal government, the State of California, the City or any other public agency; provided, however, that Taxable City Property shall not be categorized as Public Property, and any property leased by a public agency to a private entity and subject to taxation under Section 53340.1 of the Act (as such section may be amended or replaced) shall be taxed and classified in accordance with its use; and (ii) all Parcels within the boundaries of the CFD that are encumbered by an unmanned utility easement making impractical its utilization for other than the purpose set forth in the easement.
“Reserve Fund” means a fund that shall be created and maintained for the CFD for each Fiscal Year to provide necessary cash flow to cover maintenance and operational cost overruns, and delinquencies in the payment of Special Taxes.
“Special Tax” means the Special Tax to be levied in each Fiscal Year on each Assessor’s Parcel of Taxable Property to fund the Special Tax Requirement, and shall include Special Taxes levied or to be levied under Sections C and D, below.
“Special Tax Administrator” means an official of the City, or designee thereof, responsible for determining the Special Tax Requirement and providing for the levy and collection of the Special Taxes.
“Special Tax Requirement” means the sum of (i) Streetscape and Landscape Maintenance Requirement, (ii) Administrative Expenses of the CFD, and (iii) and any amounts required to establish or replenish a Reserve Fund for that Fiscal Year.
“State” means the State of California.
“Street Maintenance Requirement” means, for any Fiscal Year in which the Special Taxes are levied, the amount equal to the budgeted costs for providing the labor, material, administration, personnel, equipment and utilities necessary to maintain public streets, streetlights and associated appurtenant facilities for, within, or associated with the CFD, including City overhead costs associated with providing such services within the CFD.
“Streetscape and Landscape Maintenance Requirement” means the sum of the Landscaping and Lighting Maintenance Requirement, the Park Maintenance Requirement, the Street Maintenance Requirement, and the Drainage Maintenance Requirement.
“Taxable Property” means all Assessor’s Parcels of Developed Property and Undeveloped Property within the CFD that are not Exempt from the Special Tax pursuant to law or as defined herein.
“Undeveloped Property” means, for each Fiscal Year, an Assessor’s Parcel within the CFD for which a Building Permit has not been issued on or prior to June 30th preceding the Fiscal Year in which the Special Tax is being levied and is not classified as Exempt Property.
“Welfare Exemption Property” means, in any Fiscal Year, any Parcels that have received a welfare exemption under subdivision (g) of Section 214 of the Revenue and Taxation Code and for which such welfare exemption is still in place.
B. ASSIGNMENT TO LAND USE CATEGORIES
For each Fiscal Year, commencing with Fiscal Year 2026/27, using the definitions above, each Assessor’s Parcel within the CFD shall be classified as Taxable Property or Exempt Property. In addition, each Fiscal Year, beginning with Fiscal Year 2026/27, Taxable Property shall be further classified as Attached Residential, Detached Residential, Commercial Property, Industrial Property, Institutional Property, Mixed-use Property or Undeveloped Property.
C. MAXIMUM SPECIAL TAX RATE
1. Taxable Property
Table 1
Maximum Special Tax for Taxable Property
Community Facilities District No. 2026-3 (Public Maintenance Services) Fiscal Year 2026/27
Land Use
Class Description Maximum Special Tax
1 Detached Residential $896.00 per Dwelling Unit
2 Attached Residential $582.40 per Dwelling Unit
3 Commercial Property $0.810 per square foot of
Non-Residential Floor Area
4 Industrial Property $1.042 per square foot of
Non-Residential Floor Area
5 Institutional Property $0.579 per square foot of
Non-Residential Floor Area
6 Mixed-Use Property
Sum of Maximum Special
Tax for each applicable
Land Use Class
7 Undeveloped Property $4,655.16 per Lot Acre
For each Fiscal Year following the Base Year, the Maximum Special Tax rates in Table 1 shall be increased by the Annual Escalation Factor. Additional Land Use Classes, and the corresponding Maximum Special Tax of each new Land Use Class, may be added to Table 1 as a result of future annexations or if future annexations involve a new Land Use Class.
2. Exempt Property
No Special Tax shall be levied on Exempt Property as defined in Section A.
For each Fiscal Year, if the use or ownership of an Assessor's Parcel of Exempt Property changes so that such Assessor's Parcel is no longer classified as one of the uses set forth in Section A, therefore making such Assessor's Parcel no longer eligible to be classified as Exempt Property, such Assessor's Parcel shall be deemed to be Taxable Property and shall be taxed pursuant to the provisions of Section C.1. and the definitions herein.
D. METHOD OF APPORTIONMENT OF THE SPECIAL TAX
Commencing Fiscal Year 2026/27, and for each subsequent Fiscal Year, the Special Tax Administrator shall calculate the Special Tax Requirement based on the definitions in Section A and levy the Special Tax as follows until the amount of the Special Tax levied equals the Special Tax Requirement:
Step 1: The Special Tax shall be Proportionately levied each Fiscal Year on each Assessor’s Parcel of Developed Property up to 100% of the applicable Maximum Special Tax to meet the Special Tax Requirement. The applicable Maximum Special Tax shall be based on the Developed Property’s classification as Detached Residential, Attached Residential, Commercial, Industrial, Institutional or Mixed-Use.
Step 2: If after applying the method of apportionment in Step 1, if additional funds are needed to satisfy the Special Tax Requirement, the Special Tax shall be Proportionately levied each Fiscal Year on each Assessor’s Parcel of Undeveloped Property up to 100% of the applicable Maximum Special Tax to meet the remainder of the Special Tax Requirement needed.
E. APPEALS
Any landowner who pays the Special Tax and believes that the amount of the Special Tax levied on their Assessor’s Parcel is in error shall first consult with the Special Tax Administrator regarding such error. If following such consultation, the Special Tax Administrator determines that an error has occurred, the Special Tax Administrator may amend the amount of the Special Tax levied on such Assessor’s Parcel. If following such consultation and action, if any, the landowner believes such error still exists, such person may file a written notice with the City Clerk of the City appealing the amount of the Special Tax levied on such Assessor’s Parcel. Upon the receipt of any such written notice, the City Clerk shall forward a copy of such notice to the City Finance Director, who shall either (1) refer the matter to the City’s existing hearing board for administrative appeals; or (2) establish as part of the proceedings and administration of the CFD, a special three-member Review/Appeal Committee. The Review/Appeal Committee may establish such procedures, as it deems necessary to undertake the review of any such appeal. The hearing board or Review/Appeal Committee shall interpret this Rate and Method of Apportionment and make determinations relative to the annual administration of the Special Tax and any landowner appeals, as herein specified. The decision of the hearing board or Review/Appeal Committee shall be final and binding to all persons.
F. MANNER OF COLLECTION
Special Taxes levied pursuant to Section D above shall be collected in the same manner and at the same time as ordinary ad valorem property taxes, provided however that (i) the CFD may directly bill the Special Tax, and (ii) the CFD may collect Special Taxes at a different time or in a different manner if necessary to meet the financial obligations of the CFD or as otherwise determined appropriate by the City Council.
G. TERM OF SPECIAL TAX
Taxable Property in the CFD shall remain subject to the Special Tax in perpetuity or until the City Council takes appropriate actions to terminate the Special Tax pursuant to the Act.
