HomeMy WebLinkAboutRiverside Highland Water Company Stock PURCHASE AND SALE AGREEMENT
(Riverside Highland Water Company Stock)
This Purchase and Sale Agreement ("Agreement"), dated this24day of April, 2012, is
entered into by and between Fred Lam and Shirley Lam ("Seller") and the City of Grand
Terrace, a California Municipal Corporation ("Buyer"). Buyer and Seller may be individually
referred to as"Party"and jointly as the"Parties".
RECITALS
A. Seller warrants that Seller is the sole owner of four (4) shares of capital stock of
the Riverside Highland Water Company("Capital Stock").
B. Said Capital Stock is designated for use at 21937 Grand Terrace Road in the City
of Grand Terrace, on and impertinent to Account#01048-01.
C. Seller desires to sell, and Buyer desires to purchase, the Capital Stock, at a price
of Two Hundred Dollars ($200.00)per share plus charges on the account of$63.80.
NOW,THEREFORE,for good and valuable consideration,the receipt and adequacy of
which are hereby acknowledged,Buyer and Seller agree as follows:
1. The foregoing Recitals are true and correct and incorporated herein as if set forth
in full.
2. Buyer agrees to purchase from Seller and Seller agrees to sell to Buyer the Capital
Stock, together with the attendant rights, powers, and privileges pertaining theeretoa. Upon
payment by Buyer to Seller of the amount of Eight Hundred Dollars ($800.00), p ym by
Buyer of Sixty-three Dollars and eighty cents ($63.80) to Riverside Highland Water Company,
Seller shall immediately execute a Stock Assignment Separate from Stock Certificate (in the
form attached hereto as Exhibit A) for the Certificate No. J4 representing Capital Stock in
the Riverside Highland Water Company, and convey said Capital Stock to Buyer.
3. The Parties agree to take whatever actions are required if any, by the Riverside
Highland Water Company to formally effectuate the sale and assignment of the Capital Stock.
Each of the Parties hereto shall execute and deliver any and all additional papers, documents,
instruments and other assurances and shall do any and all other acts and things reasonably
necessary to carry out the purposes of this Agreement and the intent of the Parties hereto.
4. All notices given or required to be given pursuant to this Agreement shall be in
writing and may be given by personal delivery or by mail. Notice sent by mail shall be
addressed as follows:
If to Buyer: If to Seller:
City of Grand Terrace Fred and Shirley Lam
Attn: Community and Economic 6-1 t c414 eels-
Development Director NCj b 1-2 f a
ct
22795 Barton Rd.
Grand Terrace,CA 92313
• ,age 2,Purchase and Sale Agreement between the City and Fred and Shirley Lam
Exhibit A
Form of Stock Assignment Separate From Certificate
(attached)
Page 2,Purchase and Sale Agreement between the City and Fred and Shirley Lam
changed,written notice shall be given within five(5)working days of said changes.
6. The laws of the State of California shall govern the interpretation and
enforcement of this Agreement. Venue for any legal action brought by either Party for the breach
of this Agreement shall lie exclusively in the Superior Court of California for San Bernardino
County, California. The prevailing Party in such legal action shall be entitled to reasonable
attorneys' fees and costs.
7. This Agreement shall bind and inure to the benefit of the Parties to this
Agreement and their respective successors and assigns.
8. This Agreement contains the entire agreement between the Parties with respect to
the subject matter herein. All modifications,additions or amendments to this Agreement shall be
in writing and signed by the Parties hereto.
9. This Agreement may be executed in counterparts, each of which shall constitute
an original and all of which together shall constitute one and the same agreement.
IN WITNESS WHEREOF, this Agreement has been executed by the Parties on the dates
set forth under their respective signatures below, notwithstanding that this Agreement is dated
for convenience and reference as of the date and year first written above.
"SELLER" "BUYER"
City of Grand Terrace ,,/ __
By:
/v By: G(l 6(J
Fred Lam 6 Bets .A ams,City Manager
By: gtVAA �jOI V`'---- Date: April.7C2012
Shirley Lam/ U
Date: April 1) ,2012
Approved as to form:
Richard L.Adams
City Attorney
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F D t. > 12374 Michigan Street • Grand Terrace,CA 92313-5602 • (909)825-4128 • FAX(909)825-1715
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STOCK ASSIGNMENT SEPARATE FROM CERTIFICATE
FOR VALUE RECEIVED, the undersigned hereby sell, assign and transfer unto.
*****4****"Shares of the WATER STOCK of the RIVERSIDE HIGHLAND WATER COMPANY
standing in *****Fred&Shirley Lam*****
name(s)on the books of said Corporation represented by Cenificate(s)No. *****24949*****
Dated Signature
The slenature(s)on this assignment must correspond with the name(sl on the face
of the certificate in every particular,without alteration or enlargement,or any change.
Aces( 01048-01 Unused Shares