HomeMy WebLinkAboutRDA RES 392RESOLUTION NO. 392
A RESOLUTION OF THE PALM DESERT
REDEVELOPMENT AGENCY RATIFYING THE
EXECUTION AND DELIVERY OF THAT CERTAIN
PURCHA5E AND SALE AGREEMENT AND ESCROW
INSTRUCTIONS IN CONNECTION WITH THE
PURCHASE OF CERTAIN PROPERTY LOCATED IN THE
CITY OF PALM DESERT AND AUTHORIZING THE
EXECUTIVE DIRECTOR TO EXECUTE AND DELIVER
ALL DOCUMENTS NECESSARY TO PURCHASE SUCH
PROPERTY
WHEREAS, the Palm Desert Redevelopment Agency (the "Agency") has
previously determined to purchase that certain real property (the "Property") described in
Exhibit A attached to that certain Purchase and Sale Agreement and Escrow Instructions (with
the Purchase Money Note (the "Note") and Deed of Trust (the "Deed of Trust") attached as
exhibits thereto) (collectively the "Purchase Agreement") dated as of April 13 , 2000 by and
between Reva E. Adams, Successor Trustee of the Adams Family Trust, dated June 5, 1981
(as amended), Orrin Michael Homme, Marc Steven Homme and Pamela Ann Clerihan, and
has previously authorized the Executive Director to execute the Purchase Agreement on behalf
of the Agency; and
WHEREAS, the Property is to be developed by the Agency as a public park and
dedicated for such use by the Agency; and
WHEREAS, the Agency wishes to ratify the actions of the Executive Director
in execution of the Purchase Agreement and to confirm the authorization of the Executive
Director to take such actions and to execute and deliver such documents on behalf of the
Agency as are necessary to complete the purchase of the Property as described in the Purchase
Agreement;
NOW, THEREFORE, the Palm Desert Redevelopment Agency DOES
HEREBY RESOLVE, DETERMINE AND ORDER as follows:
Section 1. Recitals. The above recitals, and each of them, are true and correct.
Section 2. Purchase A�reement. As presented to this meeting and on file with
the Secretary of the Agency, the executed form of Purchase Agreement is hereby approved and
the execution of the Purchase Agreement by the Executive Director is hereby ratified, and the
Executive Director is hereby authorized and directed, for and in the name and on behalf of the
Agency, to execute and to deliver such documents on behalf of the Agency and to take such
actions as are necessary to complete the purchase of the Property and to execute and deliver
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RESOLIITION NO. 392
the Note and Deed of Trust in substantially the form hereby approved, with such changes
therein as the Executive Director may approve; such approval to be conclusively evidenced by
his execution and delivery thereof.
Section 3. Other Acts. The Executive Director of the Agency is hereby
authorized and directed to do any and all things and to execute and deliver any and all
documents which he may deem necessary or advisable in order to effectuate the purposes of
this Resolution and the Purchase Agreement, including but not limited to, the establishment of
the Cap Homme and Ralph Adams Park Contribution Fund as described in the Purchase
Agreement, and any such actions previously taken by the Executive Director are hereby
ratified and confirmed.
Section 4 Effective Date. This Resolution shall take effect immediately upon
adoption.
APPROVED and ADOPTED this 13thday of April, 2000.
AYES: BENSON, FERGUSON, KELLY, SPIEGEL
NOES: NONE
ABSENT: rroNE
ABSTAIN: cxiTEs
ATTEST:
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CHAIRMAN
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000403 P6402-00001 fng 2070p41 0 - 2-
Exhibit A
Resolution No. 392
PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS
This Purchase and Sale Agreement and Escrow Instructions ("Agreement") is made and
— entered into as of March 31, 2000, by and between the PALM DESERT REDEVELOPMENT
AGENCY, a public body, corporate and politic (hereinafter referred to as the "Buyer"), on the
one part, and REVA E. ADAMS, SUCCESSOR TRUSTEE OF THE ADAMS FAMILY
TRUST, DATED JUNE 5, 1981 (AS AMENDED), ORRIN MICHAEL HOMME, MARC
STEVEN HOMME, and PAMELA ANN CLERIHAN, as Tenants in Common (collectively
hereinafter referred to as the "Seller"), on the other part, with respect to the following facts:
RECITALS
A. Seller is the owner of certain real property (the "Property") located in the
City of Palm Desert, County of Riverside, State of California, described in Exhibit A attached
hereto and incorporated herein by this reference. The Property contains approximately 26.94
acres.
B. By this Agreement, Seller is agreeing to sell the Property to Buyer for the
sum of $1,600,000.
NOW, THEREFORE, the parties hereto do hereby agree as follows:
1. Purchase and Sale. Subject to and in accordance with the terms and
— conditions hereinafter set forth, on the Close of Escrow (as herein defined), Seller agrees to sell
to Buyer, and Buyer agrees to purchase from Seller, fee simple title to the Property.
2. Purchase Price; Deposit. The purchase price for the Property to be paid by
Buyer is the sum of $1,600,000 (the "Purchase Price"). The Property contains 26.94 acres.
Within 5 business days after the date of execution hereof, Buyer shall deliver to Escrow Holder
cash in the amount of $100,000 (the "Deposit") in the form of a cashier's check or by wire
transfer. The Deposit shall be placed in an interest-bearing account and all interest accrued
thereon shall increase and become a part of the Deposit. On the Close of Escrow, the Deposit
shall be applied toward the cash payment of the Purchase Price. Prior to the expiration of the
Inspection Pcriod (as hereinafter defined), the Deposit shall be refundable to the Buyer. The
Purchase Price shall be payable by Buyer in the form of cash (by cashier's check or wire transfer)
in the amount of $650,000 (plus the Deposit), and $850,000 shall be payable by Buyer in
accordance with the terms of a purchase money promissory note, in the form attached hereto as
Exhibit B(the "Note") and incorporated herein by this reference, which Buyer shall execute and
deliver to Seller on the Close of Escrow. The Note shall be secured by a purchase money deed of
trust, in the form attached hereto as Exhibit C(the "Deed of Trust"), and incorporated herein by
this reference, which Buyer shall execute, acknowledge and cause to be recorded at the Close of
Escrow.
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Resolution No. 392
Opening and Closin�of Escrow
Concurrently herewith, an escrow shall be opened with Dixie Escrow, 43-275
Monterey Avenue, Suite G, Palm Desert, California 92260-3878 ("Escrow Holder"), Joyce
Cooper, Escrow Officer (or another escrow company mutually acceptable to Buyer and Seller).
For the purposes of this Agreement, Opening of Escrow shall mean the date on which Escrow
Holder shall have received executed counterparts of this Agreement from Buyer and Seller, and
"Close of Escrow" shall be the date that a grant deed for the Property in favor of Buyer is
recorded in the Riverside County Recorder's O�ce. The Close of Escrow shall occur on or
before May 3, 2000.
4. Delivery of Documents on the Close of Escrow.
(a) On the Close of Escrow, Seller covenants and agrees to cause to be
delivered to Buyer a duly executed and acknowledged grant deed conveying to Buyer all of
Seller's interest in the Property subject only to the Permitted Title Exceptions (as hereinafter
defined) approved by Buyer, as provided below.
(b) At the Close of Escrow, Buyer shall receive a CLTA Standard
Coverage Owner's Policy of Title Insurance issued by Stewart Title of California, Inc. ("Title
Company") (or another title company mutually acceptable to Buyer and Seller) insuring in Buyer
fee simple title to the Property free and clear of all liens and encumbrances other than the
Permitted Title Exceptions.