RESOLUTION NO. 2026 -11-R
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HANFORD CALLING A
SPECIAL ELECTION AND SUBMITTING TO THE QUALIFIED ELECTORS OF CITY OF HANFORD COMMUNITY FACILITIES DISTRICT NO. 2026-3 (PUBLIC MAINTENANCE
SERVICES) PROPOSITIONS REGARDING THE ESTABLISHMENT OF AN
APPROPRIATIONS LIMIT AND THE ANNUAL LEVY OF A SPECIAL TAX WITHIN THE
COMMUNITY FACILITIES DISTRICT
WHEREAS, on March 3, 2026, the City Council (the “City Council”) of the City of Hanford (the “City”) held a public hearing (the “Public Hearing”) on the establishment of Community Facilities District No. 2026-3 (Public Maintenance Services) (the “District”).
WHEREAS, following the Public Hearing, the City Council adopted a resolution entitled “Resolution of Formation of the City Council of the City of Hanford to Establish City of Hanford Community Facilities District No. 2026-3 (Public Maintenance Services), to Establish an Appropriations Limit therefore, to Authorize the Levy of a Special Tax therein, and to Submit the Establishment of an Appropriations Limit and the Levy of a Special Tax to the Qualified Electors Thereof” (the “Resolution of Formation”) ordering the formation of the District, and subject to approval of the qualified electors of the District, authorizing the levy of a special tax (the “Special Tax”) on property within the District and establishing an appropriations limit for the District, pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, commencing with Section 53311 of the California Government Code (the “Act”); and
WHEREAS, pursuant to the Resolution of Formation, the propositions relating to the levy of the Special Tax and the establishment of an appropriations limit will be submitted to the qualified electors of the District as required by the Act; and
WHEREAS, the City Clerk has advised the City Council that she has received a statement from the Registrar of Voters of the County of Kings that less than twelve (12) persons are registered to vote in the territory of the District; and
WHEREAS, the City Clerk has advised the City Council that she has received Consent and Waiver forms from each and every landowner within the District, pursuant to which each landowner has expressly waived certain requirements related to the conduct of the election.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Hanford as follows:
Section 1. Recitals. The above recitals are all true and correct.
Section 2. Call of Election. The City Council hereby calls and schedules a special election for March 3, 2026, to consider the proposition described in Section 3 below.
Section 3. Proposition.
a. Pursuant to Sections 53325.7, 53326 and 53353.5 of the Act, the proposition relating to the levy of the Special Tax and the proposition relating to the establishment of the appropriations limit shall be combined into one ballot proposition and shall be submitted to the qualified electors of the District as required by the Act.
b. If the combined proposition for the levy of the Special Tax and the establishment of the appropriations limit receives the approval of more than two-thirds of the votes cast on the proposition, the Special Tax may be levied and the appropriations limit may be established as provided for in the Resolution of Formation.
c. The amount, method of collection and purpose of the Special Tax are specified in the Resolution of Formation, on file in the office of the City Clerk and by this reference incorporated herein.
d. The proposition to be submitted to the voters of the District at such special election shall be as follows:
Shall special taxes with a rate and method of apportionment as set forth in Exhibit “B” to the resolution entitled “Resolution of Formation of the City Council of the City of Hanford to Establish City of Hanford Community Facilities District No. 2026-3 (Public Maintenance Services), to Establish an Appropriations Limit therefor, to Authorize the Levy of a Special Tax Therein, and to Submit the Establishment of an Appropriations Limit and the Levy of a Special Tax to the Qualified Electors Thereof” (the “Resolution of Formation”) be levied annually on taxable property within City of Hanford Community Facilities District No. 2026-3 (Public Maintenance Services), to pay for landscaping and lighting maintenance, park maintenance, drainage maintenance and street maintenance, and incidental expenses related thereto, and shall the appropriations limit be established, all as set forth in the Resolution of Formation?
Section 4. Electors Determined. The City Council finds that 12 persons have not been registered to vote within the territory of the District for each of the 90 days preceding the close of the Public Hearing and that pursuant to Section 53326 of the Act, the vote in the special election called by this Resolution shall be by the landowners of the District whose property would be subject to the special taxes if they were levied at the time of the election, and each landowner shall have one vote for each acre, or portion thereof, which he or she owns within the District which would be subject to the proposed special taxes if they were levied at the time of the election.
Section 5. Conduct of Election. Except as otherwise provided in Section 6 hereof, the special election shall be conducted by the City Clerk in accordance with the provisions of the California Elections Code governing mail ballot elections of cities, and in particular the provisions of Division 4 (commencing with Section 4000), of that Code, insofar as they may be applicable.
Section 6. Election Procedures.
a. The procedures to be followed in conducting the special election on the proposition described in Section 3 shall be as provided in the Resolution of Formation. It is hereby acknowledged that the City Clerk has on file a copy of the Resolution of Formation.
b. The City Council hereby finds that the qualified electors of the CFD have waived the time limits for conducting the special election by unanimous written consent.
Section 7. Concurrence of City Clerk. The City Council hereby finds and determines that the City Clerk has concurred in the shortened time for the election, pursuant to Section 53326 of the Act.
PASSED, ADOPTED AND APPROVED at a regular meeting of the City Council of the City of Hanford duly called and held on the ____ day of __________, 2026, by the following vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
APPROVED:
Mark Kairis
MAYOR of the City of Hanford
ATTEST:
Natalie Corral
City Clerk
State of California )
County of Kings ) ss
City of Hanford )
I, Natalie Corral, City Clerk of the City of Hanford, do hereby certify the foregoing Resolution was duly passed and adopted at a regular meeting of the City Council of the City of Hanford held on the day of , 2026.
Date: City Clerk
RESOLUTION NO. 2026-12-R
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HANFORD DECLARING
THE RESULTS OF A SPECIAL ELECTION IN CITY OF HANFORD COMMUNITY FACILITIES DISTRICT NO. 2026-3 (PUBLIC MAINTENANCE SERVICES) AND
DIRECTING THE RECORDING OF A NOTICE OF SPECIAL TAX LIEN
WHEREAS, in proceedings heretofore conducted by the City Council of the City of Hanford (the “City Council”) pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, commencing with Section 53311, of the California Government Code (the “Act”), the City Council adopted Resolution No. 2026-11-R on March 3, 2026, entitled “Resolution of the City Council of the City of Hanford Calling a Special Election and Submitting to the Qualified Electors of City of Hanford Community Facilities District No. 2026-3 (Public Maintenance Services) Propositions Regarding the Establishment of an Appropriations Limit and the Annual Levy of a Special Tax within the Community Facilities District” (the “Resolution Calling Election”), calling for a special election (the “Special Election”) of the qualified electors within Community Facilities District No. 2026-3 (Public Maintenance Services) (the “District”); and
WHEREAS, pursuant to the terms of the Resolution Calling Election, which are by this reference incorporated herein, the Special Election was held on March 3, 2026, and the City Clerk has on file a Certificate of the City Clerk as to the Results of the Canvass of the Election Returns (the “Certificate”), a copy of which is attached hereto as Exhibit A and by this reference incorporated herein; and
WHEREAS, this City Council has reviewed said Certificate and hereby approves it.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Hanford as follows:
Section 1. Recitals. The above recitals are all true and correct.
Section 2. Ballot Measure. The ballot measure (the “Ballot Measure”) presented to the qualified electors is set forth in the Certificate in Exhibit A attached hereto and by this reference incorporated herein.
