-1- COSM / UVSM - ARCHSTONE/PADILLA Properties
PSA
PURCHASE AGREEMENT AND ESCROW INSTRUCTIONS
For the Archstone and Padilla Properties
THIS PURCHASE AGREEMENT AND ESCROW INSTRUCTIONS (“Agreement”) is made as of this ___ day of __________, 2022 (“Effective Date”), by and between Urban Villages San Marcos, LLC, a California limited liability company (“UVSM”), and City of San Marcos (“City”), with reference to the following facts:
RECITALS
WHEREAS, City and University Place San Marcos, LLC (“UPSM” ) entered into a Purchase Assignment and Repurchase Agreement on March 28, 2007 as amended by that certain First Amendment to Purchase Assignment and Repurchase Agreement dated March 27, 2012 and that certain Second Amendment to Purchase Assignment and Rep urchase Agreement dated December 9, 2014, Third Amendment dated December 10, 2019, and Fourth Amendment dated October 13, 202 0 (together the “Original Agreement”) , and all initially capitalized terms not otherwise defined herein shall have the same mean ings as set forth in the Original Agreement ; and
WHEREAS, UVSM is successor in interest to UPSM and all references hereafter to UVSM shall be deemed to include UPSM; and
WHEREAS, under the terms of the Original Agreement , UVSM: (a) conveyed to the City right, title and interest to certain UPSM Properties and UPSM Contracts, and (b) retained a right to repurchase all or any of the Properties conveyed to the City under the Original Agreement ; and
WHEREAS, UVSM desires to exercise its option to purchase certain City Property pursuant to Section 15 of the Original Agreement, as more fully described below:
• The Padilla Property, which consists of Assessor’s Parcel Number (“APN”) 221-100-56; and
• The Archstone Properties, which consist of APNs 221-100-14, 221-100-33, 221-100-64
The Padilla Property and the Archstone Properties shall collectively be referred to as the “Archstone/Padilla Properties ;” and the same are more particularly depicted and legally described on Exhibit A attached hereto and incorporated herein; and
WHEREAS, UVSM has provided the City with notice of its intention to exercise its option to purchase the Archstone/Padilla Properties pursuant to Section 15 of the Original Agreement; and
-2- COSM / UVSM - ARCHSTONE/PADILLA Properties
PSA
WHEREAS, the City acquired the Archstone Properties prior to the diss olution of redevelopment agencies and will utilize the proceeds from the sale of the Archstone Properties to facilitate the development of affordable housing in the City’s University District; and WHEREAS, the City has obtained an appraisal of the Archstone Properties, which the parties have agreed to use as the basis for determining the purchase price of the Archstone Properties; and
WHEREAS, the amount to be paid by UVSM to the City for the purchase of the Padilla Property will be the amount paid by the City for its acquisition of the Padilla Property; and WHEREAS, the City desires to convey the Archstone/Padilla Properties to UVSM and UVSM desires to acquire the Archstone/Padilla Properties on the terms described in this Agreement.
NOW, THEREFORE, the parties hereby agree as follows:
AGREEMENT
1. Purchase and Sale of the Archstone/Padilla Properties. Subject to th e terms and conditions of this Agreement, City hereby agrees, at the Closing, to convey the Archstone/Padilla Properties to UVSM, and UVSM hereby agrees to purchase the Archstone/Padilla Properties from City.
2. Legal Description and Depiction . The Archstone/Padilla Properties are legally described and depicted in the attached Exhibit “A.”
3. Purchase Price. The purchase price for the Archstone/Padilla Properties is $8,245,000.00 (“Purchase Price”), which shall be paid by UVSM to City in the following manner:
UVSM shall deliver a deposit of $ 100,000.00 (“Deposit”) to the Escrow Holder within three (3) business days of the opening of Escrow. On or before the Closing, UVSM shall deposit the remainder of the Purchase Price with Escrow Holder.
4. Opening of Escrow. UVSM and City promptly shall cause an escrow (‘Escrow”) to be opened with Chicago Title and Escrow Services, Attn : Meg Kilfoil -Dick (“Escrow Holder”), Chicago Title Company, 2111 Palomar Airport Road, Suite 260, San Diego, CA 92011 (“Escrow Holder”) for the consummation of the acquisition by UVSM from City of the Archstone/Padilla Properties by delivering a fully executed copy of this Agreement to the Escrow Holder, along with such other d ocuments as may be required hereunder to consummate such transaction. This Agreement shall constitute instructions to the Escrow Holder with respect to such transaction.