5. Title and Title Insurance.
(a) Within 5 business days of the date of execution hereof, Buyer shall
order from Title Company, or another title company approved by Buyer, a preliminary title
report for the Property, and copies of all instruments noted as exceptions therein (the
"Preliminary Title Report"). Buyer shall also have the option of ordering an ALTA survey for
the Property (the "Survey").
(b) Buyer shall have 7 business days following receipt of the
Preliminary Title Report, the underlying documents, and the Survey to disapprove any
exceptions to title shown on the Preliminary Title Report or reflected on the Survey (collectively,
"Disapproved Exceptions") and to provide Seller with notice of disapproval in writing describing
the defect with reasonable particularity ("Disapproval Notice"). Within 5 business days of
Seller's receipt of the Disapproval Notice, Seller shall notify Buyer whether Seller intends to
remove the Disapproved Exceptions. If Seller notifies Buyer of an intention to eliminate the
Disapproved Exceptions, Seller shall do so on or before the Close of Escrow. If Seller indicates
to Buyer in writing within the time allowed that Seller does not intend to remove one or more of
the Disapproved Exceptions, Buyer, by notifying Seller within 5 business days of Seller's notice
to Buyer, may elect to tertninate this Agreement or to take the Property subject to the
Disapproved Exceptions not removed by Seller. In any event, Seller covenants to pay in full all
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Rcsolution No. 392
loans secured by mortgages and deeds of trust, any mechanics liens, all special bonded
assessments encumbering the Property, and any other monetary exceptions (other than cunent
real property taxes which are not due and payable) concurrently with the Close of Escrow, and
the Escrow Holder is hereby directed to cause same to be paid off from the proceeds of the
Purchase Price. The policy of title insurance shall include such endorsements as Buyer shall
reasonably request. Any title policy endorsements other than standard endorsements are to be
paid for by Buyer.
(c) Buyer's fee title to the Property shall be insured at the Close of
Escrow by a CLTA Standard Coverage Owner's Policy of Title Insurance in the amount of the
Purchase Price, issued by Title Company (the "Policy") (unless Buyer has obtained a Survey, in
which case the title shall be insured by an ALTA Extended Coverage Owner's Policy of Title
Insurance). The Policy shall insure Buyer's interest in the Property free and clear of all liens,
encumbrances, restrictions, and rights-of-way of record, subject only to the following permitted
conditions of title ("Permitted Title Exceptions"):
(i) Real property taxes for the then current tax fiscal year that
are a lien not then due and payable;
(ii) The applicable zoning, building and development
regulations of any municipality, county, state or federal jurisdiction affecting the Property;
(iii) Those exceptions approved by Buyer within 7 business
days after the date Buyer receives the Survey, the Preliminary Title Report, and the copies of all
instruments noted as exceptions therein.
Seller shall not encumber or agree to sell the Property to any other party prior to the Close of
Escrow; provided, however, Seller may negotiate and accept a backup offer which shall be
effective only upon the failure of the Close of Escrow.
6. Deposit of Documents in Escrow.
Seller and Buyer hereby covenant and agree to deliver to Escrow Holder
prior to the Close of Escrow the following instruments and documents, the delivery of each of
which shall be a condition of the Close of Escrow:
By Seller:
(a) A Grant Deed duly executed and acknowledged by Seller granting
and conveying to Buyer good and marketable title to the Property. Said Grant Deed shall be in a
form satisfactory to Buyer and its counsel;
(b) Seller's afftdavit as contemplated by California Revenue and
Taxation Code § 18662 ("Withholding Affidavit");
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Resolution No. 392
(c)
Section 1445; and
A Certification of Non-Foreign Status in accordance with I.R.C.
(d) Such proof of Seller's authority and authorization to enter into this
transaction as the Title Company may reasonably require in order to issue Buyer's policy of title
�nsurance.
By Buyer:
(a) The Note and the Deed of Trust, duly executed and, where
required, acknowledged.
7. Authorization to Record Documents and Disburse Funds. Escrow Holder
is hereby authorized to record the documents and disburse the funds and documents called for
hereunder upon the Close of Escrow, provided each of the following conditions has then been
fulfilled:
(a) The Title Company can issue in favor of Buyer a CLTA Standard
Coverage Owner's Policy of Title Insurance (or, if applicable, an ALTA Extended Coverage
Owner's Policy), with liability equal to the Purchase Price, showing the Property vested in Buyer
subject only to the Permitted Title Exceptions. If Seller has not removed all monetary liens,
monetary encumbrances, or special bonded assessments, or if a monetary claim is asserted by
any third party, in addition to all other remedies Buyer may have at law or eyuity, Buyer may
elect to consummate this transaction on the Close of Escrow and offset dollar for dollar against
the Purchase Price an amount equal to any such monetary encumbrances and claims.
(b) Escrow Holder shall have received Buyer's notice of approval or
satisfaction or waiver of all of the contingencies to Buyer's obligations hereunder, as provided for
in Section 13;
(c) Escrow Holder shall have received Seller's notice of approval or
satisfaction or waiver of all of the contingencies to Seller's obligations hereunder, as provided for
in Section 14; and
(d) Seller shall have deposited in Escrow the documents required
pursuant to Section 6, and Buyer shall have deposited in Escrow the Purchase Price as provided
in Section 2.
Unless otherwise instructed in writing, Escrow Holder is authorized to record at the Close of
Escrow any instrument delivered through this Escrow if necessary or proper for issuance of
policies of title insurance.
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Resolution No. 392
8. Escrow Charges and Prorations.
(a) Buyer and Seller shall each pay one-half ('/�) of the escrow fees and
-- Escrow Holder's customary out-of-pocket expenses for messenger services, long distance
telephone, etc. Seller shall pay for the cost of a CLTA Standard Coverage Owner's Policy of
Title Insurance on the Property, and for recording the Grant Deed thereto and the Deed of Trust),
the Preliminary Title Report thereon, and any documentary or other local transfer taxes on the
transfer of the Property, if any; however, Escrow Holder is hereby notified that the transfer of the
Property to the Agency is likely exempt from documentary transfer taxes pursuant to Revenue
and Taxation Code Section 11922. If the Escrow shall fail to close through no fault of either
party, each party shall pay one-half (%z) of any Escrow cancellation charges.
(b) Real estate and personal property taxes and any other
governmental charges, regular assessments, or impositions against the properties on the basis of
the fiscal year or calendar year for which assessed shall be pro-rated as of the Close of Escrow.
If the Close of Escrow shall occur before the tax rate is fixed, the apportionment of taxes on the
Close of Escrow shali be based on the tax rate for the next preceding year applied to the latest
assessed valuation after the tax rate is fixed, which assessed valuation shall be based on the
Property's assessed value prior to the Close of Escrow, and Buyer and Seller shall, when the tax
rate is fixed, make any necessary adjustment. All prorations shall be determined on the basis of a
360-day year.
9. Inspection Period; Access. Buyer shall have unti130 calendar days
— following the date of execution hereof (the "Inspection Period") to approve all zoning and land
use matters relating to the Property and to approve the physical condition of the Property. Buyer
may terminate this Agreement in Buyer's sole and absolute discretion for any reason, or for no
reason whatsoever, by giving written notice to the Seller on any day prior to and including the
final day of the Inspection Period, in which event the Deposit shall be retumed forthwith to the
Buyer and, except as expressly set forth herein, neither party shall have any further liability or
obligation to the other hereunder. In the absence of such written notice, Buyer shall be deemed
to have elected to purchase the Property. Seller shall provide to Buyer, within 7 business days of
the date of execution hereof, any and all documents, studies, and reports, relating to the condition
of the Property, including any analysi�, surveys, environmental site assessments, and the like, in
Seller's possession. Buyer and its attorneys, accountants and other representatives shall have the
right to enter upon the Property during the Inspection Period to make inspections and other
examinations of the Property, including the right to perform surveys, soil and geological tests of
the Property and the right to perform an environmental site assessment of the Property. Buyer (at
its sole cost and expense) shall promptly take such actions as are necessary to repair any damage
to the Property that may result from such inspections or examinations. Buyer hereby indemnifies
and forever saves Seller, its heirs, successors and assigns, and the Property, free and harmless
from and against, without limitation, any and liability, loss, damages and costs and expenses,
demands, causes of action, claims or judgments, arising from or occumng out of any damage to
the Property or the improvements thereon, as a result of any accident or other occurrence at the
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Resolution No. 392
Property that arises out of Buyer's inspections involving entrance onto and/or occupation of the
Property pursuant to this Section.