Section 3. Election Results. The results of the Special Election are as set forth in the Certificate on file with the City Clerk and attached hereto as Exhibit A. Pursuant to the Certificate, the Ballot Measure presented at the Special Election was approved by the qualified electors of the District.
Section 4. Ballot Measure Authorized. This City Council, acting in its capacity as legislative body of the District, is hereby authorized to levy on the land within the District the special tax described in the Ballot Measure for the purposes described therein and to take the necessary steps to levy the special tax authorized by the Ballot Measure. The appropriations limit as specified in the Ballot Measure is hereby established.
Section 5. Finding of Validity. It is hereby found that all prior proceedings and actions taken by this City Council with respect to the District were valid and in conformity with the Act.
Section 6. Notice of Special Tax Lien. The City Clerk is hereby directed to record in the office of the County Recorder of the County of Kings within fifteen days of the date hereof a notice of special tax lien with respect to the District in substantially the form required by California Streets and Highways Code Section 3114.5.
PASSED, ADOPTED AND APPROVED at a regular meeting of the City Council of the City of Hanford duly called and held on the ____ day of __________, 2026, by the following vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
Mark Kairis
MAYOR of the City of Hanford
ATTEST:
Natalie Corral
City Clerk
State of California )
County of Kings ) ss
City of Hanford )
I, Natalie Corral, City Clerk of the City of Hanford, do hereby certify the foregoing Resolution was duly passed and adopted at a regular meeting of the City Council of the City of Hanford held on the day of _______________, 2026.
Date: City Clerk .
EXHIBIT A
CITY OF HANFORD
COMMUNITY FACILITIES DISTRICT NO. 2026-3
(PUBLIC MAINTENANCE SERVICES)
CERTIFICATE OF THE CITY CLERK AS TO THE
RESULTS OF THE CANVASS OF THE ELECTION RETURNS
I, Natalie Corral, City Clerk of the City of Hanford, hereby certify that I canvassed the returns of the Special Election in the City of Hanford Community Facilities District No. 2026-3 (Public Maintenance Services) (the “District”), that the election was held in the Chambers of the City Council at 400 North Douty Street, Hanford, California 93230 on March 3, 2026.
I further certify that the total number of ballots cast in said election and the total number of votes cast for and against the measure are full, true and correct:
Ballot Measure
Qualified
Eligible
Votes
Votes
Cast Yes No
Shall special taxes with a rate and method of
apportionment as set forth in Exhibit “B” to the
resolution entitled “Resolution of Formation of the City Council of the City of Hanford to Establish City of
Hanford Community Facilities District No. 2026-3
(Public Maintenance Services), to Establish an
Appropriations Limit therefor, to Authorize the Levy of a Special Tax Therein, and to Submit the
Establishment of an Appropriations Limit and the Levy
of a Special Tax to the Qualified Electors Thereof” (the “Resolution of Formation”) be levied annually on
taxable property within City of Hanford Community
Facilities District No. 2026-3 (Public Maintenance
Services), to pay for landscaping and lighting
maintenance, park maintenance, drainage
maintenance, street maintenance, and incidental
expenses related thereto, and shall the appropriations
limit be established, all as set forth in the Resolution of Formation?
IN WITNESS WHEREOF, I HAVE HEREUNTO SET MY HAND this __ day of ______________, 2026.
By: __________________________
Natalie Corral
City Clerk
City of Hanford
ORDINANCE NO. 26-02
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF HANFORD,
CALIFORNIA, LEVYING SPECIAL TAXES WITHIN THE CITY OF HANFORD COMMUNITY FACILITIES DISTRICT NO. 2026-3 (PUBLIC MAINTENANCE
SERVICES)
WHEREAS, on January 20, 2026, the City Council of the City of Hanford (the “City Council”) adopted Resolution No. 2026-03-R entitled “A Resolution of the City Council of the City of Hanford Declaring Its Intention to Establish City of Hanford Community Facilities District No. 2026-3 (Public Maintenance Services) and to Authorize the Levy of a Special Tax Therein to Finance Certain Services” (the “Resolution of Intention”), stating its intention to establish the City of Hanford Community Facilities District No. 2026-3 (Public Maintenance Services) (the “District”) to fund certain services described therein (the “Services”) pursuant to the Mello-Roos Community Facilities Act of 1982, California Government Code section 53311 et seq. (the “Act”); and
WHEREAS, notice was published as required by the Act of the public hearing called pursuant to the Resolution of Intention as to the City Council’s intention to form the District and to provide for the costs of the Services; and
WHEREAS, the Resolution of Intention called for a public hearing on the District to be held on March 3, 2026, and on this date the City Council held a public hearing, as required by the Act, relative to its decision to proceed with the formation of the District and the levy of special taxes therein; and
WHEREAS, at the public hearing all persons desiring to be heard on all matters pertaining to the formation of the District and the levy of the special taxes were heard, evidence was presented and considered by this City Council and a full and fair hearing was held; and
WHEREAS, subsequent to the close of the public hearing, this City Council adopted resolutions entitled "Resolution of Formation of the City Council of the City of Hanford to establish City of Hanford Community Facilities District No. 2026-3 (Public Maintenance Services), to establish an Appropriations Limit therefor, to authorize the Levy of A Special Tax therein, and to Submit the establishment of an Appropriations Limit and the Levy of Special Taxes to the Qualified Electors thereof” (the “Resolution of Formation”), and "Resolution of the City Council of the City of Hanford calling a Special Election and submitting to the Qualified Electors of City of Hanford Community Facilities District No. 2026-3 (Public Maintenance Services) propositions regarding the establishment of an appropriations Limit and the annual Levy of a Special Tax Within the Community Facilities District", which resolutions established the District, authorized the levy of a special tax within the District, and called an election within the District on the proposition of levying a special tax within, and establishing an appropriations limit for, the District; and
WHEREAS, an election was held within the District in which the landowners approved said propositions by ballots cast in the election.
NOW, THEREFORE, BE IT ORDAINED by the City Council of the City of Hanford as follows:
Section 1. By the passage of this Ordinance, this City Council hereby authorizes and levies special taxes within the District, pursuant to the Act, at the rate and in accordance with the rate and method of apportionment of special taxes appended as Exhibit B to the Resolution of Formation (the “Rate and Method of Apportionment”), which Resolution of Formation is by this reference incorporated herein. The Special Tax is hereby levied to pay for the Services for the District, as contemplated by the Resolution of Formation and the Rate and Method of Apportionment, commencing in fiscal year 2026/27 and in each fiscal year thereafter.
Section 2. The Finance Director of the City or her designee is hereby authorized and directed each fiscal year to determine the specific special tax rate and amount to be levied for each parcel of real property within the District, in the manner and as provided in the Rate and Method of Apportionment.
Section 3. Exemptions from the levy of the Special Tax shall be as provided in the Resolution of Formation and the applicable provisions of the Act. In no event shall special taxes be levied on any parcel within the District in excess of the maximum tax specified in the Rate and Method of Apportionment.
Section 4. All of the collections of the special tax shall be used as provided for in the Act and in the Resolution of Formation, including, but not limited to, the payment of costs of providing the Services, the payment of City costs in administering the District and the costs of collecting and administering the special tax.