UVSM and City shall execute such additional escrow instructions as reasonably may be required to consummate the transactions contemplated by this Agreement and as UVSM and City may approve, which approval shall not be unreasonably withheld. To the extent such additional escrow instructions conflict with any provisions of this Agreement, the provisions of this
-3- COSM / UVSM - ARCHSTONE/PADILLA Properties
PSA
Agreement shall control, unless such additional escrow instructions specifically state to the contrary and are executed by both parties.
5. Closing. The close of Escrow for the Archstone/Padilla Properties (the “Closing”) shall occur on December 1, 2022. Escrow Holder shall cause the Deeds, the Street Dedications, and the TCE (as defined below) to be recorded in the Official Records of the County of San Diego (the “Official Records”) (including filing a separate statement of documentary transfer taxes due so that such amount does not appear on the Deed or otherwise in the Offi cial Records) on the date of the close of Escrow. Notwithstanding anything to the contrary herein, the City Manager or his designee is delegated the authority, on behalf of the City, to extend the Closing date to another date acceptable to UVSM, but not beyond December 31, 2022.
6. Representations and Warranties of UVSM. UVSM hereby represents and warrants to City as of the date of this Agreement and as of the date of the Closing, as follows:
6.1 Organization, Power and Qualification. UVSM is a limited liability company duly organized, existing and in good standing under the laws of the State of California. UVSM has all requisite power and authority to enter into this Agreement and all of the other documents necessary to consummate the transaction contemplated hereby, and such actions have been and will be authorized by all requisite actions of UVSM.
6.2 Due Execution, Binding . This Agreement has been duly executed and delivered by UVSM, and assuming the due execution and delivery of this Agreement by City, constitutes the legal, valid and binding obligation of UVSM, enforceable against UVSM in accordance with its terms.
6.3 No Violation . The execution and delivery of this Agreement and the performance of the transactions contemplated hereby does not and will not constitute a violation of nor be a default under or conflict with UVSM's organizational documents, the terms of any contract, lease, indenture, agreement, order, judgment or decree to which UVSM is a party or by which it is bound, and does not and will not, to UVSM's actual knowledge, violate or constitute a default under any statute, rule, regulation, order, decree, judgment or ordinance of any governmental, judicial or arbitral body, whether federal, state local or otherwise (collectively, “Laws”).
6.4 Bankruptcy. UVSM is not insolvent or unable to pay its debts as they become due and has no present intent to file any voluntary petition in bankruptcy or to seek relief, protection, reorganization, liquidation, dissolution or similar relief for debtors under any federal or state law, or in equity or to take any action which would directly or indirectly cause the Archstone/Padilla Properties to become the subject of any bankruptcy, dissolution, litigation or insolvency proceeding.
6.5 Consents. No approval or consent not previously obtained by any person or entity is necessary in connection with the execution of this Agreement by UVSM or the performance of its obligations under this Agreement.
-4- COSM / UVSM - ARCHSTONE/PADILLA Properties
PSA
6.6 Litigation. To UVSM’s actual knowledge, there is no suit, action, claim or proceeding pending and UVSM has not received notice of any potential suit, action claim or proceeding with respect to the Archstone/Padilla Properties.
7. Representations and Warranties of City . City hereby represents and warrants to UVSM as of the date of this Agreement and as of the date of the Closing, as follows:
7.1 Due Execution, Binding . This Agreement has been duly executed and delivered by City, and assuming the due execution and delivery of this Agreement by UVSM, constitutes the legal, valid and binding obligation of City, enforceable against City in accordance with its terms.
7.2 No Vi olation. The execution and delivery of this Agreement and the performance of the transactions contemplated hereby does not and will not constitute a violation of nor be a default under or conflict with City's charter, the terms of any contract, lease, indenture, agreement, order, judgment or decree to which City is a party or by which it is bound, and does not and will not, to the best of City's knowledge, violate or constitute a default under any Laws.
7.3 Ownership, Right to Convey. City owns the Archstone/Padilla Properties, has all power and authority to contribute, sell, assign, transfer, and convey the Archstone/Padilla Properties to UVSM and City is not contractually obligated to sell or otherwise transfer the Archstone/Padilla Properties to any other person or entity.