10. Indemnification.
(a) Seller hereby agrees to indemnify Buyer against, and to hold Buyer
harmless and, at the option of Buyer, defend Buyer, its directors, employees, agents and
representatives (collectively, "Indemnified Parties") with counsel approved by Buyer, from all
liabilities, losses, damages, costs and expenses, including without limitation legal fees and
disbursements, incurred by Indemnified Parties by reason of any claims or litigation relating to
the Property and arising from acts, occurrences or matters that took place prior to the Close of
Escrow; provided, however, such indemnification shall not include any matters related to claims
of adverse possession with respect to access to or egress from the Property.
(b) Buyer agrees to give to Seller written notice of any third party
claim that may give rise to a claim for indemnification hereunder within thirty (30) days after
learning of such third party claim; provided, however, that the failure to give timely notice as
hereinabove provided shall not defeat any claim for indemnification hereunder except to the
extent that the party to whom such notice was owing is prejudiced by the lack of such timely
notice. The provisions of this Section 10 shall survive the Close of Escrow and the termination
of this Agreement.
11. Warranties and Representations of Seller.
Seller hereby represents and warrants to Buyer the following, it being
expressly understood and agreed that all such representations and warranties are to be true and
correct as of the Close of Escrow, and all of which shall survive the Close of Escrow:
(a) Hazardous Substances.
(i) To the best of Seller's knowledge, the Property is free and
has always been free from Hazardous Substances (as defined in Exhibit D) and is not and has
never been in violation of any Environmental Laws (as defined in Exhibit D).
(ii) To the best of Seller's knowledge, there are no buried or
partially buried storage tanks located on the Property.
(iii) Seller has received no written notice, warning, notice of
violation, administrative complaint, judicial complaint, or other formal or informal notice
alleging that conditions on the Property are or have been in violation of any Environmental Law,
or informing Seller that the Property is subject to investigation or inquiry regarding Hazardous
Substances on the Property or the potential violation of any Environmental Law.
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Resolution No. 392
(iv) To the best of Seller's knowledge, there is no monitoring
program required by the Environmental Protection Agency or any similar state agency
concerning the Property.
(v) To the best of Seller's knowledge, no toxic or hazardous
chemicals, waste, or substances of any kind have ever been spilled, disposed of, or stored on,
under, or at the Property, whether by accident, burying, drainage, or storage in containers, tanks,
or holding areas, or by any other means.
(vi) To the best of Seller's knowledge, the Property has never
been used as a dump or landfill.
(vii) Seller has disclosed to Buyer all information, records, and
studies maintained by Seller in connection with the Property conceming Hazardous Substances.
(b) To the best of Seller's knowledge, no condition on the Property
violates any health, safety, fire, environmental, sewage, building, or other federal, state, or local
law, code, ordinance, or regulation.
(c) To the best of Seller's knowledge, Seller is the sole owner of the
Property, free and clear of all liens, claims, encumbrances, easements, encroachments on the
Property from adjacent properties, encroachments by improvements or vegetation on the
PropeRy onto adjacent property, or rights of way of any nature, other than those that may appear
on the Preliminary Title Report. Seller shall not further encumber the Property or allow the
Property to be further encumbered prior to the Close of Escrow.
(d) Any information that Seller has delivered to Buyer, either directly
or through Seller's agents, is accurate and Seller has disclosed all material facts with respect to
the Property.
(e) To the best of Seller's lrnowledge, there is no pending litigation or
threatened litigation, which does or may adversely affect the Property, other than litigation
involving claims that are covered by insurance and for which Buyer will have no liability.
(� To the best of Seller's knowledge, there are no actions or
proceedings pending or threatened against Seller, before any court or administrative agency in
any way connected with or relating to the Property, or affecting Seller's ability to fulfill all of its
obligations under this Agreement. .
(g) There are no written or (to the best of Seller's knowledge) oral
commitments to or agreements with any governmental authority or agency materially and
adversely affecting the Property, or any part thereof or any interest therein, which will survive
the Close of Escrow. Seller has entered into no understanding or agreement with any taxing or
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Resolution No. 392
assessing authority respecting the imposition or deferment of any taxes or assessments respecting
the Property.
(h) Neither this Agreement nor anything provided to be done
hereunder including the transfer of title to the Property to Buyer, violates or shall violate articles
of incorporation, contract, agreement, instrument, trust agreement, or tenancy in common
agreement to which Seller is a party, or which affects the Property or any part thereof, and the
sale of the Property herein contemplated does not require the consent of any party not a signatory
hereto. The execution, delivery and performance of this Agreement has been duly and validly
authorized, and no other action by Seller is requisite to the valid and binding execution, delivery,
and performance of this Agreement by Seller.
(i) Seller is not in default of its obligations under any contract,
agreement or instrument to which Seller is a party which would adversely affect the value of the
Property or Seller's ability to perform its obligations hereunder.
(j) To the best of Seller's knowledge, there are no natural or artificial
conditions upon the Property or any part of the Property that could result in a material and
adverse change in the condition of the Property.
(k) There are no mechanics', materialmen's or similar claims or liens
presently claimed or which will be claimed against the Property for work performed or
commenced prior to the date of this Agreement. Seller agrees to hold Indemnified Parties
harmless from all costs, expenses, liabilities, losses, charges and fees, including without
limitation attorneys' fees, arising from or relating to any such lien or any similar lien claimed
against the Property and arising from work performed or commenced prior to the Close of
Escrow. The provisions of this Section shall be Close of Escrow.
(1) There will be no contracts, licenses, commitments, or undertakings
respecting maintenance of the Property, or the performance of services on the Property, or the
use of the Property or any part of it by which Buyer would become obligated or ]iable to any
person.
(m) There are no written or oral leases or contractual rights or options
to lease, purchase, or otherwise enjoy possession, or any other rights or interests of any nature in
and to the Property or any part thereof, and no persons have any right of possession to the
Property or any part thereof. Seller shall deliver possession of the Property to Buyer on the
Close of Escrow free of all tenants and other persons or entities, and shall indemnify and hold
Indemnified Parties harmless from the claims of any tenants or persons or entitics claiming a
right to possession arising before the Close of Escrow. The provisions of this Section shall be
Close of Escrow.
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Resolution No. 392
Seller shall notify Buyer of any facts that would cause any of the representations
contained in this Agreement to be untrue as of the Close of Escrow. Seller agrees to indemnify
Indemnified Parties and agrees to defend and hold Indemnified Parties harmless from all loss,
cost, liability, expense, damage, or other injury, including without limitation attomeys' fees and
expenses, to the fullest extent not prohibited by applicable law, and all other costs and expenses
incurred by reason of, or in any manner resulting from the breach of any warranties and
representations in this Section 11. The provisions of this Section shall be Close of Escrow.