Section 5. The special taxes shall be collected from time to time as necessary to meet the financial obligations of the District. The special taxes will be collected in the same manner as ordinary ad valorem property taxes, and the special taxes shall have the same lien priority, and be subject to the same penalties and the same procedure and sale in cases of delinquency as provided for ad valorem taxes. In addition, the provisions of California Government Code section 53356.1 shall apply to delinquent special tax payments. The Finance Director or her designee is hereby authorized and directed to provide all necessary information to the auditor/tax collector of the County of Kings and to take all actions necessary to effect proper billing and collection of the special tax, so that the special tax shall be levied and collected in sufficient amounts and at the times necessary to satisfy the financial obligations of the District in each fiscal year.
Notwithstanding the foregoing, any special taxes that cannot be collected on the County tax roll, or are not so collected, may be collected through direct billing by the City.
Section 6. If for any reason a court with jurisdiction finds any portion of this ordinance to be invalid or finds the special tax to be inapplicable to any particular parcel, then the
balance of this ordinance and the application of the special tax to the remaining parcels shall not be affected.
Section 7. This ordinance shall take effect and be in force immediately as a tax measure; and before the expiration of fifteen (15) days after its passage the same shall be published, with the names of the members voting for and against the same, at least once in a newspaper of general circulation published and circulated in the District.
Passed and adopted by the City Council of the City of Hanford at a regular meeting being held on March 3, 2026 by the following roll call vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
APPROVED
Mark Kairis
MAYOR of the City of Hanford
ATTEST:
Natalie Corral
City Clerk
State of California )
County of Kings ) ss
City of Hanford )
I, Natalie Corral, City Clerk of the City of Hanford, do hereby certify the foregoing Resolution was duly passed and adopted at a regular meeting of the City Council of the City of Hanford held on the day of , 2026.
___________________.
Natalie Corral
City Clerk
City of Hanford
15.A.
AGENDA
STAFF REPORT
MEETING DATE: 3/3/2026 AGENDA SECTION: GENERAL BUSINESS
SUBJECT:
Presentation by Nielsen Merksamer Parrinello Gross & Leoni LLP on past year in review and 2026 outlook for state legislative efforts
RECOMMENDATION:
Recommendation: Receive a presentation by Nielsen Merksamer Parrinello Gross & Leoni LLP on past year in review and 2026 outlook for state legislative efforts Recommended Motion: No motion is required. This is an informational item.
BACKGROUND:
Nielsen Merksamer is one of the preeminent political law, government law, and lobbying firms in the country, serving a national clientele that includes leading businesses, non-profits, trade associations, individuals, unions and public agencies. The firm has represented the City since November 2022.
The firm represents the City of Hanford in:
• Government law, advocacy, lobbying and strategic advice regarding the legislative and administrative process.
FISCAL IMPACT:
No fiscal impact.
ATTACHMENTS:
None
15.B.
AGENDA
STAFF REPORT
MEETING DATE: 3/3/2026 AGENDA SECTION: GENERAL BUSINESS
SUBJECT:
Approval of the Real Estate Purchase and Sale Agreement with Escrow Instructions and Authorization for the Mayor and City Manager to Execute Necessary Documents for the Purchase of Kings County Assessor’s Parcel Numbers 012-046-006, 012-046-007, 012-045-004, 012-045-005, and 012-045-010 from Miya Farms, Inc.
RECOMMENDATION:
Recommendation: Approval of the Real Estate Purchase and Sale Agreement with Escrow Instructions and Authorization for the Mayor and City Manager to Execute Necessary Documents for the Purchase of Kings County APNs 012-046-006, 012-046-007, 012-045-004, 012-045-005, and 012-045-010 from Miya Farms, Inc.
Recommended Motion: I move to approve the Real Estate Purchase and Sale Agreement with Escrow Instructions and Authorization for the Mayor and City Manager to Execute Necessary Documents for the Purchase of Kings County APNs 012-046-006, 012-046-007, 012-045-004, 012- 045-005, and 012-045-010 from Miya Farms, Inc.
BACKGROUND:
History and Current Status
Miya Farms, Inc. currently owns those certain aforementioned parcels located at the southeast corner of S Harris Street and E 7th Street, comprised of approximately 56,228 square feet. The parcels are currently occupied by Weisser Automative Repair and Grizz’s Power House Gym. The City desires to purchase the five parcels from Miya Farms, Inc. to construct a new public safety building.
Agreement Details
The purchase price has been set at one million one hundred thousand dollars ($1,100,000.00). Key provisions in the agreement with Miya Farms, Inc. include:
1. Deposit: Within five (5) business days of the execution of the Purchase and Sale Agreement, the City is to make a three percent (3%) purchase price deposit in the amount of thirty-three thousand dollars ($33,000.00) with the escrow holder. The remainder of the purchase price is to be deposited at least one (1) business day before the close of escrow.
2. Due Diligence Period. Commencing on the date of execution of the Purchase and Sale Agreement, the City has forty-five (45) days to undertake an inspection of the parcels, conduct a Phase I environmental assessment, and conduct a review and investigation of the effect of any
zoning, maps, permits, reports, engineering data, regulations, ordinances and law affecting the parcels. If such Phase I environmental assessment demonstrates environmental concerns that require further review through a Phase II environmental assessment, the Due Diligence Period shall be extended for an additional period of ninety (90) days to allow Purchaser to complete a Phase II environmental assessment. At any time prior to the initial forty-five (45) day Due Diligence Period, the City may terminate the Purchase and Sale Agreement, whereupon the City’s Deposit will be promptly returned to the City. The City’s Deposit becomes nonrefundable subject to Seller’s performance of the Purchase and Sale Agreement upon conclusion of the initial forty-five (45) Due Diligence period.
3. Title Insurance. At the close of escrow, the escrow holder shall issue its CLTA Owner’s Policy of Title Insurance and the City’s requested endorsements showing title to the parcels vested in the City.
4. Prorations. The escrow holder is to prorate all real and personal property taxes and all other charges or assessments related to the parcels using the latest tax bills using a 365-day year. Utility or insurance costs and premiums are to be prorated outside of escrow by the City and Miya Farms, Inc.
5. Transaction Costs: The City and Miya Farms, Inc. shall be responsible for their own legal and miscellaneous expenses. Transfer and recordation taxes, along with the CLTA Owner’s Policy of Title Insurance is to be paid for by Miya Farms, Inc. All escrow costs are to be split evenly between the City and Miya Farms, Inc.
FISCAL IMPACT:
The purchase price of the five parcels totals one million one hundred thousand dollars ($1,100,000.00), with additional escrow costs, real and personal property taxes, and other charges and assessments in an amount not yet determined.
ATTACHMENTS:
1. Purchase and Sale Agreement
1 REAL ESTATE PURCHASE AND SALE AGREEMENT
WITH ESCROW INSTRUCTIONS
This REAL ESTATE PURCHASE AND SALE AGREEMENT WITH ESCROW INSTRUCTIONS (“Agreement”) is made and entered as of ___________ ____, 2026 (“Effective Date”), by and between the CITY OF HANFORD, a municipal corporation, as “Purchaser”, and MIYA FARMS, INC., a California corporation, as “Seller.” Purchaser and Seller are sometimes hereinafter referred to separately as a “Party” or collectively as “Parties.”