7.4 Bankruptcy. CITY is not insolvent or unable to pay its debt as they become due and has no present intent to file any voluntary petition in bankruptcy or to seek relief, protection, reorganization, liquidation, dissolution or similar relief for debtors under any federal or state law, or in equity, or to take any action which would directly or indirectly cause the Archstone/Padilla Properties to become the subject of any bankruptcy, dissolution, litigation or insolvency proceedings.
7.5 Hazardous Material. The City makes no representation or warranty whatsoever regarding the presence or absence of Hazardous Materials, or the state of the soils, on the Archstone/Padilla Properties. UVSM shall bear all risk related to Hazardous Materials and the soils conditions on the Archstone/Padilla Properties, and shall be solely responsible for conducting any necessary or desired soils testing, including Phase 1 and Phase 2 environmental site assessments. “Hazardous Material” means (a) any “hazardous substance” as defined in §101 (14) of the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended from time to time [42 U.S.C. § § 9601 et seq.]; (b) petroleum and petroleum products (including, without limitation, crude oil, natural gas, natural gas liquids, liquefied natural gas and synthetic gas); (c) polychlorinated bipheynls (PPCBs); (d) asbestos; (e) urea formaldehyde; (f) radon gas: (g) methane; and (h) any additional substances, materials or waste which are classified or considered to be hazardous or toxic under the state and local laws, rules, regulations, ordinances and codes of California or any applicable federal laws, rules, regulations, ordinances and codes.
-5- COSM / UVSM - ARCHSTONE/PADILLA Properties
PSA
7.6 Litigation. To City’s actual knowledge, there is no suit, action, claim or proceeding pending and City has not received notice of any potential suit, action claim or proceeding with respect to the Archstone/Padilla Properties.
7.7 Consents. No approval or consent not previously obtained by any person or entity is necessary in connection with the execution of this Agreement by City or the performance of its obligations under this Agreement.
7.8 As-Is Condition. The City makes no representation or express or implied warranty as to the physical condition of the Archstone/Padilla Properties or as to their condition or fitness for general or specific use. UVSM has relied solely upon its own inspection and evaluation of the Archstone/Padilla Properties in determining the condition and fitness of th e Properties. In executing this Agreement UVSM accepts the Archstone/Padilla Properties in their as-is condition, with all faults to be borne by UVSM.
8. Conditions to Close of Escrow
(a) Conditions of UVSM to Close of Escrow. The obligation of UVSM to consummate the Closing shall be subject to the timely satisfaction of, or its waiver of, the following conditions precedent:
8.1.2 Purchase Agreement. City shall have duly executed and delivered into Escrow this Agreement.
8.1.3 Deeds. City shall have executed, notarized and delivered into Escrow one (1) grant deed for the Archstone Properties and a separate one (1) grant deed for the Padilla Property in the form customarily used by the Title Company for similar transactions granting fee simple title to the Archstone/Padilla Properties (collectively, the “Deeds”), subject only to Permitted Exceptions with respect to the Archstone/Padilla Properties.
8.1.4 Closing Documents . City shall have duly executed and delivered into Escrow such other ag reements or documents reasonably requested by UVSM or Escrow Holder necessary for the consummation of the transactions contemplated by this Agreement for the Closing.
8.1.5 Representations and Warranties . City’s representations and warranties set forth in Section 7 hereof shall be true and correct in all material respects, as of the Closing.
8.1.6 Material Covenants. City shall have timely performed, satisfied and complied with all material covenants, agreements and conditions required by this Agreement to be performed or complied with by it on or before the Closing.
8.1.7 Due Authorization . City shall have delivered into Escrow written evidence reasonably satisfactory to UVSM and Escrow Holder that the person who executed this Agreement on behalf of City and any person wh o executes documents at or for the Closing on
-6- COSM / UVSM - ARCHSTONE/PADILLA Properties
PSA
behalf of City was and will be duly authorized to do so, and City was and will be bound by City’s or their actions.
8.1.8 Title Insurance. The Title Company shall have issued, or committed in writing to UVSM’s reasonable satisfaction to issue, a standard form of Owner’s Policy of Title Insurance with liability equal to the Purchase Price and showing fee simple title to the Archstone/Padilla Properties vested in UVSM subject only to the matters specified in the Policy(“Title Policy”).
8.1.9 Street Dedications . The City shall have executed and deposited into Escrow , for recordation immediately after the recordation of the Deeds conveying the Archstone/Padilla Properties to UVSM , a document dedicating the portion s of the Archstone/Padilla Properties described on Exhibit “B”, attached hereto and incorporated herein, as right of way for Discovery Street and Twin Oaks Valley Road (“Street Dedications”).