12. Representations and Warranties of Buver.
Buyer hereby represents and warrants to Seller the following, it being
expressly understood and agreed that all such representations and warranties are to be true and
conect at the date of this Agreement and as of the Close of Escrow, all of which shall survive the
Close of Escrow:
(a) Neither this Agreement nor anything provided to be done
hereunder including the transfer of title to the Property to Buyer, violates or shall violate any
contract, agreement or instrument to which Buyer is a party, or which affects the Property or any
part thereof, and the sale of the Property herein contemplated does not require the consent of any
party not a signatory hereto. Buyer has the full power and authority to enter into this Agreement
and consummate the transaction contemplated hereby. The execution, delivery and performance
of this Agreement has been duly and validly authorized by Buyer, and no other action by Buyer
is requisite to the valid and binding execution, delivery, and performance of this Agreement by
Buyer.
(b) There is no pending litigation or, to the best of Buyer's knowledge,
threatened litigation, which does or will materially adversely affect Buyer's ability to consum-
mate this transaction.
13. Buver's Contingencies.
For the benefit of Buyer, the Close of Escrow and Buyer's obligation to
consummate the purchase of Property shall be contingent upon and subject to written notice to
Escrow Holder by Buyer of the occurrence of all of the following (or Buyer's written waiver
thereof, it being agreed that Buyer can waive any or all such contingencies) on or before the
Close of Escrow:
(a) That as of the Close of Escrow the representations and warranties
of Seller contained in this Agreement are all true and correct.
(b)
pursuant to Section 6 hereof.
Seller's delivery of all documents required to be delivered by Seller
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Resolution No. 392
(c) Buyer's approval, prior to the final day of the Inspection Period, of
the physical condition of the Property, including all inspections, tests, Surveys, and other studies
to be conducted by Buyer, including any environmental site assessments. Buyer's approval of
any such inspections of the Property shall not alter or diminish Seller's representations or
warranties under this Agreement, and Seller acknowledges and agrees that Buyer is nonetheless
relying on Seller's representations and warranties made herein, unless such representation or
warranty is specifically waived in whole or in part by Buyer in writing.
(d) The Title Company's commitment to issue in favor of Buyer of a
CLTA Standard Coverage Owner's Policy of Title Insurance with liability equal to the Purchase
Price showing Buyer's fee interest in the Property subject only to the Permitted Title Exceptions.
14. Seller's Contingencies.
For the benefit of Seller, the Close of Escrow and Seller's obligation to
consummate the sale of the Property shall be contingent upon and subject to written notice to the
Escrow Holder by Seller of the occurrence of all of the following (or Seller's written waiver
thereof, it being agreed that Seller can waive any or all such contingencies) on or before the
Close of Escrow:
(a) Deposit by Buyer of the Purchase Price and all other sums to be
deposited by Buyer in Escrow in accordance with the requirements hereof.
(b) Seller's reasonable satisfaction that as of the Close of Escrow the
representations and warranties of Buyer contained in this Agreement are all either true and
correct or, to the extent that is not the case, have been waived by Seller.
15. Default. In the event of a breach or default under this
Agreement by either Seller or Buyer, the non-defaulting party shall have the right to terminate
this Agreement and the escrow for the purchase and sale of the Property by delivering written
notice thereof to the defaulting party and to Escrow Holder, and if Buyer is the non-defaulting
party, Buyer shall thereupon promptly receive a refund of the Deposit and delivery of the Note
and Deed of Trust. Such termination of the escrow by a non-defaulting party shall be without
prejudice to the non-defaulting party's rights and remedies against the defaulting party at law or
equity.
16. Notices. All notices and demands shall be given in writing by certified
mail, postage prepaid, and return receipt requested, or by personal delivery. Notices shall be
considered given upon the earlier of (a) personal delivery or (b) two (2) business days following
deposit in the United States mail, postage prepaid, certified or registered, return receipt
requested. A copy of all notices shall be sent to Escrow Holder. Notices shall be addressed as
provided below for the respective party; provided that if any party gives notice in writing of a
change of name or address, notices to such party shall thereafter be given as demanded in that
notice:
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Rcsolution No. 392
Buyer: Palm Desert Redevelopment Agency
73-510 Fred Waring Drive
Palm Desert, California 92260
Attn.: Carlos Ortega
Phone: (?60) 346-0611
Fax: (760) 341-6372
Copy to: Richazds, Watson & Gershon
333 So. Hope St., 38th Fl.
Los Angeles, California 90071
Attn.: Jim G. Grayson
Phone: (213) 626-8484
Fax: (213) 626-0078
e-mail: jgrayson@rwglaw.com
Seller: Reva E. Adams, Successor Trustee of the Adams
Family Trust, as amended, dated June 5, 1981,
et. al.
c/o Michael Homme
P.O. Box 258
Palm Desert, California 92261
Phone: (760) 346-3647
Fax: (760) 346-2561
-" ESCROW HOLDER:
Dixie Escrow
Joyce Cooper, Escrow Officer - Manager
43-275 Monterey Avenue, Suite G
Palm Desert, California 92260
Phone: (760) 568-2521
Fax: (760) 568-6283
17. Broker's Commissions. Buyer represents and warrants to Seller that Buyer
has used no broker, agent, finder or other person in connection with the transaction contemplated
hereby to whom a brokerage or other commission or fee may be payable. Seller represents and
warrants to Buyer that Seller has used no broker, agent, finder or other person in connection with
the transaction contemplated hereby to whom a brokerage or other commission or fee may be
payable, other than Orrin Michael Homme. Seller shall pay the commission, if any, due to Omn
Michael Homme. Each party indemnifies and agrees to defend and hold the other harmless from
any claims resulting from any breach by the indemnifying party of the warranties, representations
and covenants in this Section.
18. Standard Instructions. Each party agrees to execute Escrow Holder's such
other reasonable standard instructions as may be necessary or proper in order to consummate the
___ transaction contemplated by this Agreement; provided, however, in the event of a conflict
000221 Pbi02-00201 dac 2070011.2 3i30/00
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Resolution No. 392
between the terms hereof and the terms of such standard instructions, the terms hereof shall
control.
19. Amendments. Any amendments to this Agreement shall be effective only
when duly executed by Seller and Buyer and deposited with Escrow Holder.
20. Establishment of Contribution Fund and Designation of Propertv. On the
Close of Escrow, the Buyer shall establish the "Cap Homme and Ralph Adams Park Contribution
Fund", contributions to which shall be used by the Buyer to defray the cost of acquisition of the
Property by Buyer pursuant to this Agreement or for other purposes associated with the
development of the Property as a public park. Upon the Buyer's dedication of the Property for
public park purposes, the Buyer shall cause the Property to be designated as "Cap Homme and
Ralph Adams Park".
21. Counterparts. This Agreement may be executed in counterparts, each of
which, when taken together, shall constitute one original Agreement.
000221 P6402-00201 dac 2070011.2 3/30/00
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Rcsolution No. 392
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed as of
the date first above written.
�� Buyer:
PALM DESERT REDEVELOPMENT
AGENCY, a public body, corporate and
politic
By: ,E�%�c�'�
Executive Director
Seller:
By: cd4. � ���
eva E. Adams, Successor Trustee
of the Adams Family Trust Dated
June 5, 1981 (as arnended)
:
Attest:
_�1I1L ./ ��i-1 �
Spouse
B.
