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2018-32
RESOLUTION NO. 2018-32 A RESOLUTION OF THE CITY OF GRAND TERRACE MAKING A CEQA EXEMPTION FINDING AND APPROVING THE SALE OF REAL PROPERTY LOCATED AT 22400 BARTON ROAD, #200 (A P N 0275-301-04) WHEREAS, the City of Grand Terrace owns real property identified as 22400 Barton Road, #200 (Property), Assessor's Parcel Number 0275-301-04;and WHEREAS, the Property measures approximately 0.91 acres and is fully developed with an approximate 6,500 square foot building, playground and parking facilities; and WHEREAS, a child care facility has historically been operated on the Property; and WHEREAS, on May 31 , 2017, the City Council approved a three-year lease agreement with Family Services Association (FSA) with an option to purchase in the first year; and WHEREAS, FSA terminated the lease at the end of the first year and did not exercise its option to purchase; and WHEREAS, it is in the City's interest to sell the Property so that is placed on the County Assessor's rolls and generates economic benefits to the City; and WHEREAS, the City Council conducted a noticed public meeting on this item on July 10, 2018 at the Grand Terrace Council Chambers located at 22795 Barton Road, Grand Terrace, CA 92313. NOW THEREFORE, BE IT RESOLVED THAT THE CITY COUNCIL DOES RESOLVE, DETERMINE, FIND AND ORDER AS FOLLOWS: Section 1. The City Council finds that all of the above recitals are true and correct and are incorporated herein by reference. Section 2. The City Council finds that this action exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15061(b)(3) of Title 14 the California Code of Regulations because the proposed action to sell the Property will not create a significant impact on the environment. Section 3. The Planning Commission found at its meeting of July 5, 2018 that the sale is consistent with the Grand Terrace General Plan. 2018-32 CC Reso Page 1 of 2 July 10, 2018 Section 4. The City Council approves the attached Standard Offer, Agreement and Escrow Instruction for Purchase of Real Estate, Section 5. The City Council further directs and authorizes the City Manager to execute and take all necessary and required actions to carry out this Resolution. PASSED, APPROVED AND ADOPTED by the City Council of the Grand Terrace at a regular meeting held on the 10th day of July 2018. D rcy M a oe M r ATTEST: Debra L. Thomas City Clerk APPROVED AS TO FORM Richard L. Adams, II City Attorney AIRCR11110 STANDARD OFFER,AGREEMENT AND ESCROW INSTRUCTIONS FOR PURCHASE OF REAL.ESTATE INan.Residential) Dated: ,dt:-n d, �pl 1. Buyer. 1.1 224W EEAE%R)3. i"Bhryer'l hereby offers to purchase the tell property,hereinafter descr bed,from the owner tr+reot i'SeBer');colkttt.er.the'Parefef'or ind.vidually,a-Party'►,through an eicmwi�'Espow-I to clan 3a« days after the vnmr at expiration of the Buyer's Contingencies,i'Espected Closing Date')to he held by 1'3 1 =o A I AgCgVp Offt= ;-Escrow Helder")whose address it 9 9 I I Fgnch1 ''. f3i A. Sa!rP IN1, Fla nrh.n ,u1 ;pan.E.ga_ rA 91710 .phone No Ficam ilt ile. 4( 1-}4 i-^917 upon the term,and conditions set forth n this agreement('Agrnment'),Brayer ths.haw the right to assign Buyer's nghtshereunder,but any such assignmens shall not relieve Buyer of Buyer',obligations ha'eln unles,SeVvre+pretsly To eases Buyer 1.2 The term`Dale of Agreement'As used herein shall be the Cate when by execution and delivery jai defined in paragraph 2011 of this document Or■ subsequent counteroffer thereto,Buyee and Sellet have sea&ed agreement in wit sing whewby Seller agrees to sell,and Buyer agrees to purchase,the Property upon temps accepted try both Parties. 2. Property. 2.1 The tea property('Property')thatisnesubjectOfthisoferconsistsof;insert4briefphysicaldesctietsonl An Annr11y1conr+r e.448 a :ref-standlnc school build_nh on att±rex.Tate:tr .9! aer*3 of !and uloatedintimCauntyol San Ber-:ard_ps2-.}seam=rdyknawnaslsireetoddress.city-,tate.sipJ �S_BarLn^. Hued, GrtlnJ :@'era-e. CA 92313 and is "aRydescnbedn: 'r. 1'ie r1P,cvPf Psi turn_.: r a -^nw (APN r17-�h 3131 04 1, 2.2 Hthe legal description of the Property s not complete or is maccvrate,this Agreement shall not be milohd and the legal description shall be corrpteted or corrected to meet the requirements of C h i eaca T it 1 e LCr.-.a r�6_i-Tllle Comparry'),which shall issue the title policy hereL.Aftef described. I.3 The Property includes,at no addibonarcost to Buyer.the permanent improvements thereon.Including those items which pursuant to applicable law area part of the property as well as the following items,.f any,owned by Se!'er and at present located an the property electrical dlste-button systems;Power panel,bus ducting,mnduas,d smnnec:s,lighting fi.nures),telephone Aste.bunan systems lines,jacks and canneerlons Only),spate he4rtrs,heating,ventilating,air edmdithori:ng equipment{^"VAC"),aa lines;her sprinkler systems.security and fife detKnOft systems,atpets,window cavenngs,we.caieringi and .3., ,'tratturC. ^_ice sea 1sn c.t.s.nmrm TnaT TIa not 1 einne. to me rurrcnr T.•1'.lrh (collectively.The -Impraeements-). � Rs 24 The fire sprinkler monitor it owned by So or andlncludi d m the Purchase Price,D.,...d by Sa:er,and Buyer w i need to negotiate a new lease wah the filemanitoring camyany.�-I owner-hop will be determined during Escrow.a,_there is nohio sprinkler monitor 2.5 E+ceps as prav;ded in Paragraph 2.3-the Purcfios Pace does+.a&4ncludz Sellei'spenonal property.furmltre and furn.shin;,.Mi Wmmmmmnaas,=�=a 3. Purchase Poke. 3.1 The purchase pr m('Purchase Peicr)to be pald by Buyer to Stile+for the property she-:be 5 L.0,:l.000 ,payable as follows (Strike any nc t app{cob'tj (a) Cash down payment,including this Deposit as dehted in pragraph 4 3 rot it anall cash trans."n.the purchase price; s I.ngrr,rr11� lbt 'cis- ' ear nr.c- 1 _..... I-po p.-e.&"hp1baoplitir ..a-saw-,....�� � 1p Id) -- uo-ec•.C.,e_ad•�.•lY C,&*0 a.bk .., pip—,rahai'pis•,"ua•tit: by"aY'1.nthr•- ��. Total purchase Peirce s 32 If Buyer Is lak ng tine to the rroperry sub.ett to,dr at sumirg,an Existing Deed of Town and ixh deed of hest permits the Bteiefia sty to demand payment of fees inducing,but nail m led to,polnu processing fees,and 4ppra1331 lees Asacandinon to the tranlfer of the Peopertg Buyer agrees to pay such lees up to a ma+tmant of 1 5%of the u npald prmapal baloncer of the applicable Existing Note 4 Deposits. 4.7 �B«7 ►'+�te.g=ti`a.�-:1-n.shr.._r2� �v--�-•'il-.�wkd:.Iw+i,��Wl.*`r Wes•--."...._...�„��7_ _..__•_ fs 3E+within 2�. ---- buaine3343ys aftelbath P41"tt0haveicacvtedthAkgreement andthee+ecuted Agmementhas betndelntredto Esrsew Holder Buyer shall deliver to Escrow Holde r a check.n the sum of $1 C-f 5.^^. d Hid check hs not received by Escrow Holdgt within sera time pengd then St ter may flea to unilaterally termirate this tranucnon t>y giving written nonce of s-ith eleetianto Escrow Helder whereupon neaher Parry shall haw any rurtherhatXAty to theater under this Agreement Should Buyer and Se ler not enter into an as dement far purchase and mid.Buyer's check or funds shall,upon request by Buyer,bepromptly returnedto Buyer. 4 2 Addiponal Aepasat la) Within 5 business days after the Date of Agreement,Buyer tha I deposit with Escrow Holder the additional sum of - tobeapplled to the Rurcham Price at the[losing (b) Within 5 business days after the tontingiinches diftusied in paragraph 4-1(a)through(m)om approved or waived.Buyer shall deposit with Estrew, "older the addinana sue of. ----r to be applied to the Purchase Price at the Caosirg (c) N an Additional Depoun is not received by Escrow Holderwnh+n thenme period pravtded then Seller may notify Buyer Escrow Holder,and Brokers,in wnhngthat,unless the Additional Disposals m4si ed by Escrow Xo'der within business drys following said notice,the Escrow shall be deemed terminated wltho-4 further nonce at Instructions 4.3 Escrow Holder shall deposit the funds deposited w1h.1 by Buyer pussuantto paragraphs 41 mo 4,21ciciBectrnly the'Depesil'),In a State as federa3y Chartered bank in antnterestbearing account whose term is appropriate andtons.stentwitn thetiming requirements alth s transaction The interest Therefrom.shall atcrue the the benefit at Buyer,who hereby acsnow'edges that then maybe penalties ar imenst lodenuns if the appllattte Instrument is make erred prior to Its Page 1 of B _ INITIALS Last Edited'6/11/2013 126 PM INMALS 0 2017 AIR CRE A';Rights Reserved OFA-20 00,Revised 01-03.2017 specified-aituity Buyer's Feder,Tot identification Nar-ber is Co hl> 4m 11 y.•r.iA NOTE Such•nt.rest bessingactount Cannot beoaaned wfthl Buyefs1rderal TasldentitKatlon Numbefltyravided 4.4 NotwdPisanding the foregoing,wiM ri S days after Escrow Holder receives the mantes described in paragraph 4.1 above,Escrow Helder shall release S1Da of said market to Sit Bet as and for independent cot der4tson for Seller execution of this Agreement and the granting of the com anEtncy Period W Buyer as herein provided.Suchinds pendent consideration IF nonielundable to Buyer but shall be credited to the Purchase Pneebl the event that 1hepunhase of the Prop"Is completed. AS upon waiver of allot Buyer'scantingenctes the Deposit dull become non-tefundable but applkabtela the Purchase Price eecept In the event ofa Seller breach,of In the event that the Eutaw cis terminated pursuant to the provisions of Paragraph 9.1(n)(Destruction,Damage or Loss)or 9.11o)(161slerlas Change) S. Financing Contingency.(Srnkr if rJptJSPpficobtrf i.] SkK-allack - --'s--�=„vM�{.+4>•`�ri+rl.�++ . _ .....4a.. .a Al6h.,.a P.M' .J.! in New a'S.L-X to' ii,ad F_"L1w0"al i'FW.