The foregoing conditions are solely for the benefit of UVSM and may be waived only by UVSM. UVSM shall at all times have the right to waive any condition, which waiver or waivers must be in writing to be effective. Notwithstanding anything to the contrar y contained in this Agreement, in the event there is a failure of a condition precedent to the close of Escrow in favor of UVSM which UVSM does not elect to waive, this Agreement shall be of no further force or effect, the rights and obligations of UVSM and City hereunder shall terminate and Escrow Holder shall immediately return to the applicable party any funds and documents deposited into Escrow by such party.
8.2 Conditions of City to Closing . The obligation of City to consummate the Closing shall be subje ct to the timely satisfaction of, or its waiver of, the following conditions precedent:
8.2.1 Purchase Agreement . UVSM shall have duly executed and delivered into Escrow this Agreement.
8.2.2 Closing Documents. UVSM shall have duly executed and delivered into Escrow such other agreements or documents reasonably requested by City necessary for the consummation of the transactions contemplated by this Agreement for the Closing.
8.2.3 Representations and Warranties . UVSM's representations and warranties set forth in Section 6 hereof shall be true and correct in all material respects.
8.2.4 Material Covenants. UVSM shall have timely performed, satisfied and complied with all material covenants, agreements and conditions required by this Agreement to be performed or complied with by it on or before the close of Escrow, which shall be no later than December 31, 2022.
8.2.5 Purchase Price . UVSM shall have delivered into Escrow the Purchase Price pursuant to Section 3.
-7- COSM / UVSM - ARCHSTONE/PADILLA Properties
PSA
8.2.6 Due Authorization. UVSM shall have delivered into Escrow written evidence reasonably satisfactory to City and Escrow Holder that the person who executed this Agreement on behalf of UVSM and any person who executes documents at or for the Closing on behalf of UVSM was and will be duly authorized to do so, and UVS M was and will be bound by UVSM's or their actions.
8.2.7 City Council Approval. The City Council shall have taken all actions necessary to this transaction, including approval of this Agreement.
8.2.8 Temporary Construction Easement on the Padilla Property. UVSM shall have executed and deposited into Escrow for recordation, a document granting to the City a temporary construction easement over the Padilla Property (“TCE”). The TCE shall be granted for the purpose of facilitating the ongoing construction of the Discovery Street extension adjacent to the Padilla Property. The TCE document shall provide that the City is granted an easement over the entire Padilla Property through December 31, 2023. If reasonably necessary to complete construction, the TCE shall be extended for up to one year, at City’s request.
The foregoing conditions are solely for the benefit of City and may be waived only by City.
City shall at all times have the right to waive any condition, which waiver or w aivers must be in writing to be effective. Notwithstanding anything to the contrary contained in this Agreement, in the event there is a failure of a condition precedent to the Closing in favor of City which City does not elect to waive, this Agreement sh all be of no further force or effect, the rights and obligations of UVSM and City hereunder shall terminate and Escrow Holder shall immediately return to the applicable party any funds and documents deposited into the Escrow by such party.
9. Disbursements and Other Actions by Escrow Holder . Upon the Closing, Escrow Holder promptly shall undertake all of the following, as applicable:
9.1 Purchase Price. Disburse the Purchase Price to the City.
9.2 Recordation. Cause, in the following order, the Deeds (with documentary transfer tax information to be affixed after recording), the Street Dedications document, the TCE, and any other documents which the parties may mutually direct to be recorded in the Official Records of San Diego County.
9.3 Deliver Agreements. Deliver to UVSM and to City one (1) conformed copy of each of the following, following recordation: the Deeds; the TCE, and the Street Dedications document.
9.4 Proration. Escrow Holder shall prorate property taxes for the Archstone/Padilla Properties Closing on the basis of a thirty (30) day month, based upon the latest available tax bills. If on the Closing the latest available tax bills for the applicable Archstone/Padilla Properties are for the fiscal year preceding the fiscal year in which the proration date occurs, UVSM and City shall re -prorate real property taxes after Closing on the basis of the tax bills for the fiscal year in which the proration date occurs as soon as the final bills
-8- COSM / UVSM - ARCHSTONE/PADILLA Properties
PSA
are available. If such bills give effect to the transactions contemplated by this Agreement, such effect shall be disregarded for purposes of the reproration. If any supplemental taxes are assessed against the Archstone/Padilla Properties after Closing, UVSM promptly shall pay City upon demand the portion, if any, of the supplemental taxes which is applicable to the period prior to such Closing. If the tax bills cover real property owned by UVSM in addition to the applicable UVSM Property, UVSM and City agree that for purposes of this section, the amount of the taxes allocable to the applicable UVSM Property shall be an amount which bears the same relationship to the total real property taxes set forth in the bills as the fair market value of the Archstone/Padilla Properties bears to the fair market value of the Archstone/Padilla Properties covered by the bills.