Orrin Michael Homme, an Individual
By:
Spouse
By:
Marc Steven Homme, an Individual
` c
By:
S ouse
By: �r�v� `1�lC�V�
Pamela Anne Clerihan an Individual
By:
Spouse
OOOZ21 P6402-OOZOI dac 2070011.2 3/SO/00
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Resolution No. 392
EXHIBIT A
LEGAL DESCRIPTION OF THE PROPERTY
THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA,
COUNTY OF RIVERSIDE, AND IS DESCRIBED AS FOLLOWS:
ALL THAT PORTION OF THE EAST HALF OF SECTION 30, TOWNSHIP 5 SOUTH,
RANGE 6 EAST, SAN BERNARDINO BASE AND MERIDIAN, DESCRIBED AS
FOLLOWS:
BEGINNING AT THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID
SECTION 30; THENCE NORTHERLY ALONG THE WESTERLY LINES OF THE
SOUTHEAST QUARTER AND THE NORTHEAST QUARTER TO THE SOUTHWEST
CORNER OF THE NORTH HALF OF THE NORTHEAST QUARTER OF SAID SECTION;
THENCE EASTERLY ALONG THE SOUTH L1NE OF THE NORTH HALF OF THE
NORTHEAST QUARTER TO THE WESTERLY RIGHT(S) OF WAY OF COACHELLA
VALLEY COUNTY WATER DISTRICT RIGHT OF WAY; THENCE SOUTHERLY ALONG
SAID WESTERLY RIGHT(S) OF WAY TO THE SOUTH LINE OF THE SOUTHEAST
QUARTER OF SAID SECTION; THENCE WESTERLY ALONG SAID SOUTH LINE TO
THE PO1NT OF BEGINNING.
ALSO, ALL THAT PORTION OF THE NORTH HALF OF THE NORTHEAST QUARTER
OF SECTION 30, TOWNSHIP 5 SOUTH, RANGE 6 EAST, SAN BERNA.RDINO BASE AND �
MERIDIAN, DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHWEST CORNER OF SAID NORTH HALF OF THE
NORTHEAST QUARTER; THENCE NORTHERLY ALONG THE WEST LINE OF SAID
NORTH HALF, A DISTANCE OF 900.00 FEET, MORE OR LESS, TO THE WESTERLY
RIGHT(S) OF WAY LINE OF THE PROPERTY CONVEYED TO THE COACHELLA
VALLEY COUNTY WATER DISTRICT BY DOCUMENT RECORDED JANUARY 25, 1950
AS INSTRUMENT NO. 3191 OF OFFICIAL RECOR.DS OF RIVERSIDE COUNTY,
CALIFORNIA; THENCE SOUTHERLY ALONG THE WEST L1NE OF SAID PROPERTY
TO THE SOUTH LINE OF SAID NORTH HALF OF THE NORTHEAST QUARTER OF
SAID SECTION 30; THENCE WESTERLY ALONG SAID SOUTHERLY LINE 400 FEET,
MORE OR LESS, TO THE POINT OF BEGINNING;
EXCEPTING THEREFROM THAT PORTION THEREOF LYING WITHIN THE
FOLLOWING DESCRIBED PROPERTY;
BEGINNING AT THE SOUTHWEST CORNER OF SAID SOUTHEAST QUARTER,
THENCE NORTH 0° 29' 02" WEST, ALONG THE WESTERLY LINE OF SAID
SOUTHEAST QUARTER 997.93 FEET TO THE SOUTH LINE OF THE NORTH 100 ACRES
OF SAID SOUTHEAST QUARTER; THENCE SOUTH 89° 58' 47" EAST, ALONG SAID
0002? 1 PG40Z-00201 dac 207001 I.2 3/30/00
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Resolution No. 392
SOUTH LINE, 696.61 FEET TO A POINT ON THE WESTERLY LINE OF PINES TO
PALMS HIGHWAYS, AS CONVEYED TO THE COUNTY OF RIVERSIDE, BY DEED
RECORDED FEBRUARY 24, 1932 IN BOOK 66 PAGES 448 OF OFFICIAL RECORDS OF
� RIVERSIDE COLTNTY, CALIFORNIA; THENCE SOUTH 17° 56' WEST, ALONG SAID
WESTERLY LINE, 1048.76 FEET TO A POINT IN THE SOUTHERLY L1NE OF SAID
SOUTHEAST QUARTER; THENCE NORTH 89° 58' 03" WEST, ALONG SAID
SOUTHERLY LINE, 365.24 FEET TO THE POINT OF BEGINNING;
ALSO EXCEPTING THEREFROM THAT PORTION CONVEYED TO COACHELLA
VALLEY COUNTY WATER DISTRICT BY DEED RECORDED NLY 16, 1990 AS
INSTRUMENT NO. 261886 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY,
CALIFORNIA.
000221 P6402-00201 dac 207pp11.2 3i30/00
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Resolution No. 342
EXHIBIT B
PURCHASE MONEY PROMISSORY NOTE SECURED BY DEED OF TRUST
$850,000
Palm Desert, California
April , 2000
FOR VALUE RECEIVED, the undersigned PALM DESERT REDEVELOPMENT
AGENCY, a public body, corporate and politic ("Borrower"), promises to pay to REVA E.
ADAMS, SUCCESSOR TRUSTEE OF THE ADAMS FAMILY TRUST, DATED JUNE 5,
1981 (AS AMENDED), ORRIN MICHAEL HOMME, MARC STEVEN HOMME, and
PAMELA ANN CLERIHAN (which, together with any subsequent holder of this Note, is
referred to in this Note as "Lender"), or order, at , or such
other place as Lender from time to time may designate, the principal sum of EIGHT HUNDRED
FIFTY THOUSAND AND 00/100 DOLLARS ($850,000), together with interest on unpaid
principal at the Interest Rate described below, with principal and interest payable at the times and
in the manner provided below in lawful money of the United States. The Maturity Date shall
mean April , 2004.
Pavment of PrinciQal and Interest
Principal and interest shall be payable as follows:
A. Ouarterlv Installments of Interest. Commencing on July _, and on each
October , January , April , and July thereafter until and including the
Maturity Date, Borrower shall pay to Lender an installment of interest calculated as described
below.
B. Pavment of Principal and Interest at Maturity. Any unpaid principal balance of
this Note and all then accrued but unpaid interest under this Note shall be due and payable on the
Maturity Date.
C. PreQayment. The principal amount of this Note may be prepaid in whole or in
part at any time, with accrued interest on the principal amount hereof so prepaid, without penalty
or prem►um.
D. Interest Rate. Borrower shall pay interest on the unpaid principal balance hereof
at a rate per annum (the "Interest Rate") equal to six and one half percent (6.50%).
E. Reduction of Principal .Amount. Notwithstanding anything to the contrary
contained herein, the principal sum of this Note shall be reduced and forgiven automatically on
June , 2000 (the "Reduction Date") in an amount equal to $600,000 less the aggregate
000221 P6402-00201 dac 207001 I.Z 3/30/p0
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Resolution No. 392
amount of moneys contributed to the "Cap Homme and Ralph Adams Park Contribution Fund"
to be established by the Borrower on the date hereof (the "Reduction Amount"). The Borrower
shall provide the Lender with written notice of the Reduction Amount within five days after the
Reduction Date, and such notice shall be accompanied by a description of the source and
amounts of such contributions certified by the Executive Director of the Borrower.
Security; Acceleration upon Certain Transfers
This Note is secured by a Deed of Trust with Assignment of Rents (Short Form) (the "Deed of
Trust") of even date with this Note, which constitutes a lien on certain real property located in
the County of Riverside, State of California, and more particularly described in the Deed of
Trust.