•,..k;r 6W,P.efloi 4I liii 41M 92 offilis LW .:ere_r aaa IN 11-_.a.r.esw.-• s,1...ado tee.--.r S.S rye.a�� rr:, r�r's�_erL�r�-.^.,.-.w--^"•i;,.. � '__-.4±--p_-.c ..-t..yfirap B. ScflOrfnandng,;Pe.c3L se hsoney NPle) fStahsJndt appf•robfa+ SS .i3+i+r-a�et�-+aAyrr atraa�acs-1+a*",ua4'aFA6:+ca.x�.=rattle.•.^�,��4�+aF�•..•.� '-i.LA6=p ------ ..e r _ -'.loll-I'lr�"..li'.LCPI.P�rii.Gar�3LS.e ^r-0-'L71ii' ~fi2r:.ae.sv..�tt..r�r,"'�FRW+r"-r,_r.s.�sr a".�Tr.s-_ r.r....-q..r..aATB�+E,a.e.-.�a�....x�...,..=..��....�^•T cal-s.cisaton"a Ri-,v in. ;6'— *"-t'data.t�xRi-silos-haL'La-F'14'..�,..... '..r._ ua �4 87 64 MDULtEN96CAUA2AmNLIUo cc=.i Csr tar plig14fisixi%s4 x�"L "P#gal••��'•1:L.'s"-l-8�._u,.,........_.......�.. xr.r ra-e w r■rw lea.s zn�arr.w GsLIl4gpAOp[AIY. 65 - --_-' =-------r-it . 50..4._...._Wii_ry...._^r^.�...._._...:"_.....r" e..—._ aaaa4�Byl�awa ...IaL�•taco a..�..a.11..�w.afwru ..• .a in „inYaah4•,,"...mow..... 7. Real Estate Broken. 71 The kilowng real estate broleils.f 1110kan'l and brokerage rdancr4`-vi rrur ntha transaction Ware consented to by the Partial(check the s�Getable baml) 'eyrere cis Sailer erclu.wty I'Seller's Broker']. -� represents B reususivet r-� aye Y('Buyli s Broker'I;OF Lea i..2%59 e)C-ACe}_- 'll�6_.Per, ,-8L 1{5=3L 16 represents both Seller ant Buyer J-Dual igency") The Palpes acknowledge that other than the Bralerl Astrid above.then are no other brokers representing the Parties or due any fees and/or tommiss•tins under in$ Agreement See paragraph 24 regarding ilia nature of a re rt estate agency relationship.Buyer shall use the services ofBuyer's Broker exclusively in Connection with any and all negariabons and oNers with relmtt to the Property for a period of 1 year from the date insetted for reference Purposes at the top of page 1 72 Buyer and Soler each represent and warrant to the other that he/she/it hat had no dealings with any person.firm,broker or finder n connection with the nrao,wiron of this Agreement and/or the consummation of the purchase and sale contemp'ated herein,other than the Brokers named rn paragtaph 7.1.and no bwaker or other person,him or enary,other than said Brokers is/ate entitled to any commission tic finder's fee In mnnectnn with this transaction as the result of any des nS at acts of such Party.Buyer and Seller do each hereby agree to Indemnify.defend,protect and hold the ether harmless born and apinst any costs,expenses 4r6agikty for componsabon,cammitslon or charges which may be claimed by iM broker,frnder or other similar party,other that Said named Brokers by reason of any dealings or act of the Inoerrinlfyrng Parry. A. Escrow and Closing. 91 upon actepancehereof by Seiler,this Agreement,including any counteroffers Ircofpofated hiefecn by the Parries,than coitteua Mat Only the agreement of purchase and We between Buyer and Seller,but also instructions to Eurawkalder foe the consummation of the Agirementlhrouth the Escrow Escrawtfolder shall not prepare any funhaf escrow intttuctsonl relating or amending the Agreement unless specificall y so.natructed by the Parties of a Braker herein Subjectra the realanoble approval of the Parties,Escrow Haider mpg however,include its standard general escrow Previsions.In the event that there s any canll ct between the Provisions of the Agreement and the provraronsof 4nyadd6tional escrow.nstmctions the provisionl of the Agreement than Prevals as totht Parties sod the Escrow Holder. 82 As saunas practical after the rece,pta'dims Agreement one anyreievanL counterogers,Escrow Holder stud srcertari the Date of Agreement sidelined In psragtophs 12 and 20 2 and advise the Parres and Brokers,in writtrg,af the date ascertained 83 Escrow Helder is hereby autriarued and instructed to conduct the Escrawin accordance with this Agreement,applica ble law and cuttem and practice at the cammunitym which Escrow Holder is located.including any reparnngtepuirementset the Internal RevenueCode In the evens ataJonfltt betvnen the lawol the state when the Property is located and the law of the stalewhere the Escrow Holder is located,the law of the State where the Property Is located shil.txesail. 94 Subject to satisfaction of the contingencies herein described,Escrow Holder shall dose this escrow(the"Closing')by recording a general warranty deed(a grant deed In Caldamia)and the othet documents required to be retarded,and by disbutwill the funds and documents in accordance with this Agreement 85 Buyer and Set of shall each pay one-hate at the Escrow Holdeis charges and Seller shall pay a he usual recording fees and any reduved documentary transfer tales.Seller$hats pay the Pternium for a standard Coverage owners or joint pr olettion policy of title Insurance.(Set also paragraph 111 8.6 EscrowHoWlrShallVeritythatallatBuyer'sconMgencieshavebeenSatisfiedorwaivedpriortoCtosmg.The mstters contained in paragraphs 9l subpragraphs(b).(c),id).(*I.IS).(q,(n),and faj,9.4,k2,11.14,15,13,I0,21.2L and 24 are,however,matters of agreement between the Parties only and are net instructions to Escrow Holder. 8.7 If this transaction is terminated for nan•sahslaLtion and non-waiver,of a Buyer's Contingency,as defined in paragraph 9 2,then neither of the P4rties shall sh oreafflr have any liability so the other under this Agreement.Cusps to thsestent of a breath of any sfhrmative covenant or warranty In th4 Agreement.In the evens OR such termcnstion.Buyerthawl,subject Rothe Pravis'ons of paragraph8.M be promptty refunded a 1 funds Ceposited by Buyer wait Escrow Holder,less only the 5100 provided Far M pangraph 4 4 and the Title Company and Curtaw Holder cancallatum fees and costs,allot which shag be Buyer s obligation If this transaction is termnated as a result of Se:ef's bee atn of this Agreement then Seller thaq pay the Take Company and Escrow Holder cancellation fees and costs SS The Closing shall occur on the Especled Closir g Cate.De AS ROOM theneahee at the Eutaw is in condition for Closing.provided,haw•ever.that if the Clan ng dices net=w by the EapoC-ed C using Date and said Date Is Mat etterded by mutual nrtmetions of the Partial,a Party Fiat then in defatdt under this Agreement" Hardy the other Party,Escrow Haldor,and Seos,4 M.In wscong that.unless the eloung occurs within 5 busnes t dap fotlawng sa,d natue,the Escrow shag be deemed ssmsi dwithout further notice or msirucirons r! Page 2 of B fNITfAlS Last Edited 61W201S 1:26 PM INITIAL$ '2017AiA CRE. All Rights Reserved. uFA-2:5.00,Reviled 01-03.2017 89 Escept as otherwise provided here(,theterm ruitanof Escrow she'.not-eliever or re ease either Party from any abCgabaato pay Escrow Hafder's lets and costs or constitute a waiver,release of cincharBe of any breach or default that has occurred in the performance al the obligations,agreements,covenants or warranties contained thereiti. sao If th-s sale of the Property Is nail consummated for any reason other than Seats I breach or default,than at Stgtr's requatt,and as a condition to any obligation to return Dwyer s dapoln{see paragraph 21).Bwyar shall within 5 days after written request dolor"to Seller,at no charge,copies of all surveys,engineering studies,sail reports.maps,master plans,feaslbrity stud,esand other similar items peepatedlry or for Buyer that pertain to the Property provided,however,that Buyer shall rest be required to deliver any such report P the written contract which Buyer entered imownh the consultant who prepared such report specifically forbids the dissemination of the reponta pthan. 9. Contingencies to dating. 9.1 The Classing of this transaction,.contingent upon the sansfartyon or waiver of the Following commgeric.es IF BUYER FAILS TONOTIFY ESCROW HOLDER, IN W IUII14G,OFTHE DISAPPROVAL OF ANY OF SAID CONTWGENCIES WITHIN THE TIME SPECIFIED THEREIN,IT SHALL BE CONCLUSIVELY PRESUMED THAT BUYER HAS APPROVED SUCH ITEM,MATTER OR DOCUMENT Bult-'s conditional approvl shall commute ditappravai,unless provision is trade by the Seller within the two specilsod therefore by the Buyer it such cr metatarsal approval or by this Agreement,wh.chever is later for the satisfaction of the candition.mposed by the Buyer. Escrow Holder shall pramptIV prowdot all patties wilt Copies of any wumen disapproval of condmonal approval which-t receives.With regard to subparagraplu 4) through Im)the pre-printed time periods shot control unless&different number of days Is inserted In the spaces provided (a) Oisclasure.Seiler sha'make to Buyer.through Escrow,all of the applicable disclosures requ red by law{See AIR CRE['ASR)standard form entitled -Sellas's Mandatory Disclosure Statement-)and piavider Buyer w,th a completed Property Infmmadon Sheet('Ptoperty Information Sheet)concerning the Property, du:yertecufedbycoonbehalfof5e;erinthecurrentformorequivalentto%hatpublishedbytheAIRwdhlnLiu 2� _ days Following the Date of Agreement Buyer has 10 days from the receipt of said dndoiures to appoove ordisapprove the matters disclosed Ibj PAysicallnsectian Buyer husks+ 6 7 days fallowing the receim of the Property lnfarmation Sheet ar the Date of Agreement whidhevtr Is-ater,to satisfy Itself with regard to the pteyileal aspects and site o f the Property. Ill Na3ardeusSwfatance Cnnd,pont RtpoR SuVorlia3JUAL 67.. diva following the receipt of the Property Information Sheet or the Dote of Agreement,whichever is later,to saoi'y itse-I wah regard to the environmental aspects of the Property.Seller naommends thus Buyer obtain a HaiardW i Substance Conditions Report cometning the ProperTyard relevant so1pning properties Any such report sha11 baps d for 4 Buyer.A-Hazardaus Substanea'for purposes of this Agreement is defined lastly substance whose nature and;or quantity,of existence,use,manufacture.disposal or effect,ferder it subject to Ftdtrat rtatt ar loal regulation, rernedialsonot removal as potentially injuro"to public health orwelfate.A-HatstdousSubstanceCondition'for purposes atthis Agraerrurmis dented as theasislence on,under or relevantlyacipcent to the Property of s Hazardous Substance that would require rsimediarion and/Ow removal under applicable Federal,cute or bu;law (ai) Sail lnspectian.Buyet has}7ra' b i days From the receipt of the property information Sheet or the Dale of Agreement,whichever n.aier, , to satish'Itself with regard to the temdnton of the salts on the Property.Seller recommends that Buyer obtains sad test report.Any such report shall be pa-d for by Buyer.Seller shall provide Buyet assails of any goes report that W.tr may have within 10 days following the Date of Agreement. fe) Gavernmentd Msravc4 Buyeshasr--. 