10. Closing Costs. UVSM agrees that it shall pay the escrow fees, documentary transfer taxes, recording fees, Title Policy fees, and all other costs customarily payable in connection with a real property closing in the County of San Diego, as well as reimbursement to the City of the costs associated with the transfer of the Archstone/Padilla Properties (collectively, “C losing Costs”). If the Archstone/Padilla Properties Escrow fails to close hereunder, then UVSM shall be responsible for the payment of the cancellation and other charges required to be paid by and to the Escrow Holder.
11. Use of Sales Proceeds from the Archstone Properties. As a condition subsequent to the close of Escrow for the benefit of UVSM , the City shall utilize the proceeds from the sale of the Archstone Properties contemplated by this Agreement for the development of affordable housing within the University District Specific Plan A rea. The parties agree that this right and obligation shall survive the close of Escrow and the delivery of any documents pursuant to this Agreement.
12. Miscellaneous.
12.1 Waiver. Any term or provision of this Agreement may be waived by the party which is entitled to the benefits thereof. Any waiver hereunder must be signed by the party against whom enforcement of the waiver is sought. No waiver by any party of any condition, or the breach of any term, covenant, agreement, representation or warranty containe d in this Agreement, in any one or more instances, shall be deemed to be a further or continuing waiver of any such condition or breach of any other term, covenant, agreement, representation or warranty contained in this Agreement. Delay or failure to exercise any right or remedy shall not be deemed a waiver thereof. The rights and remedies in respect to any breach of representations or warranties by any party shall not be affected by any investigation made, or to be made, by or on behalf of any party, or by any party rescinding, or failure to rescind this Agreement or by any other event or matter whatsoever, except by specific and duly authorized written waiver or release.
12.2 Binding Effect; Assignment. This Agreement is binding upon and will inure to the benefit of the parties and their respective permitted successors and assigns. Nothing in this Agreement, express or implied, is intended to or will confer on any person other than the parties and their permitted successors and assigns, any rights, reme dies or claims under or by
-9- COSM / UVSM - ARCHSTONE/PADILLA Properties
PSA
reason of this Agreement. This Agreement may not be assigned by either party without the express written permission of the other party, which may not be unreasonably withheld.
12.3 Further Assurances . From time to time, without further consideration, each party shall execute and deliver to the other such other instruments and documents and shall take such other actions as the other party reasonably may request in order more effectively to carry out the intent and accomplish the purposes of this Agreement.
12.4 Survival. All representations and warranties contained in this Agreement or in any certificate or other instrument delivered by or on behalf of the parties hereto are given as of the date of this Agreement and shall survive the execution of this Agreement, the close of Escrow and the delivery of any documents pursuant to this Agreement. All covenants contained in this Agreement or in any certificate or other instrument delivered by or on behalf of the parties hereto shall be continuous and survive the execution of this Agreement, the close of Escrow and the delivery of any documents pursuant to this Agreement.
12.5 Captions. The captions to Sections of this Agreement have been inserted for identification and reference purposes and shall not be used to determine the construction or interpretation of this Agreement.
12.6 Governing Law . This Agreement shall be governed by and construed in accordance with the laws of the State of California as applied to contracts entered into and wholly to be performed within California.
12.7 Severability. If any provision of this Agreement is held invalid or unenforceable by any court of competent jurisdiction, the other provisions of this Agreement will remain in full force and effect. Any provision of this Agreement held invalid or unenforceable only in part or degree will remain in full force and effect to the extent not held invalid or unenforceable.
12.8 Brokers. Each party represents to the other that it has not had any contact, dealings or communications with a broker or finder in connection with the transaction contemplated by this Agreement or any other person who can claim a right to a commission or finder's fee. If any broker, finder or other person makes a claim for commission s or finder's fee based upon any contract, dealing or communication with a party, then such party shall indemnify, defend and hold the other party harmless from and against all damages, claims, losses and expenses, including attorneys' fees, arising out of the broker's, finder's or other person's claim.