Default
In the event any default in the performance or observance of any covenant or obligation of
Borrower under this Note, the Deed of Trust or any other instrument, agreement or document
executed by Borrower in connection with the loan evidenced by this Note is not cured within the
therein specified period of time after Lender gives Borrower written notice of the default, Lender
may elect, without any further notice or demand to Borrower, to declare all principal and accrued
but unpaid interest under this Note immediately due and payable. Any failure of Lender to make
such election following a default or defaults shall not constitute a waiver of Lender's right to
make the election in the event of any subsequent default. Notwithstanding any provision in this
Note to the contrary, any principal, accrued interest, and other amounts which are payable under
this Note, the Deed of Trust or any other instrument, agreement or document executed by
Borrower in connection with the loan evidenced by this Note and which remain unpaid on the
Maturity Date or any acceleration of this Note shall thereafter bear interest, at the maximum rate
per annum permitted by applicable law.
Costs of Collection
Borrower promises to pay (a) all costs and expenses of collection, including with�ut limitation
attorneys' fees, in the event this Note or any portion of this Note is placed in the hands of
attorneys for collection and such collection is effected without suit; (b) attorneys' fees, as
determined by the judge of the court, and all other costs, expenses and fees incurred by Lender in
the event suit is instituted to collect this Note or any portion of this Note; and (c) all costs and
expenses, including without limitation attomeys' fees, incurred by Lender in connection with any
bankruptcy, insolvency or reorganization proceeding or receivership involving Borrower,
including without limitation attorneys' fees incurred in making any appearances in any such
proceeding or in seeking relief from any stay or injunction issued in or arising out of any such
proceeding.
Certain Waivers
000221 P6402-00201 dac 2070011.2 3/30i00
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Rcsolution No. 392
Borrower waives diligence, grace, demand, presentment for payment, exhibition of this
Note, protest, notice of protest, notice of dishonor, notice of demand, notice of nonpayment, and
any and all exemption rights against the indebtedness evidenced by this Note, and agrees to any
and all extensions or renewals from time to time without notice and to any partial payments of �
this Note made before or after maturity and that no such extension, renewal or partial payment
shall release Borrower from the obligation of payment of this Note or any installment of this
Note.
Loss, Theft, Destruction or Mutilation of Note
In the event of the loss, theft or destruction of this Note, upon Borrower's receipt of a
reasonably satisfactory indemnification agreement executed in favor of Borrower by the party
who held this Note immediately prior to its loss, theft or destruction, or in the event of the
mutilation of this Note, upon Lender's surrender to the Borrower of the mutilated Note, Borrower
shall execute and deliver to such party or Lender, as the case may be, a new promissory note in
form and content identical to this Note in lieu of the lost, stolen, destroyed or mutilated Note.
Notices
The provisions of the Deed of Trust concerning the giving and receipt of notices shall
apply to any notice or other communication given under this Note.
Borrower:
PALM DESERT REDEVELOPMENT
AGENCY, a public body, corporate
and politic
S
Executive Director
Attest:
000221 P6402-00201 dac 2070011.2 3/30/00
-5-
EXHIBIT C
WHEN RECORDED MAIL TO:
Richards, Watson & Gershon
333 S. Hope Street, 38th Floor
Los Angeles, CA 90071
Attn: Jim G. Grayson
Itcsolution No. 392
SPACE ABOVE THIS LINE FOR RECORDER'S USE
PURCHASE MONEY DEED OF TRUST WITH ASSIGNMENT OF RENTS
(SHORT FORM)
This DEED OF TRUST, made April , 2000, between the PALM DESERT REDEVELOPMENT AGENCY, a public
body, corporate and politic herein called TRUSTOR, whose address is 78-510 Fred Waring Drive, Palm Desert,
California 92260 and STEWART TITLE OF CALIFORNIA, INC., a Catifornia corporation, herein called TRUSTEE, and
REVA E. ADAMS, SUCCESSOR TRUSTEE OF THE ADAMS FAMILY TRUST, DATED JUNE 5, 1981 (AS
AMENDED►, ORRIN MICHAEL HOMME, MARC STEVEN HOMME, and PAMELA ANN CLERIHAN, herein collectively
called BENEFICIARY,
WITNESSETH: That Trustor grants to Trustee in trust, with power of sale, that property in the City of Palm Desert,
County of Riverside, State of California, described as:
~ THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF RIVERSIDE, AND IS
DESCRIBED AS FOLLOWS:
ALL THAT PORTION OF THE EAST HALF OF SECTION 30, TOWNSHIP 5 SOUTH, RANGE 6 EAST, SAN
BERNARDINO BASE AND MERIDIAN, DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 30; THENCE
NORTHERLY ALONG THE WESTERLY LINES OF THE SOUTHEAST QUARTER AND THE NORTHEAST QUARTER TO
THE SOUTHWEST CORNER OF THE NORTH HALF OF THE NORTHEAST QUARTER OF SAID SECTION; THENCE
EASTERLY ALONG THE SOUTH LINE OF THE NORTH HALF OF THE NORTHEAST QUARTER TO THE WESTERLY
RIGHT(S) OF WAY OF COACHELLA VALLEY COUNTY WATER DISTRICT RIGHT OF WAY; THENCE SOUTHERLY
ALONG SAID WESTERLY RIGHT(S) OF WAY TO THE SOUTH LINE OF THE SOUTHEAST QUARTER OF SAID
SECTION; THENCE WESTERLY ALONG SAID SOUTH LINE TO THE POINT OF BEGINNING.
ALSO, ALL THAT PORTION OF THE NORTH HALF OF THE NORTHEAST QUARTER OF SECTION 30, TOWNSHIP 5
SOUTH, RANGE 6 EAST, SAN BERNARDINO BASE AND MER�DIAN, DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHWEST CORNER OF SAID NORTH HAIF OF THE NORTHEAST QUARTER; THENCE
NORTHERLY ALONG THE WEST LINE OF SAID NORTH HALF, A DISTANCE OF 900.00 FEET, MORE OR LESS, TO
THE WESTERLY RIGHT(SI OF WAY LINE OF THE PROPERTY CONVEYED TO THE COACHELLA VALLEY COUNTY
WATER DISTRICT BY DOCUMENT RECORDED JANUARY 25, 1950 AS INSTRUMENT NO. 3191 OF OFFICIAL
RECORDS OF RIVERSIDE COUNTY, CALIFORNIA; THENCE SOUTHERLY ALONG THE WEST LINE OF SAID
PROPERTY TO THE SOUTH LINE OF SAID NORTH HALF OF THE NORTHEAST QUARTER OF SAID SECTION 30;
THENCE WESTERLY ALONG SAID SOUTHERLY LINE 400 FEET, MORE OR LESS, TO THE POINT OF BEGINNING;
EXCEPTING THEREFROM THAT PORTION THEREOF LYING WITHIN THE FOLLOWING DESCRIBED PROPERTY;
000221 P6402-00201 Jac207001I.1 (CONTINUED ON NEXT PAGE) Paga, of 4
Resolution No. 392
BEGINNING AT THE SOUTHWEST CORNER OF SAID SOUTHEAST QUARTER, THENCE NORTH 0° 29' 02" WEST,
ALONG THE WESTERLY LINE OF SAID SOUTHEAST QUARTER 997.93 FEET TO THE SOUTH LINE OF THE NORTH
100 ACRES OF SAID SOUTHEAST QUARTER; THENCE SOUTH 89° 58' 47" EAST, ALONG SAID SOUTH LINE,
696.61 FEET TO A POlNT ON THE WESTERLY LINE OF PINES TO PALMS HIGHWAYS, AS CONVEYED TO THE
COUNTY OF RIVERSIDE, BY DEED RECORDED FEBRUARY 24, 1932 IN BOOK 66 PAGES 448 OF OFFICIAL
RECORDS OF RIVERSIDE COUNTY, CALIFORNIA; THENCE SOUTH 17° 56' WEST, ALONG SAID WESTERLY LINE
1048.76 FEET TO A POINT IN THE SOUTHERLY LiNE OF SAID SOUTNEAST QUARTER; THENCE NORTH —
89° 58' 03" WEST, ALONG SAID SOUTHERLY LINE, 365.24 FEET TO THE POINT OF BEGINNING;
ALSO EXCEPTING THEREFROM THAT PORTION CONVEYED TO COACHELLA VALLEY COUNTY WATER DISTRICT
BY DEED RECORDED JULY 16, 1990 AS INSTRUMENT N0. 261886 OF OFFICIAL RECORDS OF RIVERSIDE
COUNTY, CALIFORNIA.