93 days following the Date of Agreement to unify itself wish regard to app.arms and oternits fmm gavernmenti I agencies at depanmenl3 whl[h have at may have jurisdiction over the Property and which Buyer deems nectssary at der rib]*in tannecon with rill interded use el the Ptoptny,n�'uding.but n-t I,mited ta,pnm,ts and approva 3 teciuvedwish respect to zoning,planning,building and safety,form,pal ce, handicapped and AAterK&As wits Otutillities Act,equrremem s,trantponanan and environmental matters (I) Condmorm of Titlt Escrow Holder shall cause a tureen commitment for title Insurance('Title Commitment')concerning the Property.cued by the Tule[ompany,as well as feg foo wpies of all decumants referred to in she Title Commitment[-Underlying DBcts ments-),and a scaltd and dwrtnslontd plot showing The loanon of any easements to be delivered to Buyer within Asa 30 days following the Date ar Agreement Buyer has 10days from the receipt of the Ada Commitment,the Underlying Documents and the plat plan to satisfy Itself with regard to the coriditian of title,The it sapproval by Buyer of any monetary encumbrance.which bvthe terms of thri Agreement Is motto remain against the Property after thaClosing,shall not be considered a Iaiture of this contingency,as Seller shall have the all Igatsan.at Sid let's expense.to satisfy and remove such disapproved monetary encumbrerce at or before the Casing fill Survey.Buyer his W-O;N 6C daysfollowingtht teceiptofthe Title Commitment and Lnderlying Documemt3tosabstyttsrtivnth rtgardta any ALTA title supplement based upon a survey prepared to American land Title Association['ALTA-]standards loran Owner policy by a licensed aurveyc5 showing the legal dean ption and boundary-esaf the Property,any tasaments of record,and any improvements,pefes,structural and ihirgsloatcd wstWn Worst of either side of;he Prapeny bouncf rylines.Any such survey shall be prepared at Buytr'I direction and expense if Buyer bar obtained a survey and apprcved the ALTA titto supplement,Buyer may eleC within the period alowed Far Buyer's approval of a survey to have an ALTA extended coverage owner's farm of title policy.No which even: Buyer shall pay any additional pram win an abutabst thereto (h) Eslsanplwses and Tenanry Statements Sol of shall within 10 u.-_== days fallowing the Date of A;ntmerl pooviee bath Buyer and Elston, Holder with legibe Copies of all leases,awtoleaies or rental arrangements(Collectively.'Ealsting Leases.j affecting the Property,and with a tenancy Statement ('EssoppalCerdBcata--)In the latest farm oreClu,vole ltognatpub shed by the AIR.e-eculed by Seller andlar each tenant and subtenant of the Property.Seller she use Its beat efforts to have oath tenant Complete oridexecutt an Estoppel CernAate If any tenant fai a or refuses to provide an Estoppel Cartiticate then Seller shaq complete and erecute in Estappel Cartiffate for that tenancy.Buyer fuslDdays lmmihe receipt ofsad Existing lasses ono Estoppel Cemficates to satisfy malfwdh regansta the Euning Leasesand any ether tenantry issues. ;I; OwntriAtsaGapOn.Seller shad within l0ac ----- days following"Date ofAgretmentpravdtBuyerwitha statement andtransfer package from any owners association servicing the Property.Such transfer package shalt at a minimum inc'ude copies of thalsfoclafsan'f bylaws,artic.esof incorporation.current budget and financial statement Buyer has s0 days from the receipt of such documents to satisfy itself with tepid to the assmanon. (:) Ofhef AilrefmMtt.Seller shall wsth1A 10:. days fallowing the Data of Agreement prov.de Buyer with legible copies at all other agreements 1'01her Agreements`)Lnowm to Seller that will offal the Property after Closing.Buyer has 10 days from the receipt of aid Ocher Agreements to satisfy &self wrth regard to such Agreements, (k) Financing.If paragraph 5 hereaf dealing with a bouncing contingency has not been stricken,the satisfaction or warver of such New loan c onttngenry (I) f:itnngNoyes..lL.PIUDUOI.26�:+ee► � i,t„ I;=anY .t0.z.y.tJ.coo�ssl.c+wi.wtiagf:oLa.l•••^�^_..w, R,T,;ssar,o+cued+li«+rWwar.#.ei:aervv,Iw'L#M{`MMsex+lt'}a*.v�s�la+prap+aµw,ilr«w+«aarbres- FL rvea.v+r. '--�•,�w—a ..-.ter .yas,z 4--- Near_ tans ar.d Lba+s. M.. -Y" ae"`�r'rraPaw^t't-#lint+Wi,atyaslM-----+ww:= -`.—wtNa'+4aarafnrsOa+raaiaaaC++* P Kd h. tl[rt riot.slzat-r:Fw.d7a+ISrnlzl*-w,•R�,�aal!-ealh taq.,.,....ti.w.,...�...�-........�_._..r ^� . ;m) PersonolProperry Ih theeventthat arty personas propany,s included m the Putchase Prue,Buyer has 1Das 10 says forfpwlng the Date of Agreementto sahsly itself with retard to the title CpndinpA of such personal property-Saber recommends that Buyer obtain a UCC-1 report Any such reportshall be paid lar by Buyer Seller anal provide Buyer copies of any liens at encumbrances affecting such personal property that It Is aware of within 10 u In days fo:lomAgthe Date of Agreement. ;nl Destructian DamaJt or Lass Subsequent to the Date of Agreement and prier to Closing there shall not have occurred a destruction o1,ar damage or Iasi to,theProperty many poillon thereof.from any cause whatsoever.wh ch would wit more thanS10,0WO0rorapa,rrir cure If lhefAis aF eepa'r or sure 510,ODD DOW lets.Seller shag repair of cure the rots poor lathe Classing Buyer shall have the Option,within 10days after renipt of wntten none of a Lou costing more than SI0,0DO.D0 to repair or cure,to elther termingis this Agreement of to purchate the Property notwithstanding such loss,but without deduction at offset against the Purchase Price.If the Cost to repalror cure is mart than$10,DDO 00.and Buyerdpes not eleR totatminate th;a Agreement.Buyer shah be entstledto any intunrce avocreds appl cable to such loss.Unless athervvise notified n writing Escrow Holder shall 893wme noSuch destruction.damage or last has occurred prior to Closing [o) MaterialCAanQe.BuyershallhaveLDdaysfollowingreceiptofwrittennoticeofaMaterialChangewith.ewhichtosabsfyitselfwithregardtosuch flange 'Material Change'shag mean a substantial adverse change in the use,accucancy.tenants,title.at condition of the Property that action after the date of th s offerandpriortalho Clmrig Unless olherwile notified In writing,Escrow Holder shell assume that no Material Change has occurred prior to theClosing. [p) Srlfn Prrfarmance.The delivery Wall document%and the due performance by Seller of each and every undertaking aid ageeemtnt to be performtd try Seller under thl Agreement [g) Braltrage Fes.Payment at the tJ asng of such brokengt fee as,s specified in this Agreement or later writteft 011runceiz to Escrow holder executed Page 3 of 8 INITIALS Last Edited'611112018146 PM INITIALS 1A O 2017 AIR CRE. All Rights Reserved. OFA-20.00,Revised 03-03.2017 by Sailer and Broken{'Bokeragt Fri'].tl Ir aIntedby the Parties and Escrow Holdef that Broken art a third party 6eneficiaty of this Agreement intefar ss the Brnkenge Fee is concerned,and that no change shall be made with respect to the payment of the Brokerage Fee specified in this Agreerri without the wnntan consent of Brokers. 9.2 AI of the comingancims specified in subpanglaphs(a)thmugh{m)of paragraph 9 1 are far the benefit cif,and may be wit red by.Buyer,and may be elsewhere herein rerfarred to■t'Buyar L Contingencies' 03 If any of Buyer's Contingencies or any other matter subject to Buyer a approval 6 disapproved as provided for herein in a timely,manner{'Cisappaoved hum-1.Seger Shall have the right within 10 days following the receipt of name of Buyer's d sapproval to elect to cure such Disapproved Item prior to the Expected Closing pate I-Stlfef's Election'].Salkf's failure tog"to Buyer within such period,wnaen notice to acre such Disapproved Item mar before me Expected Closing Date Shull be cant utively presumed to be Seiler's Election not to cure Such Disaporoved Item It Seger a ecu.edhet by written time or fat tare to give wrlaen nonce,not to cure a Disapproved Item.Buyer that$have the right,within 20days after Sellers Election to aithar accept tttlt to the Property subject to such Disapproved hum,ar to terminate this Agreement Buyer s failure to notify Seller in vermng of Buyers election to accept title to the Property subject to the Disapproved$tern w1houtdeducttion or offset shall constitute Buyer's election to terminate this Agreement The above time periods only apply once far each D laaptoved rtem-Uhiess expressly provided otherwite herein.Seller's right in cure shall not apply to the remediartan of Hazardous Substance Conditions at to the Finan org Conr4:gtncy.Unlen she Parties mutuaiky instruct otherwise.OF the time periods for the sansfacilm of connn&endel or for Seler'l and Buyers atectsons would expire one date after the Erpected Closing Date,the Expected Closing Date shall be dammed extended for 3 buSlnesi days following The expiration of(a)the a ppacable contingency per.od(r),{b)the period within which the Seller may alien to cure the Disapproved Item,or It)if Seller ekes nqt to cure,the period within which Buyer may elect toprocomdwith this transatnan,wh chaver is later 94 the Parties acknowledge that extensive Intel,state and Federal legislation establish broad liability upon owners andlor users of teal property far the ~stsgatwn and remediation of Hazardous Substances.The determination of tht existtnce of a Hazardous Substance Condition and the evaluation 01 the impact of such a condition are highly technical and beyond the expertise of Brokers.The Parries acknowledge that they have been advised by Broken to consult their own tachnicatand a altapans wrthrasped to the possible presericeaf Hatardous Subitanceson theProperty or adjoining properties,and"rand Seller are not relying upon any investigation by or Statement al Brokers With respect thereto.The Parties hereby assume all responsibility far the Impact of such Haardous Substances upon their restsecreve into:ests herein 10. Documents Required at at Blom Doting. 