RECITALS
This Agreement is made with reference to the following facts:
a. Seller is the owner of those certain parcels of real property located at the southeast corner of S Harris Street and E 7th Street, comprised of approximately 56,228 square feet, located in the City of Hanford, County of Kings, State of California, consisting of Kings County Assessor’s Parcel Numbers 012-046-006, 012-046-007, 012-045- 004, 012-045-005, and 012-045-010, and are more particularly described as attached hereto on Exhibit A (collectively, the “Properties”).
b. Seller desires to sell the Properties to Purchaser and Purchaser desires to purchase the Properties from Seller, according to the terms and subject to the conditions of this Agreement.
c. This Agreement is made in consideration of the mutual agreements, conditions, covenants, promises, representations, undertakings, and warranties contained herein.
NOW, THEREFORE, in consideration of the mutual covenants set forth herein and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the Parties hereby agree as follows:
1. Purchase and Sale. Subject to all of the terms, conditions and provisions of this Agreement and for the consideration set forth herein, Seller agrees to sell to Purchaser and Purchaser agrees to buy at the closing of the transaction contemplated by this Agreement (“Closing”), as defined in this Agreement, the Properties. The sale and purchase of the Properties shall be consummated by means of an escrow (“Escrow”) opened at the offices of CHICAGO TITLE INSURANCE COMPANY (“Escrow Holder”) located at 1460 W 7th Street #102, Hanford, California. This Agreement shall constitute the instructions for the Escrow upon acceptance by Escrow Holder.
The Parties shall also execute such additional escrow instructions as may be required by Escrow Holder, but the same shall be consistent with this Agreement and not modify the terms hereof unless specifically approved by the Parties, such approval to be given or withheld in their sole discretion.
2 2. Purchase Price. The purchase price for the Properties shall be One Million One Hundred Thousand and 00/100 Dollars ($1,100,000.00) (“Purchase Price”), subject to customary prorations and adjustments.
3. Payment of Purchase Price. The Purchase Price shall be paid as follows:
a. Within five (5) business days after the execution of this Agreement by both Parties, Purchaser shall deposit Thirty-Three Thousand and 00/100 Dollars ($33,000.00) (“Deposit”) with Escrow Holder. At the expiration of the initial forty-five (45) day Due Diligence Period (as defined below), the Deposit will become nonrefundable subject to Seller’s performance of the terms and conditions of this Agreement. The entire Deposit shall accrue to the benefit of Purchaser and be applied against the Purchase Price at the Closing. If Purchaser exercises its right to cancel and terminate this Agreement, as provided herein, the Deposit shall be promptly paid to Purchaser by Escrow Holder and this Agreement will be of no further force and effect. b. At least one (1) business day before the Closing, Purchaser shall deposit the balance of the Purchase Price with Escrow Holder, in cash, by wire transfer or other immediately available funds.
4. Liquidated Damages. IF THE ESCROW FAILS TO CLOSE BY THE SCHEDULED CLOSING DATE AS A RESULT OF PURCHASER’S DEFAULT
IN THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT,
THE DEPOSIT AND INTEREST ACCRUED THEREON SHALL BE RETAINED BY SELLER AS LIQUIDATED DAMAGES AND AS SELLER’S EXCLUSIVE REMEDY AGAINST PURCHASER, AT LAW OR IN EQUITY OR OTHERWISE.
RETENTION OF SUCH FUNDS BY SELLER AS LIQUIDATED DAMAGES IS
NOT INTENDED AS A FOREFEITURE OR PENALTY WITHIN THE MEANING OF CALIFORNIA CIVIL CODE SECTIONS 3275 OR 3369, BUT INSTEAD, IS
INTENDED TO CONSTITUTE LIQUIDATED DAMAGES TO SELLER
PURSUANT TO SECTIONS 1671, 1676 AND 1677 OF THE CALIFORNIA CIVIL CODE. BECAUSE OF THE SPECIAL NATURE OF THE NEGOTIATIONS THAT PRECEDED ACCEPTANCE BY SELLER OF PURCHASER’S OFFER TO
ACQUIRE THE PROEPRTIES, THE PARTIES ACKNOWLEDGE THAT THE
ACTUAL DAMAGE THAT WOULD RESULT TO SELLER AS A RESULT OF SUCH FAILURE WOULD BE EXTREMELY DIFFICULT TO ESTABLISH. IN
ADDITION, PURCHASER DESIRES TO LIMIT ITS POTENTIAL LIABILITY TO
SELLER IN THE EVENT THAT THIS TRANSACTION SHALL FAIL TO CLOSE. BY SEPARATELY INITIALING BELOW, THE PARTIES HEREBY
ACKNOWLEDGE THEIR AGREEMENT CONCERNING LIQUIDATED
DAMAGES.
_______________ _______________
Seller Initials Purchaser Initials
3 5. Possession. Seller shall deliver possession of the Properties to Purchaser at the Closing.
6. Condition of Title to Properties. Seller shall convey fee title to the Properties to Purchaser subject only to those encumbrances, contracts, agreements, rights, easements, rights of way, and mineral leases, rights and reservations as set forth in a preliminary report of title to the Properties to be prepared by Escrow Holder (“Title Report”) promptly after the opening of the Escrow. Upon receipt of the Title Report, and each document shown as an exception or encumbrance in the Title Report, Purchaser shall have fifteen (15) calendar days within which to notify Seller and Escrow Holder in writing of any exceptions to title as shown therein that Purchaser disapproves (“Objectionable Exceptions”). If Purchaser notifies Seller and Escrow Holder of one or more Objectionable Exception(s), Seller shall have fifteen (15) calendar days from receipt of such written notice to (i) remove the Objectionable Exception(s), or (ii) refuse to remove the Objectionable Exception(s), in which Purchaser may elect to waive its objection(s) and consummate this transaction, or terminate this Agreement and receive a refund of the Deposit and accrued interest, whereupon neither Party shall have any further obligation to sell or purchase the Properties. Purchaser’s failure to provide Seller and Escrow Holder with written notice of the Objectionable Exceptions within said fifteen (15) calendar day period shall constitute Purchaser’s approval of the Title Report and all exceptions shown therein (collectively, “Permitted Exceptions”). After Purchaser’s approval of the Title Report, Seller shall not allow, cause, or permit any additional exceptions to the condition of title to occur without Purchaser’s approval, other than ongoing real property taxes and assessments already of record.
7. Title Insurance. At the Closing, Escrow Holder shall commit to issue its CLTA Owner’s Policy of Title Insurance and Purchaser’s requested endorsements (provided, however, Purchaser may elect to obtain ALTA extended coverage if Purchaser so notifies Escrow Holder prior to the Closing and such election does not delay the close of Escrow) showing title to the Properties vested in Purchaser, subject only to the Permitted Exceptions as determined in accordance with Section 6 of this Agreement.