together with the rents, issues and profits thereof, subject, however, to the right, power and authority hereinafter given to and
conferred upon Beneficiary to collect and apply such rents, issues and profits for the purpose of securing 11) payment of the
initial sum of S850,000 with interest thereon according to the terms of a promissory note or notes of even date herewith made
by Trustor, payable to order of Beneficiary, and extensions or renewals thereof, (2) the performance of each agreement of
Trustor incorporated by reference or contained herein and (3) payment of additional sums and interest thereon which may
hereafter be loaned to Trustor, or his successors or assigns, when evidenced by a promissory note or notes reciting that they are
secured by this Deed of Trust.
To protect the security of this Deed of Trust, and with respect to the property above described, Trustor expressly makes each
and all of the agreements, and adopts and agrees to perform and be bound by each and all of the terms and provisions set forth
in subdivision A attached hereto, and it is mutually agreed that each and all of the terms and provisions set forth in subdivision B
attached hereto shal! inure to and bind the parties hereto, with respect to the property above described. Said agreements, terms
and provisions contained in said subdivisions A and B, are by the within reference thereto, incorporated herein and made a part
of this Deed of Trust for all purposes as fully as if set forth at length herein.
��Zz, P�o2-�z�, ��� zo,�,,, , ICONTINUED ON NEXT PAGE) Page 2 ot 4
Resolution No. 392
The undersigned Trustor, requests that a copy of any notice of default and any notice of sale hereunder be mailed to him at his
address hereinbefore set forth.
Signature of T�ustor
� PALM DESERT REDEVELOPMENT AGENCY,
a public body, corporate and politic
By:
Attest:
Executive Director
}
STATE OF CALIFORNIA }ss
COUNTY OF FIVERSIDE }
On
before me,
personally appeared
personally known to me ( or proved to me on the basis of satisfactory evidence) to be the personls) whose namels) is/are subscribed to the
within instrument and acknowledged to me that he/shelthey executed the same in his/her/their authorized capacitylies►, and that by his/herltheir
signaturels) on the instrument the personls) or the entity upon behalf of which the personls) acted, executed the instrument.
WITNESS my hand and official seal.
"— Signature
(This area for official notarial seal)
000221 P6402-00201 dac 2070011.1 (CONTINUED ON NEXT PAGE) Page 3 of 4
Resolution No. 392
A. To protect the security of this Deed of Trust, Trustor agrees:
1) To pay; at least ten days before delinquency all taxes and assessments affecting said property, including assessments on
appurtenant water stock; when due, all encumbrances, charges and liens, with interest, on said property or any part thereof, which appear to be
prior or superior hereto; al{ costs, fees and expenses of this Trust.
Should Trustor fail to make any payment or to do any act as herein provided, then Beneficiary or Trustee, but without obligation so to
do and without notice to or demand upon Trustor and without releasing Trustor from any obligation hereof, may; make or do the same in such
manner and to such extent as either may deem necessary to protect the security hereof, Beneficiary or Trustee being authorized to enter upon —
said property for such purposes; appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers
of Beneficiary or Trustee; pay, purchase, contest or compromise any encumbrance, charge or lien which in the judgment of either appears to be
prior or superior hereto; and, in exercising any such powers, pay necessary expenses, employ counsel and pay his reasonable fees.
2) To pay immediately and without demand all sums so expended by Beneficiary or Trustee, with interest from date of expenditure at
the amount allowed by law in effect at the date hereof, and to pay for any statement provided for by law in effect at the date hereof regarding
the obligation secured hereby any amount demanded by the Beneficiary not to exceed the maximum allowed by law at the time when said
statement is demanded.
B. It is mutually agreed:
1) That by accepting payment of any sum secured hereby after its due date, Beneficiary does not waive his right either to require
prompt payment whe� due af all other sums so secu�ed or to decla�e default for failure so to pay.
2) That at any time or from time to time, without liability therefor and without notice, upon written request of Beneficiary and
presentation of this Deed and said note for endorsement, and without affecting the personal liability of any person for payment of the
indebtedness secu�ed hereby, Trustee may: reconvey any part of said property; consent to the making of any map or plat thereof; join in
granting any easement thereon, or join in any extension agreement or any agreement subordinating the lie� or charge hereof.
3) That upon written request of Beneficiary stating that all sums secured hereby have been paid, and upon surrender of this Deed and
said note to Trustee for cancellation and retention or other disposition as Trustee in its sole discretion may choose and upon payment of its fees,
Trustee shall reconvey, without warranty, the property then held hereunder. The recitals in such reconveyance of any matters or facts shall be
conclusive proof of the truthfulness thereof. The Grantee in such reconveyance may be described as "the person or persons legally entitled
thereto".
4) That as additional security, Trustor hereby gives to and confers upon Beneficiary the right, power and authority, during the
continuance of these Trusts, to collect the rents, issues and profits of said property, reserving unto Trustor the right, prior to any default by
Trustor in payment of any indebtedness secured hereby or in performance of any agreement hereunder, to collect and retain such rents, issues
and profits as they become due and payable. Upon any such default, Beneficiary may at any time without notice, either in perso�, by agent, or --
by a receiver to be appointed by a court, and without regard to the adequacy of any security for the indebtedness hereby secured, enter upon
and take possession of said property or any part thereof, in his own name sue for or otherwise collect such rents, issues, and profits, includirig
those past due and unpaid, and apply the same, less costs and expenses of operation and collection, including reasonable attorney's fees, upo�
any indebtedness secured hereby, and in such order as Beneficiary may determine. The entering upon and taking possession of said property,
the collection of such rents, issues and profits and the application thereof as aforesaid, shall not cure or waive any default or notice of default
hereunder or invalidate any act done pursuant to such notice.
5) That upon default by 7rustor in payment of any indebtedness secured hereby or in perfo�mance of a�y agreeme�t hereunder,
Beneficiary may declare all sums secured hereby immediately due and payable by delivery to Trustee of written declaration of default and
demand for sale and of written notice of default and of election to cause to be sold said property, which notice Trustee shall cause to be filed
for �ecord. Beneficiary also shall deposit with Trustee this Oeed, said note and all documents evidencing expenditures secured hereby.
After the lapse of such time as may then be required by law following the recordation of said notice of default, and notice of sale
having been given as then required by law, Trustee, without demand on Trustor, shall sell said property at the time and place fixed by it in said
notice of sale, either as a whole or in separate parcels, and in such order as it may determine, at public auction to the highest bidder for cash in
lawful money of the United States, payable at time of sale. Trustee may postpone sale of all or any portion of said property by public
announcement at such time and place of sale, and from time to time thereafter may postpone such sale by public announcement at the time
fixed by the preceding postponement. Trustee shall deliver to such purchaser its deed conveying the property so sold, but without any covenant
or warranty, express or implied. The recitals in such deed oi any matters or facts shall be conclusive proof of the truthfulness thereof. Any
person, including Trustor, Trustee, or Beneficiary as hereinafter defined, may purchase at such sale.