101 Five days prior to the Vorvoll;date Escrow Falde-shaiti obtain an undated Title Comm:tment concerning the Praptay from the Tit Le Ccmparrl and tirm.cle cap-cs thermal to each of the Parties. 1D2 Seller shall deliver to Escrow Holder rn nme for delivery to Buyer at the hosing (a) Grant at genmral warranty deed,duly executed and,n recordable form,conveying lee title to the Property to Buyer (by Ifapplicable.the Beneficiary Statements canceirdegEx sling NotNs ;c] If applicable,the E.:snng leases and Other Agreements together with duly executed all.gnmenu Itweel by Seller and Buyer Theassignmentof Existing tealel shall be on the matt recent Ast+gament and Assumption of Lessor's Interest.n tease farm pubs shed by the AIR or as eritivalent (d) If apOcable,Estoppel Certificates executed by Seller and/or the tenants)of the Property (e; Am affdav:t executed by Wert*the effaet that Salkr is not■-torcignpMSOn within the meaning of internal Revenue Code Section 1475 or successor statutes.If Seller does not provide such alhdavit i n farm reasonably sanslaaory to Buyer Wait%3 business days print scathe voting.Escrow Holdierihall at the posing deduct from Seller's proceeds and remit to the Internal Revenue Service such sum as Is required by apptcab!t Federal law with respect topurohaset from foreign se7ers (1) If the Praptnyis k inted in Caldornla an affidavit executed by Se W to the effect that War is nets"noitesdent'within the meaning of Callorma Revenue and Tax Code Section 136fi2 at successor statutes. east 3 business days prior to the Closing,Escrow Haider hall at the Closing deduct from Seller's proceeds and rema to the Franchise Tax Board such sum at is required by Such Statute. (a) If applicable,a bill of sale.dulyexecumd,convey rg title to any,neuded personal property to Buyer. (h) If the Seller ism corparation,a duleexecuted cafparato casatution authorizing the eatcutian at this Agreement and the late of the Property 10 3 Buyer shandeliverto Saberthrough Escrow (Al The cash portion ofthe Putchate ismeand suchadditiona turns&$art requiredol Buyerundertnn Agreement"bedepositedby Buye with Etarow Holder,byfedetal funds wire erant:er,or arty other method acceptable to Escrow Holder in immediately collectable funds,nwirler than 2 DOPM.anthe busnessday,prier Ta the Expected C1aHng Datm Provided,however,That Buyer shaB not be required to depovi suth morues into Eurow,f at thetinse Set far the dapasli of such manias Seger ts in default or ice a rdicalad that it will Oct Preform any of its abligonans hereunder Instead.rn such c icu nizences In order to I eserve Ott rights to proceed Buret need only provide Eter;vi with evidence estabu shin&that the required manias weft available (bi ,1 a Purchase Money Nate and Purchase Money Deed of trust are called far ay this Agreement,the duty e.acuted origin is of these documents,the Pu,"it Money Dead of Trust Suing in recordable farm,together with evidence of fire insurance on the improvements in the amount of the f uli raill acernani cost naming Selet or a mortgage lass.pay",and a real estate tax service contract fiat Buyer's expense},assunng War of notice of the Status of psymenT of teal pit perry taxet dun tit th a kfa of"Purchase Money Note (c) theAurgnmentandAssumptionoftessorIinterestinleasefarmspecrhedInpangnph10.2lc.sbove.dulyexecutedbyBuyer. (411 AssUMPTIOtnl duly axmcumd by Buvef of the a bill*rani of Seller that acuua aft at Ciostr&undet any Mar Agreements (e) ki a pplica ble.a wirmis n as I um phon as uly ex eculed by Buyer of the to an docurn Shns.wit It to I pm to Ex isSirg Notes. ;f) If the 0uytt I a corponnon,a duly executed c orporate retc utian authnt17VnI the execution of the.Agmeman%and the purthaSo of the Proaa cry I 4 At%losing.Escrow Holder Ihalt cause to be issued to B WeI a standard roverate(cr ALTA extended,d elected ours uAta to B.I'g;j owner's farm policy of title ins uranon affect"as of the posing,issued by the T'i it Company in the Iu:I amount of the Purchase PrKOr,insunng hike in ilia Property vested In Buyer,subject a%'y to tin emcptioni approved by"ar.In the event there is a PurChsst Monty Deed of Tru St.n aria transaction,in poky of mic insurance shall be a joint protection psa:ky insuring both Buyer and Seller. IMPORTANT:IN APURCHA3E OR ENCHANGE OF REAL PROPERTY,IT MAY BE ADVISABLE TO OBTAIN TITLE INSURANCE IN CONNECTION WITH THE CLOSE OF ESCROW SINCE THERE MAYBE PRIOR RECORDED LIENS AND ENCUMBRANCES WHICH AFFECT YOUR INTEREST IN THE PROPERTY BEING ACOUtREA A NEW POLICY OF TITLE INSURANCE SHOULD BE OBTAINED IN ORDER TO ENSURE YOUR INTEREST IN THE PROPERTY THAT YOU ARE ACOUIRING. 11. Proration$and Adjustments. 11.1 lord Applicable real property taxes and Ibecul alseHrnent bonds she.l be prorated through Escrow as of the date of the Closing,based upon the latest tax bill avaiti bk.The Panes agree to prorate as Of the Closing any texas assessed against the PmpeM by supplemental bill levied by reason of events occurir g prior to the Closing.Payment of the printed ama..in that tie made pfamptir in ash upon receipt of a copy of arty suppltmemal big. tl2fnsumnce WARNING Any insurance which Seller may have maintained will tam-nata on the Closing,Buymr:s mdvisecl to obtain apocaprate munn[e to cover the Property. tl3Renreo,MrererraedExarruat Scheduledrentals,interilIS&IdltingNotts,uWasts,andoperatingexpensesShallbeproratedas.ofthedateatZ.iasmg. The Parties agree to promptly adjust between themselves outside of Escrow any rents received after the Closing t 1 A 5n%viry Depar4 Security Deposits held by Seller shall be given in Buyer as a credit to the nth required at Bvytt as the posing 11-5 POn CkSsrnp M=M Any Item lobe tsranted that is not determuned or determinable at the Clasing stud be promptly adjusted by the ParneS by approprule cash payment outside of the Esau.when the amount due it determined. ItA wrionont In EdtSfAp Note 6alancrs In the event that Buyer is purchasing the Property Subject to an Eustng Deed of TtonjiL and In the event theta Berieticiary Statement as to the applicable Ex sting Nolela)discloses that the unpaid W ncipal balance of such Existing Natels)at the dosing will be more or-ess than the amount Sat forth in paragraph 3 1{c)hereaf('Ealspng Noe.Variation'),then the Purchase Money Notts]shall be reduced or increased by an amount equal to such Existing Note Variation,it there isto be no purchase Money Note.the cash required at the Closing per paragraph 3.1(a)ihati be reduced at increased bythe am"rit of such Existing Nate Variation. it?Vodatiom yn Newtaan Bojonce In tneavent Buyer is obtainmga New loan and The amount ultimately obtained exceeds the amount set forth in paragraph St.then the amount o1 the Purchase Money Note.if any,shall be reduced by the amount of such excess. 11.8 Owner's AStocyanart Fees.Etc-ow Holder shall:{I)bring Seller's account with the assaidatfon current and pay any delinquencies or tnnsfer fees fryr. Seaer'i prametll,and(i)pay any up front fees required by the association from Buyer's funds. 12. Representations and warranduof Seller and DIStlalmera. 