8. Due Diligence Period.
a. During the period commencing on the Effective Date and terminating at 5:00 p.m. forty-five (45) days from the Effective Date (the “Due Diligence Period”), Purchaser shall undertake, at Purchaser’s expense, including (but not limited to): (i) an inspection of the Properties; (ii) a review of the physical condition of the Properties, including (but not limited to), a Phase I environmental assessment, which includes inspection and examination of soils, environmental factors, hazardous substances, if any, and archeological information relating to the Properties; and (iii) a review and investigation of the effect of any zoning, maps, permits, reports, engineering data, regulations,
4 ordinances and law affecting the Properties. Seller shall make available to Purchaser, within ten (10) calendar days after the Effective Date, all property information in its possession or control during the Due Diligence Period, including, but not limited to, the leases for the Properties, historical revenue and expense information, all third party reports, service contracts, warranties, notices from any governmental or permit authorities, building plans and/or specifications, maintenance and repair records, surveys, and any other documents that concern the Properties and are in Seller’s possession or control.
b. If such Phase I environmental assessment demonstrates environmental concerns that require further review through a Phase II environmental assessment, the Parties agree that the Due Diligence Period shall be extended for an additional period of ninety (90) days, calculated from the Effective Date of this Agreement, to allow Purchaser to complete a Phase II environmental assessment. For the avoidance of doubt, any extension of the Due Diligence Period pursuant to this Section 8(b) shall not extend the date upon which the Deposit becomes non-refundable under Section 8(c). c. If Purchaser, in its sole and absolute discretion, and for any reason, approves all, or disapproves the results of any aspect of Purchaser’s inspection and review, Purchaser shall give, prior to 5:00 p.m. on the last day of the Due Diligence Period, either (i) its notice of approval, or (ii) its notice of disapproval and termination of this Agreement. If Purchaser, prior to 5:00 p.m. on the last day of the initial forty-five (45) day Due Diligence Period, terminates this Agreement, the Deposit shall be promptly returned to Purchaser. If Purchaser does not terminate this Agreement in writing prior to 5:00 p.m. on the last day of the initial forty-five (45) day Due Diligence Period, the Deposit shall become non-refundable, and Escrow Holder is authorized to release the Deposit to Seller upon Seller’s written request, regardless of Section 6.
d. If the transaction is disapproved, the Parties hereto shall be relieved of all further obligations or liabilities hereunder except as is otherwise specifically provided in this Section 8.
e. Purchaser shall, prior to Closing, indemnify, defend and hold Seller and Seller’s officials, officers, employees, representatives and agents and the Properties harmless from and against any and all loss, cost, damage, expense, claim or liability, including personal injury, loss of life and/or property damage incurred by: (i) Purchaser or Purchaser’s officials, officers, employees, representatives and agents as a result of the condition of the Properties; or (ii) by any person or entity as a result of the acts or omissions of Purchaser or its representatives, employees, contractors, or agents in performing any
5 inspection and/or testing activity on or about the Properties (provided, however, the indemnity of this Section 8(e) shall not apply to any pre-existing environmental condition unless the willful, intentional, or negligent act of Purchaser makes the pre-existing condition worse). Purchaser shall promptly pay all costs, fees, and expenses incurred as a result of or associated with such inspection work done or caused to be done on the Properties as permitted by this Section 8. Purchaser shall keep the Properties free from any and all mechanics or similar liens or charges resulting from such inspection work.
9. Settlement. Unless otherwise extended by the Parties in writing, the Closing shall occur as soon as possible or before the fifteenth (15th) calendar day following the expiration of the Due Diligence Period. The date on which Closing Occurs is referred to as the “Closing Date.” If the Escrow is not in a condition to close by the Closing date, Escrow Holder, except as otherwise provided herein, shall cancel the Escrow upon receipt of written notice from either Party of such cancellation; provided, however, that if Escrow is not in a condition to close by the Closing Date due to the failure of only one Party to perform, and such failure to perform constitutes a default under this Agreement, and the other Party has fully performed all of the obligations required of it in order to close the Escrow, only the performing Party shall be entitled to provide Escrow Holder with written notice of cancellation. In the absence of any written notice of cancellation, Escrow Holder shall proceed to close the Escrow as soon as possible.
10. Condition of the Properties. Except for representations made in writing by Seller prior to the Closing Date:
a. Purchaser expressly acknowledges that Purchaser is buying the Properties in an “AS IS AND WHERE AS” condition, and that it has not relied on any warranties, promises, understandings or representations, express or implied, of Seller or any employee, agent or representative of Seller, or any document relating to the Properties, except as are specifically set forth in this Agreement. Purchaser acknowledges that any and all feasibility or market reports, environmental assessments, engineering studies and other information of any type that Purchaser has received or may receive from Seller or its agents are furnished on the express condition that Purchaser shall make an independent verification of the accuracy of any and all such information, all such information being furnished without any warranty whatsoever. b. Purchaser acknowledges and agrees that neither Seller nor any employee, agent or representative of Seller has made any representation or warranty to Purchaser concerning the Properties, including, without limitation, the suitability of the Properties for Purchaser’s intended use or its compliance with any statutes, ordinances, rules or regulations. Purchaser shall perform and rely solely upon its own independent investigation concerning the Properties and the Properties’ compliance with any applicable law. Purchaser
6 acknowledges that it is acquiring the Properties subject to all existing laws, ordinances, rules and regulations, and that neither Seller nor any of Seller's representatives, agents or employees have made any warranties, representations or statements regarding any laws, ordinances, rules and regulations of any governmental or quasi-governmental body, entity, district, or agency having authority with respect to the use, condition or occupancy of the Properties.
c. Purchaser shall perform and rely solely upon its own investigation concerning Purchaser’s intended use of the Properties, the Properties’ fitness therefore, and the permissibility of such intended use under applicable statutes, ordinances, rules and regulations.
d. Except as expressly set forth in this Agreement, from and after the Closing, Purchaser will indemnify, defend, and will hold Seller harmless and hereby waives, releases, remises, acquits and forever discharges Seller, its officers, employees, and agents, and their respective heirs, successors, personal representatives and assigns, of and from any and all suits, causes of action, legal, equitable or administrative proceedings, claims, demands, actual damages, punitive damages, losses, costs, liabilities, interest, attorneys fees and expenses of whatever kind and nature, in law or in equity, known or unknown, arising out of or in any way connected with, directly or indirectly, or based upon or arising out of the condition, status, quality, nature or environmental state of the Properties; provided however, such duty to indemnify, defend, and hold Seller harmless shall not apply with respect to Seller’s gross negligence or intentional misconduct. It is the intention of this Agreement that, except for Seller’s gross negligence and intentional misconduct and except as otherwise expressly set forth herein, any and all responsibilities and obligations of Seller to Purchaser, and any and all rights or claims of Purchaser, its successors and assigns and affiliated entities, with respect to, or as against Seller arising by virtue of, the physical o r environmental condition of the Properties are by this release provision declared to be, from and after the Closing, null and void and of no present or future effect as to such parties. With respect to the matters released by Purchaser pursuant to this Section 10, Purchaser waives the benefits of Section 1542 of the Civil Code of the State of California, which provides as follows:
“A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”
7 11. Covenants, Warranties and Representations of Seller. Seller hereby makes the following covenants, representations and warranties:
a. Except as otherwise disclosed herein, Seller’s execution of this Agreement and performance of its obligations hereunder will not violate any agreement, option, covenant, condition, obligation or undertaking of Seller. b. Seller is not a “foreign person” as defined in Section 1445(1) of the Internal Revenue Code of 1986, as amended. At the Closing, Seller shall provide Purchaser Affidavits of Non-Foreign Status made under penalty of perjury, if required by Escrow Holder.
c. Except as otherwise disclosed herein, there are no liens on title or actions, suits, or proceedings of any kind or nature whatsoever, legal or equitable, pending or to the best of Seller’s knowledge, threatened against Seller, or the Properties, and relating to or arising out of the ownership, management, or operation of the Properties, in any court or before or by any federal, state, county or municipal department, commission, board, bureau, agency, or other government instrumentality.
d. The Properties are not subject to any third party leases or other use rights, with the exception of those rights, if any, which may be reflected in the Title Report.
e. Seller will not market the Properties for a period of sixty (60) days from the Effective Date, nor shall Seller or any of its employees, representatives, agents, or affiliates, directly or indirectly, offer the Properties (or any portion thereof), accept any other offers for the purchase and sale of the Properties (or any portion thereof), or solicit any bids or indications of interest, or initiate or otherwise participate in any negotiations or discussions with any person or entity other than Purchaser with respect to the Properties. This exclusivity paragraph shall be legally binding upon Seller, and Seller hereby agrees not to circumvent, avoid, bypass, or obviate, directly or indirectly, the intent of this exclusivity paragraph through any transaction, transfer, pledge, agreement, recapitalization, loan, lease, assignment, or otherwise. f. To Seller’s current actual knowledge, the Properties currently are in compliance in all respects with the rules, regulations, ordinances and laws of all governmental authorities having jurisdiction over the Properties. g. Seller shall notify Purchaser immediately if Seller becomes aware of any new information or material change concerning the Properties that affect the representations and warranties of Seller under this Agreement.