After deducting all costs, fees and expenses of Trustee and of this Trust, including costs of evidence of title in connection with sale,
Trustee shall apply the proceeds of sale to payment of: all sums expended under the terms hereof, not then repaid, with accrued interest at the
amount allowed by law in effect at the date hereof; all other sums then secured hereby; and the remainder, if any, to the person or persons
legally entitled thereto.
6) Beneficiary, or any successor in ownership o( any indebtedness secured hereby, may from time to time, by instrument in writing,
substitute a successor or successors to any Trustee named herein or acting hereunder, which instrument, executed by the Beneficiary and duly
acknowledged and recorded in the office of the recorder of the county or counties where said property is situated shall be conclusive proof of �
proper substitution of such successor Trustee or Trustees, who shall, without co�veyance from the Trustee predecessor, succeed to all its title,
�zz, P�oz-�Zo, ��,�,�,, , (CONT{NUED ON NEXT PAGE1 Page 4 of 4
Rcsolution No. 392
estate, rights, powers and duties. Said instrument must contain the name of the original Trustor, Trustee and Beneficiary hereunder, the book
and page where this Oeed is recorded and the name and address of the new Trustee.
7) That this Deed applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators,
executors, successors and assigns. The term Beneficiary shall mean the owner and holder, including pledgees, of the note secured hereby,
whether or not named as Beneficiary herein. In this Deed, whenever the context so requires, the masculine gender includes the feminine and/or
neuter, and the singular number includes the plural.
� 8) That Trustee accepts this Trust when this Deed, duly executed and acknowledged, is made a public record as provided by law.
Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or of any action or proceeding in which
Trustor, Beneficiary or Trustee shall be a party unless brought by Trustee.
9) That prior to the reconveyance of this Deed of Trust, Trustor shall not cause the zoning or related land use entitlements pertaining
to said property to be amended or modified (except with respect to the use of said property as a public park) without receiving the prior written
consent of the Beneficiary, which shall not be unreasonably withheld as delayed.
000221 P6402-00201 clac 2070011.1 (CONTINUED ON NEXT PAGE) Page 5 of 4
Resolution No. 392
EXMIBIT D
CERTAIN DEFINITIONS
Environmental Laws means all federal, state, local, or municipal laws, rules, orders, regulations, statutes, ordinances, codes, decrees,
or requirements of any government authority regulating, relating to, or imposing liability or standards of conduct concerning any Hazardous
Substance (as later defined), or pertaining to occupational health or industrial hygiene (and only to the extent that the occupational health or _�
industrial hygiene laws, ordinances, or regulations relate to Hazardous Substances on, under, or about the Propertyl, occupational or
environmental conditions on, under, or about the Property, as now or may at any later time be in effect, including without limitation, the
Comprehensive Environmental Response, Compensation and Liability Act of 1980 (CERCLA) !42 USCS §§ 9601 ei seq.1; the Resource
Conservation and Recovery Act of 1976 (RCRA1 /42 USCS § 4 6901 et seq.l; the Clean Water Act, also known as the Federal Water Pollution
Control Act (FWPCA) (33 USCS §§ 1251 et sep.J; the Toxic Substances Control Act (TSCA) 115 USCS 4§ 2601 et seq./; the Hazardous
Materials Transportation Act (HMTA) /49 USCS 4§ 1801 et seq.I; the Insecticide, Fungicide, Rodenticide Act /7 USCS §§ 136 et seq.l; the
Superfund Amendments and Reauthorization Act /42 USCS §§ 6901 et seq.1; the Clean Air Act (42 USCS 4§ 7401 et seq./; the Safe Drinking
Water Act /42 USCS § 4 300f et seq.1; the Solid Waste Disposal Act /42 USCS §§ 6901 et seq./; the Surface Mining Control and Reclamation
Act /30 USCS 4§ 1201 et seq./; the Emergency Planning and Community Right to Know Act !42 USCS 4§ 11001 et seq.l: the Occupational
Safety and Health Act (29 USCS §§ 655 and 6571; the California Underground Storage of Hazardous Substances Act (H & S C 4 4 25280 et
seq.J; the California Hazardous Substances Account Act (H & S C§ 4 25300 et seq./; the California Hazardous Waste Control Act (H & S C§§
25100 et seq.J; the California Safe Drinking Water and Toxic Enforcement Act /H & S C 3 4 24249.5 et seq.l: the Porter-Cologne Water Quality
Act (Wat C§§ f3000 et seq.1 together with any amendments of or regulations promulgated under the statutes cited above and any other
federal, state, or local law, statute, ordinance, or regulation now in effect or later enacted that pertains to occupational health or industrial
hygiene, and only to the extent that the occupational health or industrial hygiene laws, ordinances, or regutations relate to Nazardous
Substances on, under, or about the Property, or the regulation or protection of the environment, including ambient air, soil, soil vapor,
groundwater, surface water, or land use.
Hazardous Substances i�cludes without limitation:
(a) Those substances included within the definitions of hazardous substance, hazardous waste, hazardous material, toxic substance,
solid waste, or pollutant or contaminant in CERCLA, RCRA, TSCA, HMTA, or under any other Environmental Law;
(b) Those substances listed in the United States Oepartment of Transportation (DOT) Table /49 CFR 172. )O1/, or by the Environmental —
Protection Agency (EPA), or any successor agency, as hazardous substances (40 CFR Part 3021;
(c) Other substances, materials, and wastes that are or become regulated or classified as hazardous or toxic under federel, state, or
local laws or regulations; and
Id) Any material, waste, or substance that is
(i) a petroleum or refined petroleum product,
liil asbestos,
(iii) polychlorinated biphenyl,
�iv) designated as a hazardous substance pursuant to 33 USCS § 1321 or listed pursuant to 33 USCS 4 1317,
(v► a flammable explosive, or
Ivil a radioactive material.
o�zz� P�4oz-�zo, ��zo����.� (CONTINUED ON NEXT PAGE) Page 6 of 4
Resolution No. 392
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County of RIVERSIDE
On �RIL 17, 2000
Date
ss.
before me, VERONICA ABARCA, NOTARY PUBLIC ,
Name and Title ot OHicer (e.g.. 'Jane Doe, Notary Public")
personally appeared CARLOS L. ORTEGA
Name�s) oi Signer(s)
��� • •. r
• �� '��. . � .
.
`r *► f - •
... - .� ��
�7 personally known to me
❑ proved to me on the basis of satisfactory
evidence
to be the person(s) whose name(s) is/are
subscribed to the within instrument and
acknowledged to me that he/she/they executed
the same in his/her/their authorized
capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or
the entity upon behalf of which the person{s)
acted, executed the instrument.
WIT ESS my hand and o icial seal.
Place Nolary Seal Above SignaWre o Notary Public
OPT/ONAL
Though fhe information be/ow is not required by law, it may prove va/uable to persons re/ying on the document
and could prevent fraudulent remova! and reaKachment of this form to another document.
Description of Attached Document
Title or Type of Document: PURCHASE AGREEMENT FOR PROPERTY
Document Date: M�RCH 31, 2000
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer
Signer's Name: ___. _.___.. _
I.� Individual
f 1 Corporate Officer — Title(s):
❑ Partner — ❑ Limited ❑ General
r7 Attorney in Fact
i .' Trustee
� Guardian or Conservator
�l Other: PALM DESERT REDEVELOPMENT
Signer Is Representing:
Number of Pages:
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Top of thumb here
AGENCY EXECUTIVE DIRECTOR
OO 1997 National Notary Associatwn • 9350 De Soto Ave., PO Box 2402 • Chalsworth, CA 91313-2402 Pral. No. 5907 Reordec Call Toll-Free 1-800-876-6827