12.1 Seller's warranties and representations dull survive the Casing and delivery of the deed for a period of 3 year,and x ray Lawsuit or action based upon them m.ist be commenced within such time period.Seger's warranties and teprasentanons are true.material and relied upo,by B-,yer and Brokers In an respects kl!er hereby makes the follow erg watrannes and representations to Buyer and Broken (a) Autherirya/SNltr.S.IWit the owner of The Property and/or hitthe(ulright,powerandauthontytoNILconveyAndtrawtvthePropertytoBuYar a,provided herein,and to perform Seller's obligations hereunder. A, AfarntenearCODuring Escrow and Equipment Condition Ar Qos:np. Except as otherwua provided in parsgraph4 t(nl hantal.Seller that irwrttainthe Page d o1 B ALS fast Edited:6/11/20is 126 ISM INITALS Q 17 AIR€RE. At Rights Reserved. OFA-20 00.Revised 01.03.2017 Property until the Closing in its presem condmoh,ordinary wear and tear excepted. )e) sfozardout Subttonces/Storo9r TanAY.Seller has no knowledge,except as otherwised.sclosed to Buyer in writing,of the eatstence cc prior eistance an the Property of any Hazardous Substance,nor of the existence or prior axhienea of any above or below ground storage tank jd) Compliance Seiler has no knowledge of any aspect ev condition of the Property which violates applicable laws,rules,regulations,codes m covenants,mriftcns or restri clan,or of improvements a alterations made to the Property without a permit where one was required,or of any unfulfilled order or dnecdve of any sppt,cable governmental agency or casualty nwtance company requiring any invefbgatlon,remediatson,repair,maintenance or Improvement be performed an the Property. {a) Chan9n in Aprremrnts.Prior to the Closing,So let will not violate or modify any Existing Lease at Other Agreement.or estate any new leases or atheragreemenu affecting the Prapeny,without Buyers written approval,which approval w4i not be unro sonably withheld. rf) Possessory plights.Seller has no knowledge that anyone w Q.at the Closing,have any right to possession of the Property,eecept as disclosed by the Agreement or piherwhein writing to Buyer {g) LNchanicr bens These are nounsapstied mechanscs'ar materia mens'Ion rights concerning the Property. {h) Acrranr.SwIzer Prat edin9s Set er has noknowledge of any actions,tulls or proceedings pending or threatened bafare any commission.board, bureau,agency,arbitrator,court or tribuna I that would affect the Property or the right to occupy or unlile same II) Noncep/Changes. Sellerwiu promptly ratifyBuYer and Brokers lnwrmngef any&saters[Changa{sere paragraph 9 llo))affecong ih*Pfopar%y ilus becomes known to Seller prior lathe Clas rig 10 No Tenons Bankrvptry Prorerdin9a.Seller has ntihtinte or knowltdge that Any tehantof the Property it the subject of a bankruptcy or insolvency proceeding. fk) No Seller Bankrupicy Procred,ngs.So;er:inert the Subject of a bankruptcy,insolvency or probate proceeding. Ill PerspndrProperry Seller has no knowlerlde that anyone wi;,at the Cosing.tuive any righi to possession of any personal property included Im the Pumhaft Price mar knowledge of any!ens or encumbrances affecting such Personal property,except as disclosed by this Agreement or otherwise in writing to Buyer 12-2 Buyer hereby acknowledges that.except as Otherwise stated in th s Agreement.Buyers purchwitil the Property in its errsting condition and will,by the ame cated for herein,make or have walvtd all inspections Of the Property Buyer believes art necessary to protect its own interest In,and its contemplated use of,she Property.The Parties Acknowledge that.except as otherwise stated in this Agreement,no representatrau,Inducements,promises,agreements,assurances,oral or wririen,concerning the Property,or any aspect of the occupations salary and health laws,Hazardous Substame la ws,of*try other act Ordinance at law,have been made by either Party or Brokers,Of relied uoon by either Party hereto. I23 In the avant that Buyer learns that a Sol ter rePresentatlpn Of warfanry might be untrue Pert to the pourg.And Batter elect%to purchase the Pt petty anyway then,and In that event,Buyer warves any rrgm that it may have to bring an action or Proceeding Against Se er or Brakes regarding said tepresentamn or warranty. 124 Any CrwirOmmeotArepons,Sol I feportt,turveyt and other m,at documents whl4n were prepared by third party consuitanu and provided to Buyer by Seller at Seller's represeniaani.have been de.rve•ed 61 an aecemmodatfon to Buyer and without any representation or warranty alto the sufficiency,accuracy. completeness,and/or"Hddy of saiddDcuments,0:of which Buyer relies anti its owniisk.Se:er believes tad documents to be aczvrate,but Buyer Isadvised to retain appropriate consultants to roview raid documents and investigate the P;operty 13. Possession. Possession of the Property shall be given to Buyer at the('cs.ng wbjto to the rights of tenants u"der Existing Leases. 14. Bayer s Entry. At any tme during the Escrow period,Buyer,And 41 Agents and representattmi.%hall havath.right at reasonable times and subject to tights of tenants,to enter upon the Property for Ot pucposeof making lnspectionsand lest&specified in this Agreement.No deL%:uctlx testing shall be conducted,however,without Seller s pnor approval which shalt not be unreasonably wnthheld Following any such entry or work,units&atltewoe directed,nwrAing"Her,Buyer shall Mtum the Property to the condition A was in pnor to such entry at work,indud;ngtthe re4ampiction or remova,of airy dhr ipted senior material as Seller may reasonably direct.All such Inspections and tests and any other work conducted of materials furnished w th respect to the Property by ar 1m Buyer Shall be pild for by Buyer As and when(tile and Buyer shall Indemnify,delen4 protect and he d harmless Seller and ine Property of ancilrom any and Yl claims,;Abilmet lasses.expenses lindoding reasonable anorneyi fan),damages,including thane for injury to tsersan or property ar:i mg out of at retanng to"such work at materials or the act%at omit%iant of Buyer.en agents cc emplayeesin connemanthch"ith. 1S, Further Documents and Asturances. The Parries shalltzd%dibgerily and rn good faith undertake At,,actions and procedwes rtamnablyrequred to place the Escrow In Landman for Closimg as and when required by,this Ageeement The Parties ague to provides l further ix l::rmation,And toew,ute and deliver AL further documents,reasoitAbtyiequaed by Escow Holder or the title Company 2J. Attorneys'Fees. H any Partyce Brokerbrtrigs an action or proceedieg I-11Cludurg Arbitration)rrlvalvingthe Property w-etherfounded n tort,contract or equity,at to deeUre rights hetiunder she Pt".ting Parry gas hereafter defined}-n any such proceeding_action,m appeal thereon,slri beentitlediareascnabitarameys feesandcotu.Such fees maybe awarded in the same su(tor recovered in a separate sun,whether of not such acsch or proceed:ng it pursued to detifiOn Or judgment Theterm `Prevailing Party'shall include wdhout.m.tawfl.a Party or Broker wM substantially Obm eis or defeats the tetief fought,at the case maybe,whether by Compromise,settlement,jtidgrmtmi or the Abandemment by the other Party or Broker of its claim or defense The anorntyi fees award shall not betanipueed In A:tordaut with any court fee schedule.but shaAbe+uch as to fully reimburse alit atfmmys fessreasonably mutred 17. Prier Ageseracenet/Mnendments. 17.1 ttris Agreement supersedes any and all or or agreements between Setter and Buyer regarding the Property. 17 2 Amendments tL this Agreemer%are effectwe onty I made in writing and executed by B.yer and%ewer 1L Broker's Rights. 111.1 If ENS sate is not consummated due to the defauh Of tither the Buyer or Seger,the del,ufting Psnv sh,I be liable to and shall pay to Broken the Brokerage Fee that Brokers would have received had the We been Consummated N Buyer is the defaulting parry,payment of said Brokerage Fee is in addition to any ab iflaaan with respect to liquidated at other damages. 18.3 Upon the Clming.Brokers arc suthanzed to publ,cizethe facts at this t•ansactnn. 19, Nodcn, 19 2 Whenevw sny ,Psrty.Escrow Holder or Brokers herein Skis deure to give or serve Any nance,demand,request.approval,disapproval or othiti common cation,each such communication shall be in wnang and shall be delivered personally,by messenger,or by mAH,onstage preosid,to the address set Forth in this agreement or by facsimile transmission,electronic signature,diflital signature,or ema 1 19.2 Service of any sucit communication IhAI:be deemed made on the dotter actua:recnpt if personally de rvered,or transmitted by facsimile transmission, elecironid signature.d1rUI signature.or email Any uch,ammuruntion sent byregular maH shall be deemed given 48 hours after the same is mulled Commirn,catioms sent by United States Exsuess&fail of overnight Courier that guarantee nett day dot very shall be deemed dethered 24 hours after delivery of the same to the Portal Service mcawier if such communication is recemdon a Saturday Sunday co iegat he iday,it shall be deemed received an tlienert business day. 19.3 Any PArtyar Bm1er hanta may from time to time,by nonce m wrinng,dtvgrote a different address to wheh,at a d,ffateni Dorton or Add-tional person% to whom.all eammuniatlans arc thereafter to barnacle 20, Duration of ORer. 2Q31tlhksafterIsmsacceptedbySeller"orbefore500Phi.accordngtothetimestandardappliabtetomecityof ura%ut T'crfavc GA on the date of dune :4 "+)9 _itthm!lb*deemedautomatic'Nrevaked. 20.2 The acceptance of this eNet or of any s.bsequent counteroffer hereto,that eseato an agreement between the Parties as deses+bed in paragraph 1.2,%hall be deemed made upon delivery to the other Party at either Broker harem of aduly executed wrm„g unconditionally ac cepang the last outstanding offer or countaroff*r 2L UQUIDATED OAMAGES.[This UQuIclaW DamA a ra a li b I if hd a bothP ) THEPARTIES AGREETHAT FT WOULD BE IMPRACTICABLE OR EMREMEIY DIFFICULT TO FIX,PRIOR TO SIGNING THIS AGREEMENT,THE ACTUAL DAMAGES WHICH WOULD Be Sul By SELLER IF BUYER FAILSTO PERFORM ITS OBUGATIONS UNDER THIS AGREEMENT.THEREFORE,IF,AFTER THE SATISFACTION OR WAIVER OF is GEHCIES PROVIDED fORTHE BUYER'S BENEFIT.BUYER BREACHESTHIS AGREEMENT,SELLER SHALL BE ENTITLED TO LIQUIDATED DAMAGES IN THE AMOU ��.UPON PAYMENT OF SAID SUM TO SELLER,BUYER SHALL BE RELEASED FROM ANY FURTHER UANILM TO SEVER,AND ANY ESCROW page 5 or a I AL5 Lest Edited 6/11/2019 t 26 PM INITIALS G 17 AIR CRE. All RhSh1S Rese-ved OFA•20.00,Revised 01-03-2017 CANCELLATION FEES AND TITLE COMPANYC GESSHA PAIDSYSEl1ER. Buyer'sl dal Sellerslnidals 22. ARBITRATION OF DISPUTES.(this MbBranon al' sputes paragraph is applicable only.f inms ad by both Partes.) 