12. Covenants, Warranties, and Representations of Purchaser. Purchaser hereby makes the following covenants, representations and warranties:
a. Purchaser has the authority to enter into this Agreement, purchase the Properties, and to otherwise perform as set forth herein. The person
8 executing this Agreement on behalf of Purchaser has the full legal authority and is duly authorized to sign this Agreement on behalf of Purchaser and to bind Purchaser to all of the terms and conditions of this Agreement. b. Purchaser’s execution of this Agreement and performance of its obligations hereunder will not violate any agreement, option, covenant, condition, obligation, or undertaking of Purchaser.
c. There are no actions, suits, or proceedings of any kind or nature whatsoever, legal or equitable, pending or, to the best of Purchaser’s knowledge, threatened against Purchaser, in any court or before or by any federal, state, county, or municipal department, commission, board, bureau, agency, or other governmental instrumentality seeking to challenge Purchaser’s ability to purchase the Properties.
13. Survival of Warranties . The satisfaction, truth, accuracy, and completeness of each of the representations, warranties and covenants of Purchaser and Seller contained in this Agreement, as of the date hereof and as of the Closing, shall constitute a condition precedent to the obligations of Seller and Purchaser, respectively, hereunder. All representations, warranties, covenants, obligations, responsibilities and agreements set forth herein shall survive the Closing, and Seller and Purchaser each agree to indemnify, defend and hold the other harmless from any claim, demand, liability, loss or cost (including without limitation, reasonable attorneys' fees and costs) which the other may sustain arising out of any breach of and provision of this Section 13.
14. 1033 Exchange. Purchaser is aware and acknowledges that Seller may perform an exchange pursuant to Section 1033 of the Internal Revenue Code. Purchaser and Seller shall cooperate with each other to facilitate any exchange contemplated in this proposed transaction, so long as said cooperation does not result in any additional costs or liability to the other Party.
15. Brokerage Commissions. Each of Purchaser and Seller hereby warrants and represents to the other that it has not engaged or dealt with any broker, salesman, finder or similar intermediary in connection with the transaction of the Properties other than Jaime Martinez with Hoekstra & Associates, Inc. on behalf of Seller, whose fee of 2% of purchase price shall be paid for by Seller pursuant to a separate written agreement, and each Party shall hold harmless, indemnify and defend the other Party from and against any claim based on any alleged fact inconsistent with such party's warranty and representation contained in this paragraph. This Brokerage paragraph shall be legally binding upon Seller and Purchaser.
16. Conditions Precedent to Seller’s Obligations to Perform. Seller’s obligation to perform as set forth herein is expressly conditioned on satisfaction of each and every one of the following conditions precedent:
9 a. Purchaser shall have timely performed each of the acts to be performed by it hereunder.
b. Each of Purchaser’s representations and warranties set forth herein shall be true at the Closing as if affirmatively made at that time. c. Purchaser shall not have timely exercised any right set forth in this Agreement to cancel the Escrow or terminate this Agreement.
17. Conditions Precedent to Purchaser’s Obligation to Perform. Purchaser’s obligation to perform as set forth herein is hereby expressly conditioned on satisfaction of each and every one of the following conditions precedent:
a. Seller shall have timely performed each of the acts to be performed by it hereunder.
b. Each of Seller’s representations and warranties set forth herein shall be true at the Closing as if affirmatively made at that time.
c. Seller shall not have timely exercised any right set forth in this Agreement to cancel the Escrow or terminate this Agreement.
d. Escrow Holder is committed to issue the Title Policy as set forth above in Section 7.
e. Seller has satisfied all legal requirements for the sale of the Properties in order to grant clear title to Purchaser, subject to those conditions and Permitted Exceptions approved by Purchaser.
18. Establishment of Escrow. Upon execution of this Agreement by the Parties, a duplicate original of this Agreement shall be deposited with Escrow Holder. The general provisions of Escrow Holder’s escrow instructions shall not impose any additional obligations or liabilities on the Parties. If any of the general provisions conflict with the provisions of this Agreement, the provisions of this Agreement shall control.
19. Deposits into Escrow. The Parties shall make the following deposits into Escrow at or prior to the Closing:
a. Seller shall deposit an executed and acknowledged original Grant Deed conveying good and marketable title to the Properties, subject to all Permitted Exceptions.
b. Purchaser shall deposit all funds when and as required hereby (including, without limitation, the Purchase Price, all amounts necessary to pay Purchaser’s share of the closing costs), and such other amounts as Purchaser has agreed to pay under this Agreement, or as required by Escrow Holder, and a preliminary change of ownership report for Kings County. c. Both Parties shall execute and deliver such additional documents as Escrow Holder reasonably may deem necessary in order to effectuate the transaction set forth in this Agreement and to close the Escrow.
10 20. Prorations. Escrow Holder shall prorate the following items, as of the Closing, using a 365-day year: all real and personal property taxes and all other charges or assessments relating to the Properties using the latest tax bills. Purchaser shall pay any supplemental taxes assessed pursuant to Chapter 3.5 (Section 75) of the California Revenue and Taxation Code resulting from the sale of the Properties to Purchaser. Escrow Holder is not responsible for utility or insurance costs and premiums, all of which shall be prorated outside the Escrow by the Parties.
21. Title Insurance. At the Closing, Escrow Holder shall issue, effective as of that date, the Title Policy described in Section 7 of this Agreement.
22. Costs and Expenses. Costs and expenses shall be borne by the Parties as follows:
a. The Title Policy premium shall be paid by Seller, except that any increase in the Title Policy premium associated with Purchaser’s acquisition of an ALTA policy, if Purchaser desires such policy, or endorsements requested by Purchaser shall be paid by Purchaser; provided, however, that any endorsements which are requested by Purchaser as an accommodation and at the request of Seller shall be paid by Seller;
b. Documentary transfer taxes and costs of preparing and recording the Grant Deeds shall be paid by Seller; and
c. All Escrow Fees shall be shared equally between Purchaser and Seller.
All other costs of closing the Escrow, including, without limitation, filing fees, other recording fees and otherwise, shall be shared by the Parties equally, Each Party shall bear its own legal fees and costs. Purchaser shall deposit additional funds into Escrow in an amount equal to its share of the closing costs as determined by Escrow Holder. Escrow Holder is hereby authorized to withhold Seller’s share of the closing costs from funds otherwise distributable to Seller.