12.9 Relationship between the Parties . UVSM and City agree that (a) the relationship between them is, is intended to be, and shall at all times remain, in connection with the transactions contemplated by thi s Agreement, that of seller and purchaser and (b) neither party is, is intended to be or shall be construed as a partner, joint venturer, alter ego, manager, controlling person or other business associate or participant of any kind of the other party or any of its affiliates and neither party intends to ever assume such status.
-10- COSM / UVSM - ARCHSTONE/PADILLA Properties
PSA
12.10 Third Parties Not Benefited . This Agreement is made for the purpose of defining and setting forth certain rights and obligations of UVSM and City. It is made for the sole protection of UVSM and City, and UVSM's and City's heirs, executors, administrators, successors and assigns. No other person or entity shall have any rights of any nature under or by reason of this Agreement.
12.11 Entire Agreement . This Agreement constitutes and contains the entire agreement of the parties and supersedes any and all prior negotiations, correspondence, understandings and agreements between the parties respecting the subject matter hereof.
12.12 Amendment. This Agre ement may be amended only by a written instrument signed by all the parties.
12.13 Jurisdiction. Any lawsuits arising out of or in connection with this Agreement shall be brought in the Superior Court of San Diego County, California or the Federal District Court of the Southern District of California in San Diego. The parties hereby consent to the exclusive jurisdiction and venue of the Superior Court of San Diego County, California and the Federal District Court of the Southern District of California in San Diego.
12.14 Neither Party Deemed Drafter . Each party has thoroughly reviewed and revised this Agreement and has had the advice of counsel prior to the execution hereof, and the parties agree that neither party shall be deemed to be the drafter of this Agreement.
12.15 Notices. Any notice which a party is required or may desire to give the other shall be in writing and may be sent by (i) facsimile transmission, (ii) personal delivery, (iii) United States registered or certified mail, return receipt req uested, postage prepaid, or (iv) Federal Express or similar generally recognized overnight carrier regularly providing proof of delivery, addressed as follows (subject to the right of a party to designate a different address for itself by notice similarly given), and shall be effective upon receipt:
To UVSM: Urban Villages San Marcos, LLC
5550 Carmel Mountain Road, Suite 204
San Diego, CA 92130
Attn: Gary Levitt
Telephone: (858) 361-8555
With a copy to: Sheppard Mullin Richter & Hampton LLP 501 West Broadway, 19th Floor
San Diego, CA 92101
Attn: Michael Leake and Rachel Gelb
Telephone: (619) 338-6618
Fax: (619) 515-4152
-11- COSM / UVSM - ARCHSTONE/PADILLA Properties
PSA
To City: The City of San Marcos
1 Civic Center Drive
San Marcos, CA 92069
Attn: Jack Griffin, City Manager
Telephone: (760) 744-1050, ext. 3115
Fax: (760) 744-7543
With a copy to: City of San Marcos
Lounsbery Ferguson Altona & Peak
960 Canterbury Place, Suite 300
Escondido, CA 92025
Attn: Helen Holmes Peak, City Attorney
Telephone: (760) 743-1226, ext. 108
Fax: (760) 743-9926
12.16 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which when taken together shall constitute one and the same instrument.
[Signature page follows]
-12- COSM / UVSM - ARCHSTONE/PADILLA Properties
PSA
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.
URBAN VILLAGES SAN MARCOS, LLC,
a California limited liability company
By: Noble Canyon, LLC,
a California limited liability company
Its: Manager
By:______________________________
Name: ___________________________
Its: ____________________________
CITY OF SAN MARCOS
By: ___________________________
Name: Jack Griffin, City Manager
Attest:
By: ___________________________
Name: Phillip Scollick, City Clerk
APPROVED AS TO FORM
By: ___________________________
Helen Holmes Peak, City Attorney
Accepted this ____ day of __________ 2022, by:
CHICAGO TITLE AND ESCROW SERVICES
By: ___________________________
Name: ___________________________
Its: ___________________________
EXHIBIT “A” COSM / UVSM - ARCHSTONE/PADILLA Properties PSA
Exhibit “A”
PROPERTY DEPICTION AND LEGAL DESCRIPTIONS
Exhibit “B”
LEGAL DESCRIPTION OF STREET DEDICATIONS FOR PADILLA AND
ARCHSTONE PROPERTIES