2:1 ANY IFNTROVERSV AS TO WHETHER SELLER IS ENTITLED TO THE UQUI DATED DAMAGES ANDIUR S.:YER;S ENTITLED TO THE RETURN OF DEPOSIT MONEY, SHALL BE OETERMINM BY BINDING AROMIAT1014 BY,AND UNDER THE COMMERCIAL RULES OF THE AMERICAN ARBITRATION ASSOCIATION(-COMMERCIALRULES- ARBITRATION HEARINGS SHALL BE HELD IN THE COUNTY WHERE THE PROPERTY iS LOCATED THE NUMBER OFARBITRATORSSHALL SEAS PROVtOEOINTHE COMMERCIAL RULES AND EACH SUCH ARBITRATOR SHALL BEAN IMPARTIAL REAL ESTATE BROKER WITH AT LEAST S YEARS OF FULL TIME EXPERIENCE IN SCM THE AREA WHERE THE PROPERTY IS LOCATED AND THE TYPE OF REAL ESTATE THAT IS THE SUBJECT OF THIS AGREEMENT THE ARSTMATORORARB:MTORS SHALtse APPOINTED UNDER THE COMMERCIAL RULES.AND SHALL HEAR AND DETERMINE SAID CONTROVERSY IN ACCORDANCE WITH APPLICABLE LAW,THE INTENTION OF !}IE PARTIES AS EXPRESSED IN THIS AGREEMENT AND ANY AMENDMENTS THEAEUX AND UPON THE EVIDENCE PRODUCED AT AN ARBITRATION HEARING. PRE.ARBITRATION DISCOVERY SHALL BE PERMITTED IN ACCORDANCE WITH THE COMMERCIAL.RULES DR STATE LAW APPUCABLETO ARBITRATION PROCEEDINGS. THE AWARD SHALL BE EXECUTED BY AT LEAST 2 OF THE 3 ARB;TRATORS,BE RENDERED WITHIN 30 DAYS AFTER THE CONCLUSION DF THE HEARING,AND MAY iNCLUDEATTORNEYS FEES AND COSTS TO THE PREVAI,NG PARTY PER PARAGRAPH 16HEREOF JUDGMENT MAY BE ENTERED ON THE AWARD IN ANY COURT OF COMPETENTRIAISO[CT10N NOTWITHSTANDING THE FAILURE OF A PARTY DULY NOTIFIED OF THE ARBITRATION HEARING TO APPEAR T-441EAT 27.2 RUIER'S RESORT TO OR PARTICIPATION IN SUCH ARBITRATION PROCEEDINGS SHALL NOT BAR SUIT INA COURT OF COMPETENT 1UR;&=nON By THE BUYER FOR DAMAGES AHOfOR SPECIFIC PERFORMIANCE UNLESS AND UNTIL THE ARBITRATION RESULTS IN AN AWARD TO THE SELLER OF UQUI DATED DAMAGES.IN WHICH EVENT SUCH AWARD SHALL ACT AS A BAR AGAINST ANY ACTION By BUYER FOR DAMAGES AND/OR SPECIFIC PERFORMANCE. 22.3 NOTICE:BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING 10 HAVE ANY DISPUTE ARISING OUT OF THE MATTERS MCWDEWN THE"ARBITRATION OF DISPUTES'PROVISION DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVETHE DISPUTE UTIOATED IN ACOURT ON JURY TRIAL BY NITiAUNG IN PE SPACE BELOW YOU ARE GIVING UP YOURIUDICAL RIGHTS TO DISCOVERY AND APPEAL,UNLESS SUCH RIGHTS ARE SpEancALLYINCLLDEDINTHE'ARBI TIONOF01SPUtES-PROVISI0N IF YOU REFUSE TO SUBMIT TDARBITRAnONAFTER AGREEING TD THIS PROVISION,YOU MAY BE COMPEUED TO ARBTTRA',SUNDER THE ALITHORMY OF THE CALIFORNIA CODE OF CtVIl PROCEOVRE YCIURAGRIEMENT TD1H1S ARBrtRATION PROVISION IS VOLUNTARY. WE HAVE READ AND UNDERSTAND THE FOREGOING AND O SUBM T DISPUTES AN SING OUT Of THE MATTERS INCLUDED iN THE'ARWRATION OF DISPUTES' PROVISION TO NEUTRAL ARBITRATION. Buyer's iTiat Seder'Ilnmab 23. ]yfaKel4neaus. 231 Binding Ellen.Th s Agreement shell be b.ndml on the Parties wnhouirtgard to whether or vet Parag-apht 21 and 22 are metaled byboth of the Parties ParaErtphs 21 and 22 are each Incorporated into this Agreement only:f nmafed by both Parties at the tore that the Agreement iI executed. 212 Applicable Law This Agreement shag be governed by,and paragraph 22 1 it amended to tzfer to the laws of the sure in which shePropeny H located, Any I ngation or arbitration between the Parties hereto concerning this Agreement shall be,ri mated n the county m which the Property is looted. 233 Tune of Essenra Tinse is Pf the essence O[Ihls Agreement 234 Counterparts.This Agreement maybe executed by Buyer and SNler,n tour terpirts,each of which shall be deemed an Original,and all of which together Mall camntute are and the same mstrument.Escrow Holder,oiler verifying that the munterparti are-dtntics except for the signatures,is authorized and instructed to comb ne the s.gned signature pages on one of the counterparts.which shag them nsntute the Almement 2311 Waiver,of Jury Trial.THE PARTIES HEREBY WANE THEIR RESPECTIVE RIGHTS TO TRIAL BY IURY INAm ACTION OR PROCEEDING INVOLVING THE PROPEWYOR ARISING OUT OFTHtS AGREEMENT. 116 ConRJn.Arty CartT;R bltwHn the cur+nled proyli�onl of ih i alratmenr ardthetypewntten cur harrow etttrs provlslont Sl+Jfl be contsdied by th! tytxwx�een or handwnden povidon/ Seller and Ewer must Initial any and all handwriflen Provisions 217 1031 Eadunge Bath Sole r and Buyer agree to cooperate w.th eic.4 other.IT the event that either or both wish to parsec:pate in a 1031 exchange Any pany;nasnng an exchange shall boar all costs of such exchange.Thecaoperabng Partyshal not have any l.abry(special or otherwise)for damages in the oxchanpng Party rt the event that the sale,s delayed and/or that the sale Otherwise fa.Is to qualify as a 1031 exchange 2t9 Days.U91ciL otherwise specifiaky indicated to the contrary,the word"dao as used In this Agreement shall mean and refer to calendar days. 24. Disclosures Regarding The Nalureaf a Real Estate Agency Relationship. 24.1 The Parties and Brokers agree that their rtlahonship(s)shall be governed by the pr ncIpies set forth it the applicable sectin Its of the CA-fom s C vd Cote.or summariiidm paragraph 24.L 242 When entering into 4 discussion w.th a real estate agent regarding weal Flute 11`3091IciK11,A Buyer at Seller should from me autret understand what Type of agency relationship or representation it has with the agent or agents,n the transaction.Buyer and Seller acknow edge bang adv.sed by the Broken In this iranµatipn,as fellows: (a) WIWI Agenl.ASeiler'tagent under a htnngagrlament with the Wier acts4t the agent for the Seller only.A Selirt'sagent or subagent has the following affirmative obiigattoor(1)ro the Sefkr A fiduciary duty of uunontare,Imegrety,honesty,and loyalty in dea ingt with the Wier,121 To the Buyer ondthe Soler aClAgentexercteolreasonabiesk;llsand care In performance afthtaleni'tdutks.b.A duty ofhonest And fair dealing and gaodlalth CA duty todlsclote A'facts known to the agent mattrleIIy allecdng the valueor deslrab.i.tycf the prapertythat ire not known la,or wdhotthtdlSgent attention and Obsernppnof,the Parties.An agent is not obligated To reveal to athtr Parry,any mnfidennal infarmaaan obtained from the other Party which does MOT Involve thealNrmative dunes sat forth above. lb) Buyer'sAgenc.A seiling agent can,with a Buyers consent.atime W Sit It agent for the Buyer only In these lit"WriL the Agent Is not trio Softer's *gent.even if try agreement the agent may receive Compeh IST an for tamices tendered.either in full arm pan Man the Seller.An agent acting only for a Buyer has Lhe fellawing sihrmatwe obllppont.it)To the Buser A hiluclary duty of utmost are.Integrity.honesty,and loyalty In dealings with the Buyer.12)To the Buytrand the S*Ber a.Wilting exercise of reasonable skills and care in performance of the agent's duties.b A duty of honest and fair dealing and good faith c.A duty to disclose 11;facts known to the agent materially affecting the value of desirabildy of the property that are not known to.or wtshin the dtligent Attention and observation at.the Parties.An agent is net obligated to reveal to either Party any Confidential inlormitian obtained from the other Parry which does not involve the aifirmatne duties setlorth above (Cl Agenf Rrottlennnq Both Seller midgvyer Area'estate slant.atheracpngooectfy,orthrough cooefmam associate Centel,canlegatybe the agent of both the Seler"the Buyer in a franlacaok but Only ynth the knowledge and consem of both the Seller sod the Buyer 11)Ina dual agency situation,the agent has the hgowing Affirmative obt gatims in bath the Seller and the Buyer A.A fiduciary duty of utmost use,integriry,honesty and loyalty in the deal res with either Seiler or the Buyer,Is Other dunes to the Sager and the Buyer as stated above in their respective sections(a)Gr lb)of this paragraph 24 2 12)In represenrng both Seller and Buyer,the Agent may not without the express permission of the respe:tsverPA"V,disclose to the Other Party that the Slier well accept a or cc less than the iilbnl plicear that the Buyer will pay 4 price greater thin the prre affored.11)The ahoyt duties of the agent Ina real estate transaction de not relieve a Seller or Buyer from the responsibility to protect their awn interests Buyer and Wier should carefully read All agninmtntt to assure shot silly adequately express their understanding of the traisactlon.Areal estate agent[:a person quab5ed to advise about reatestate d'egal or uudvice is desired.consult a competent professional. (d) Further DiteJas Tres.Throughout[hisennaetion Buyer and Seller may receive mote than one disclosure,depend.rig upon the number of agents att Sr.Al in the Vansaction.Buyer and Soler thouid each read its contents each Time it is prestntsd.Conb denng the relations`io between them and the real*stage agent in this transaction sod that disclosure.Buyer andWiereachAcknowledgereceiptofadadosureofthepossibilityalmultiplerepresentabonbytheBroker representing that principal.Thh disclosure maybe part of a listing agreement,buyer mpsesemation agreement or separate documer.: Buyerunderstandlthat Broker representing Buyer may also represent tithe,posennalbuyers,who may Consider,male offen an or ultimately acquire the Property.Seller understandsthat Broker repr*i*ming Seller may Also represent other xenon with comp[Ting preportles that may be of insarest io this Buyau Broktts heve no responsibiRro w th respect to any default at bleach heretl by either Party.The Panlet agree that Me lawsuit or other legal proceeding involving any breach of duty,error or omission relating to this transaction may be brought against Broker mate than are year after the Dale of Agreement and that the liability(ants siding court tolls and at'arneys' feet),of any Brolrr with respect to any breach of dity,other ormthslun relating to this Agreement that net exceed the fee received by such Broker pursuant to this Agmcmen; Ided,however,that the foregoing kmitslsan on each Btaker'sllabB,ty shall not be appliabseto any grassnelligence or willfu mismnductofsuch 'loxok*r 4.!Canfidtnhe!rrtfermasren.Buyer and Seller agree to identify to Broken as'CanfdhmhgJ'Joy Oommunrcattca or inforriamn Ervin Brti that i I=Wgired Page 6 of 8 ALS Last Edited.6/11/2018 1.26 PM INITIALS *:O 1"IR CRE. All Rights Reserved OFA•20.00,Revised 01-03-2017 by such Party to be confidential. 