23. Procedure for Closing. Escrow Holder shall close the Escrow by doing the following:
a. Pay from funds deposited by Purchaser all claims, demands and liens necessary to place title to the Properties in the condition set forth in Section 6 of this Agreement;
b. Pay Seller’s share of the closing costs from funds otherwise distributable to Seller;
c. Pay from funds deposited by Purchaser (other than the Purchase Price), Purchaser’s share of closing costs;
d. Prorate real and personal property taxes and all other charges or assessments as set forth in Section 20 of this Agreement; e. Record Seller’s Grant Deed in the Official Records of Kings County and direct the County Record to affix the transfer tax after recording, return the recorded Grant Deed to Purchaser with a conformed copy to Seller, and file Purchaser’s preliminary change of ownership report in Kings County, as
11 appropriate; and
f. Unless otherwise instructed by Seller, unilaterally deliver the remaining funds held in Escrow, less payments authorized hereunder, to Seller by Escrow Holder’s check.
24. Failure to Close. If Escrow shall fail to close as a result of Purchaser’s breach of any of its obligations hereunder, then, in accordance with the provisions of Section 4 hereinabove, upon demand of Seller, Escrow Holder shall terminate the Escrow, immediately deliver the Deposit, accrued interest on the Deposit, and all documents that Seller previously deposited into Escrow (collectively “Seller's Documents”) to Seller, deliver Purchaser’s preliminary change of ownership report to Purchaser, and charge Purchaser for any cancellation charges. If the Escrow shall fail to close as a result of Seller’s breach of any of its obligations hereunder, or upon Purchaser’s election to terminate in accordance with the provisions of this Agreement, then upon demand of Purchaser, Escrow Holder shall terminate the Escrow, immediately cause to be delivered the Deposit and accrued interest to Purchaser, deliver Seller’s Documents to Seller, deliver Purchaser’s preliminary change of ownership report to Purchaser, and charge Seller for any cancellation charges. If the Escrow fails to close through no fault of either Purchaser or Seller, upon the demand of either Party, Escrow Holder shall return Purchaser’s preliminary change of ownership report to Purchaser, return Seller’s Documents to Seller, return the entire Deposit and accrued interest to Purchaser, and cancel the Escrow, with all cancellation charges to be borne equally by Purchaser and Seller.
25. Attorneys’ Fees. In the event of any action between Purchaser and Seller seeking enforcement of any of the terms and conditions of this Agreement, or in connection with the Properties, the prevailing Party in such action shall be awarded, in addition to damages, injunctive or other relief, its reasonable costs and expenses, including, but not limited to, taxable costs and reasonable attorneys’ fees. Purchaser and Seller agree that any such action shall be venued in Kings County, California or in the Federal District Court in Fresno, California.
26. Indemnification of Escrow Holder. Escrow Holder shall be indemnified and held harmless by Purchaser and Seller against any and all costs, damages, attorneys’ fees, expenses and liabilities which it incurs or sustains in connection with the Escrow, except for such items as may be caused by Escrow Holder’s misconduct or negligence.
27. Notice. Except as otherwise expressly provided herein, any notice, consent, authorization or other communication to be given hereunder shall be in writing and shall be deemed duly given and received when delivered personally, when transmitted by facsimile or e-mail if receipt is acknowledged by the addressee, one (1) business day after being deposited for next-day delivery with a nationally recognized overnight delivery service, or five (5) business days after being mailed by first class mail, charges and postage prepaid, properly addressed to the Party to receive such notice at the last address furnished for such purpose by the Party to whom notice is directed and addressed as follows:
12 To Seller: Miya Farms, Inc.
Attn: Melynda Miya
2409 N Cabernet Place
Hanford, CA 93230
To Purchaser: Chris Tavarez, City Manager
CITY OF HANFORD
319 N. Douty Street
Hanford, CA 93230
FAX: (559) 585-2595
To Purchaser’s Legal Counsel: Nicholas M. Matoian
GRISWOLD, LaSALLE, COBB, DOWD & GIN, LLP
111 East Seventh Street
Hanford, CA 93230
FAX: (559) 582-3106
28. Sole and Only Agreement. This Agreement supersedes any and all other agreements, either oral or in writing, between the Parties hereto and with respect to the matters set forth herein and contains all of the covenants and agreements between the Parties regarding said matters. Except as otherwise provided herein, each Party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or in writing, have been made by any Party or anyone acting on behalf of any Party which are not embodied in this Agreement and no other agreement, statement or promise shall be valid or binding.
29. Further Action. The Parties agree to perform all further acts, and to execute, acknowledge, and deliver any documents that may be reasonably necessary, appropriate or desirable to carry out the purposes of this Agreement.
30. Waiver. A waiver of any breach of this Agreement by any Party shall not constitute a continuing waiver or a waiver of any subsequent breach of the same or any other provision of this Agreement.
31. Choice of Laws. This Agreement shall be governed by the laws of the State of California and any question arising hereunder shall be construed or determined according to such law.
32. Headings. Headings at the beginning of each numbered section of this Agreement are solely for the convenience of the Parties and are not a part of this Agreement.
33. Survival. All of the provisions of this Agreement shall survive the Closing and shall remain binding upon the Parties.
34. Time. Time is of the essence, it being understood that each date set forth herein, particularly the Closing, and the obligations of the Parties to be satisfied by such dates have been the subject of specific negotiations by the Parties.
35. Counterparts. This Agreement may be signed by the Parties in different counterparts and the signature pages combined to create a document binding on all Parties.
13 Signatures follow on next page.
IN WITNESS WHEREOF, the Parties have executed this Agreement on the date first hereinabove written.
“SELLER”
MIYA FARMS, INC., a California corporation
Dated: _________________, 2026 _______________________________
By: _______________________________
Its: _______________________________
“PURCHASER”
CITY OF HANFORD, a municipal corporation
Dated: _________________, 2026 _______________________________
By: Chris Tavarez
Its: City Manager
14 EXHIBIT “A”
LEGAL DESCRIPTION OF THE PROPERTIES
APNs 012-046-006 and 012-046-007
LOTS 13, 14, 15 AND 16 IN BLOCK 116 OF THE CITY OF HANFORD, COUNTY OF
KINGS, STATE OF CALIFORNIA, ACCORDING TO THE MAP THEREOF RECORDED APRIL 24, 1882, IN BOOK 1 PAGE 35 OF MAPS, TULARE COUNTY RECORDS.
APNs 012-045-004 and 012-045-005
LOTS 17, 18, 19, 20, 21, 22 AND 23 IN BLOCK 117 OF THE CITY OF HANFORD,
COUNTY OF KINGS, STATE OF CALIFORNIA, ACCORDING TO THE MAP THEREOF RECORDED APRIL 24, 1882, IN BOOK 1 PAGE 35 OF MAPS, TULARE COUNTY RECORDS.
APN 012-045-010
LOTS 24, 25, 26, AND 27 OF BLOCK 117 OF THE CITY OF HANFORD, COUNTY OF
KINGS, STATE OF CALIFORNIA, ACCORDING TO THE MAP THEREOF RECORDED APRIL 24, 1882, IN BOOK 1 PAGE 35 OF MAPS, TULARE COUNTY RECORDS.
Council Future Agenda Items
Originated
Date Item Originator Staff Lead Date Estimate
11/4/2025 Artificial Intelligence Policy Discussion City Council Chris Tavarez TBD 11/18/2025 RFP for City Attorney Services City Council Chris Tavarez Mid 2027