25. Construction of Agreement In construing ibis AgreemeM all headings and titles are for the convenience of the Parties only and shall not be Considered a part of thil Agreement.Whenever required try the cortaxt,the singular shall inctude tho plural and vice versa.This Agreement shall net be construed as If prepared by one of the Plrries,but rather according to its lair meaning as a whole,as if both Parties had prepared it. 26. Additional Provisions Additional provisions oftha offer,ifarrV,are asfollows or are attached hereto by an addendum or addenda consisting of paragraphs through ----- I f there are noadd,tionai provisions ratite-NONVI N,ne. ATTENTION:NO REPRESENTATION OR RECOMMENDATION 1S MADE BY AIR CRE OR BY ANY BROKER AS TO THE LEGAL SUFFICIENCY,LEGAL EffECT,ORTAR CONSEQUENCES Of THIS AGREEMENT OR THE TRANSACTION TO WHICH IT RELATES.THE PARTIES ARE URGED TO 1. SEEK ADVICE OF COUNSEL AS TO THE LEGAL AND TAX CONSEQUENCES OF THIS AGREEMENT. 2. RETAIN APPROPRIATE CONSULTANTS TO REVIEW AND INVESTIGATE THECONORION OF THE PROPERTY.SAIaINVESTI noN SHOULD INCLUDE BUT NOT BE LIMITED TO:THE POSSIBLE PRESENCE OF HAZARDOUS SUBSTANCES.THEMNING OF THE PROPERTY.THE INTEGRITY AND CONDITION OF ANY STRUCTURES AND OPERATING SYSTEMS,AND THE SLI TABILfTYOF THE PROPERTY FOR BUYER'S INTENDED USE. WARNING:IF THE PROPERTY 1S LOCATED IN A STATE OTHER THAN CALIFORNIA,CERTAIN PROVISIONS OF THIS AGREEMENT MAY NEED TO BE REVISED TO COMPLY WITH THE LAWS OF THE STATE IN WHICH THE PROPERTY IS LOCATED, NOTE: 1. THIS FORM IS NOT FOR USE IN CONNECTION WITH THE SALE OF RESIDENTIAL PROPERTY. 2, IF EITHER PARTY IS A CORPORATION,IT IS RECOMMENDED THAT THIS AGREEMENT BE SIGNED BY TWO CORPORATE OFFICERS. 1. ndengned B.iyee ePr sandaerves to br.ym,Propertyor:rater.`.:and condiron,sixt=i:.-.Jacknow+orris-e,pta!x copyhereof Elate BROKER BUYER t c!c .t 's FI V•r 7'Y Alin. V i r C1nr]!i s By Life ; r,1nr Vic. Presldenr. Name anted Title._ Address 1240 11:saior l-ir. rive. Phony Ritvers!de, :A 92501 ►a. Phoney Email To.: q57_g?`t_Rb:7 Email FederallD No z'4 0155610 Name Printed BtakerlAileni BRE Licenses _M_J;Y 3. Title Phone ia. Email Address 11 Wnrrr^-tss irvinc, CA 92603 Federal ID No 27. Acceptance. 271 Seller accepts the foregoing offer to pumhasa the Property and hereby ag,eis t#sell the Property to Buyer an the te.ms and conditians therein specified. 27.2 In conslderadonof real estate brokerage service rendered by Broken.Seller agrees to pay Brokers a rem'estate Brokerage Fee Ina sum equal to s i x %of the Purchase Price tolse divided between the Brokers asfoltow:.sgner,5Similar - - %And BuyerYBroln -- % ThitAgreemeni e4ll serve as in inevocable ins:rucdonto Escrow Holder to pay such Brokerage fee 10 Brow)out of the prmodiaccruing to the urount of Seller at the Closing 27 3 Seiler acknowledges receipt of a copy hereof and authorues Brokers to deliver a signed copy to Buyer NOTE:A PROPERTY INFORMATION SHEET IS REQUIRED TO BE DELIVERED TO BUYER SYSELLER UNDER THIS AGREEMENT. Date BROKER SELLER -e.rra-p Ann BY Tdte Name Printed TIE* Address phone 909-P2R-667.1 Phone Fax Fax Ems. Email _ Federal ID No. By InskerlAgentBAELictnsea T� NamePNnted rue Phone _ Fax._ Email: Address ='_745 B3re:sj4, R_:..s3 Grand Terra;ee a;A 92313 Federal iD No Page7 of 8 I Last Edited:6/1112018 1.26 PM INITIALS 9A11CRE All Rights Reserved OFA.20.00,Revised 01-03.2017 Ain CxL Sod North Brand Blvd,Suite SM.Glendale,CAStsa],Tel z134a7.871n,lmai cnntrauWairtae.com NOFICE: No part of these works maybe reproduced in any form without permission In wilting, Page a of B ITMS last Ed+ted•6/11/2018 126 Phi IMMALS D 2017 AIR CRE. All Rights Reserved DFA•20.00,Revised 01-03-2027 Al RCR � DISCLOSURE REGARDING REAL ESTATE AGENCY RELATIONSHIP {As required by the Cori Cade) Whenyeu enter into a discuss-an with areal estatea;rnt regarding areal estate transaction,you should from theorises understandwhattype of agencynlatgnyiip or representation you with to have with the agent in the transaction SELLER'S AGENT('Seem"includes both a vendor and a lessor) A Saller's agent under a itOn;agreement w.th the Setter acts as the agent let the Setter only.ASeller's agent Ora subagent of that agent has the to'lowing afflimative cliligatkcns To the Seller-A fiduciary duty of utmost are,integrity,honesty and loyalty in teal rigs with Ilse Wier To the Buyer and the Sager I i Diligent i ise of reasonable skill and are in performance of the agent's dimi (b) Aduty ofhonest and fair desing and good faith. (et A duty to disclose all facts known to the agent materially affecting the value or deseabdrty o1 the property that are not known to,c rwithin the 6.1gent 4mennan and observation of the parties.Anagem i snot ab6gated to reveal to either party any confidential mformahon obtained fromtfie other parry that does nut irwolve the athemative duce;set forth abate BUYER'S AGENT('Buyer"Includes both a purchaser and a lessee) A selling agent can,with s Buyer's consent.agree to act as agent for the Buyer only.In these situations,the agent is not the Seller's agent,even if by agreement the agent may receive compernacan for.ervicet rendered,either in fug or in part from the Seger.An agent acting only for a Buyer has the following affvm amir obligations To the Buyer A fiduciary dutypf utmost care,integrity,honesty and loyalty in dealings with the Buyer. Tothe Buyer and the Seger (a) Diligent exercise of reasonable skill and pre In performance of theagent's dunes (b) A duty of tionest and fair deist ng and good faith. (ci A duty to disclose sh facts known to the agent materially aHecrig the value or desnb,lity of the property that are not known to,or within the dd grin ancintion and observation of,the parties An agent is not obligated to reves:to either party any confidential information obtained from the other party that does not involve the atfirmattve dunes set forth above AGENT REPRESENTING BOTH SELLER AND BUYER A real estate agent,either acting diren y or through onear mote associate Licensees,can legally be the agent of both the Seller and the Buyer in a t.�xnsi but only with the knowledge and consent of bath tire Seller and the Buyer. Ina dual agency situation,the agent has the following affirmative ohbptions tobeth the Seller andthe Buyer (s) A fiduciary duty of utmostcare,integrity.honesty and otnity in the dealings with either the Seller or the Buyer (b) Other duties to The Seiler and the Buyer as stated above n their tespectim senions In itimse i both Seiler and Buyer,the agent may not,wiftut the express permUscin of the respipi party disclose to the ather;any that the Seller w 41 aprpt a poke Lois than thebrtng price Or that the Buyer w;l pay a price greater than the price offered. The abase duties of the agent in a teal estate transs tcon do not relieve a Seller or Buyer from the responalbi To protect his at her own interests.You sbat.ld carefully rod all agreements to assure that they adequately express your understanding of the transaction Areal estate agent is a person qualified to ado it about real estate.Of legal or tax advice is desired,consult acompetent professional Throughout your real property transaction you may receive more than one disclosure hum.depending upon the number of agents assiscrg in the tpnssma• TPA law requires each agent with whom you have more than a casu ne ationship to present you with this disclosure foomi.you should reed iU contents each ttme it,s pseserued to you,considering the relationship between you and the real estate agent in your specific transaction.Ibis disclosure farm Includes the pcovhfans of Secdans 1079.11 to 2079.14,Inclusive,of tha Civil Code set larch an page 2.Read It carefully,I/WE ACRNOW LEDGE RECEIPT OF A COPY OFTHIS DISCLOSURE AND THE PORTIONS OF THE CIVIL ODOE P��--R''I``TED ON THE BACK uy Bed ❑Seiler ❑Lessor LJ Les _ Date ❑Buyei ❑Seiler ❑Lessor ❑twice Date. Agent Lee 6 Allg*rLiwfa - RiytE.side BREUc.e ir!04"55 Rut Estate Bracer{Firm) By ORE Lic a C0932 F11 t Date: (Salesperson or Brekerassoclare) NOTE: When the,shin;brokerage company also represents Buyer/Lesser The Listing Agent shall have a"Agency D$closure farm signed try Sefler/Lestorand a second Agency Disclosure farm signed by Buyer/Lessee x When So4egAlnscir and Burs/Lessee are represented bydifkraht brokerage companies I I file Listing Agent 14a I have one Agency Dndmure farm signed by Sel orAossor and:11)the Buyer s/lasee's Agent shall have one Agency Dodi Farm signed by BuyerAosisee and ether that Sane or a different Agency Disclosure form presented to Scllerttgaiwr tar signature Prior to preseetstmn of the offer.If the game farm-s used,Sel.u,rLetsa-may sign here: Date Seuer/Leswr THIS FORM HAS BEEN PREPARED BY AIR CRE.NO REPRESENTATION IS MADE AS TO THE LEGAL VAUDITy OR ADEQUACY OF THIS FORM FOR ANY SPEOFiC TRANSACTION PLEASE SEEK LEGAL COUNSEL AS TOTHE APPAL PRIATENESSOF THIS FORM Page 1 of 2 INITIALS Last Edited 6/1112018 1 26 PM INITIALS C 2017 AIR ERE All Rights Reserved AD•2.01,Revlsed 07.28.2017 DISCLOSURE REGARDING REAL ESTATE AGENCY RELATIONSHIP CIVIL CODE SECTIONS 2079.13 THROUGH 2O79.2412079.16 APPEARS ON THE FRONT) 2079.13 As used in Sections 2079.1410.079.24,indutive,the follow ng terms have the fo lowing mesesnga (A)'Agent'means a person acting uWdf provisions of nil*9(mmmencing with Section 2295)In a teat property transaction,and-ndudes a person who is Iscinsedas areal estate broker under Chapter 3(commencing with Section 3O130)of Part 1 Of Oisrisioh 4 of the Business and Professions Cade,and under whose license a listing is executedoran etlar to purchase is obtained.Jill'Associate laensea means s person who is licensed Asa real state broker or salesperson under Chapter 3(Commending with$O man 10110)of Part 1 of Division A of the Business and ProfasslantCode and who is either Icensed under a broker or has entered Into a written concoct with a brokerto act as the broker's agent in connection with am requit.nga real estate cense and to function under the brokers supervision in the capaoryofanasodatelkensee The agent in the real property trawlacrion bears responsiblTy,for his or her a&%cclate I kunmwirs who perform as Agents OF the agent. When an auodate licensee owes&duty to arty principal,Or to any buyer or seller who is not a principal.Ina real Property transaction,that duty Is equivalent to the duty owed to that party by the broker For wham the associate Cceniee functions(t)'euyer'means a transferee in areal property transaction,and includes a person who executes an offer to purchase real property tram a seller through an agent,at who merks the sery ces of an agent in more than a casual,transitory,orpiellm nary manner,with the object of ercering into a real property transaction -Suyee"Iricxdes vendee or lestee Id)Yammerciti real property'meent a lied properly Lr.the sia'.mesceytsingk-hmByiesidentul real proyerty.dvvelhngumumadesubseciteChapmr2(=mmencingwgh5ecaanf940;ofTitle5 mabithomes,aidehnedin Section 798.3,or rerseattmol vehicles,a defined in Section 799.29.Ie)'Dual agent'means in agent acting,either directly or through an assacixte licensee,as agent for both the seller and the buyer in areal property transaction.(1)'listing agreement'means a contract between an owner of real property and in agent,by which the agent has been authorized to sell the real property or to find or obtains buyer(g)'ilitirp agent'mean a person who has obtained a listing of real property to act as in agent for compentation.Jhl'Listing price'a the amount expressed indollar specified in the Biting for which the teller is willing to sell the real pmperry through the luting agent.Ii('Ddering price'is the amount expressed in dollars specified in in offer to purchase for wh ch"buyer is w.L ng to bury the real property Ill'Offer to purchase'means a written Contract executed by a buyer Smog through a selling agent that becomes the contract far the sate of the real property upon acceptance by the wiser(hI'Real property'means any estate specified by subd.vision I11 or(I)of Section 761 In property that constitutes or Is Improved with one to fo,r dwelling units,any commercial real property,anyleasehold in thew types of polrerty exceeding one year'sduratton,and mcladehomes,when offered for sale or sold through an agent purs[nnt 10 the authority mntained in Section 101316 of the Business and Professions Code.(q-Real property transaction'means a Transaction for the sale of real property in which an agent is employed by one or more of the or cipall to actin that transaction.and includes a I:tingwan otter to pug hase.lm)'Sell,''sate;or'sold'refers to a transaction fat the transfer of real propertyfrom the seler to the buyer,and.ndudes exchanges of real property benv cnthe seller and buyer,transactionsfor the creation of a foal property saie t compact within the meaning of Section 2915.and transactions for the creation of leasehaid exceeding one Year's dumtlan,InJ'Sther'means the transferor in a real property transamon,and includes an owner who i ists real property with in agent whether of not transfer results,of who receives an offer to putthate real property of whkhhe or she it the owner tmm an agent on behalf of another'Seller" inrl sides bath a vendor and a lasot lol'5eIling agent'meana a listing agent who am a one,or an agent who a[ts in cooperation with a 6sYngagent andwhosehsor finds and obtains a buyer for the real property,or an agent who Ionics property for■buyer cr who finds a buyer for a property for which no i sting ex its and presents an Offer to purchase to the seller.(p)'Subagent"meant A person to whom an agent dekgptes agency powers as provded.n Arode S(commencing vi'th Section 23491 Of Chapter l of Title S.However,'subagem-does=1 include an associate licensee who is acting under the supervision of an agent in areal property 112MUCTIon. 2072.14 listing agents and setting agents shall provide the seller and buyer an a real property transaction with a copy of the disclosure form specified in SRctlon 20f 9.16,and.except as provided In subdivision Icl,shall obtain a signed acknowiedgementof rece,ptfrom that seller at buyer,except as ptovided in this section or Section 1079.15,at follows(a)The listing agent.it any,sha:provide th*q,sdosmre formte the se,kr prior to entering,pro the"pang agreement Jill The sell rig tilerti Shall PROAda the disclosure farm 10 the whet at soon as practicable prier to presenting the selltr with an offer to purchase,unless the telling agent previously provided ate w8ar with a Copy of the disclosure form pursuant to subdivision(a).k)where the selling agent does not deal on a Pam to face basis with the setter,the disclosure farm prepared by the Sell eg agent maybe fumished to the sehtr(and Acknowledgement of rece pt obtained for the selling agent from the seller)by the Met g agent,w the selling agentmay deliver the disclosure form by certified mail addressed to the seller at hit or her last known address,In which case no signed ac.now!"Itemant of receipt is requ,ed.(d)The soling agent shall provide the d:sdo,,rr form tothe buys-as soon as practicab'e G Otto etecution Of the buyer's after to purchase,except Ifiat if th a offer to purchase is not prepared by the se.i rig agent,the selling agent shall present the it sdosura Form to the buyer not later than Tim next business day after the tell agent receives the Oder to purchase from the b,rrer 209.15 in any circumstance In which the seller or buyer refuses to sign in■cknrnNedgement of ftceipt Pursuant to Section 2079 14,the agent,or an associate Isce nice acting foram agent,shal set forth,sign,and dale a written declaration of the facts of the relusr. 2079.16 Reproduced on Page 1 of this farm. 2079.17 IS)AS coon at practWbrt,the Selling agent shill disclose to the buyer and teller whether the xe'.ng age-+t It acttrg in the real property transaction ex¢uihely as the buyer's agent,.xtlutively an the tiller t agent,or as a dual agent rensrserntg both the buyer and the utter-This reta7onship shall be confirmed,n thecontract to purchase and sell real property or in a separate wr tog saactited o•&tknow'ed;ed by the seller*a buyer,and the selling agent ptkW 10 Or Muiddent wits,awcution of that Contract by the buyer and the seller respectively(ill As soon as practicable,the I Sting agentshall d,ml0setothe telierwhetlier The listing ageritn acsing>,n the real property transaction exclusively as the seller s agent.at at dual agent representing both the buyerand seter This relationship shall be confirmedon the4*htract to purchase and sell real property w„a sepa,ate writing executed ara;kncwledged by the seller and the listing agent prior to Or coincident 'rift the execution of that contract by the seer. Ill The confirmation required by subd,visions Ia1 and:b)Shall brain the 16 lowing to-m. J(20 NOTLOMItttfe SAM MONLY) is Me apnl 0f Ichock an■I ©Me&*her eap,usively,of Q both Ina buyer end ullar Isw.,,. rail+ts+,Y,n 00 NOrwINrtITEx fA1f MONLY) is the■fw"(of(conch anti Ufe btgrr eeetusivey.txr Q the osier ratstieivrfy al tglrrr.r binl Lkr 1p�-m'res es.n:.k.rrK W-ti �both the buyer SIM settler (d)The disclosures and con6rmadon required by this section shall be aadd,ttonTotheAucloture required bySectson7079.14. 2079.18 No selling agent in areal property transaction may Ott as An agent fw the buyer only,when the wiling agent is also acting as the listing agent in the transaction 2079.19 The payment of compentatioaar the obligation to pay compensation to an agent by the wheror buyer It net necessarily determinative of a panku!ar agency stlsrionthlp between in agent and the setleraf buyer.A sitting agent and a&#Bing agent may agree to share any compensation or Comm:ssion pad,Or any right to any Compensation or eeenm sson lot which an cab iSAtion At lei at the result of A foal estate trAttwctian,and the terms of any such almomert shill not necetsari ly be determinative of■pamcular ie!ationship 2079.20 Nothing In this article prevents anageni from 501OCTIA,as a condition of theagent t employment,a specific form of agencyrelabonih,p not specifically Arch ibried by this article if the requirements of Section 2079,14 and Section I079 17 are Complied w,th 2079.21 Adua'agent shall net disclmetts the buyer that the rattler is waling to tell the property at a price lets than the listing price.w.fhout the■xpriss written conwis of the serer.Adual agent shah not drtdare to the se ter that the buyer it wil"To pay a peke greater than the offering price,w thout the express written consent of the buyer. This secisan does not aherm anyway the duty or rinzonsibiliry,ofa dual agent to any p-xm pat with respect to Confidential information other than price. 1079.22 Nothing n lhisartk't pfetludes a Inning agent foam Aso bong a sellrg agent,and the combination ofehose functions none agent does not of OwN.make that agent a dual agent. 2079.2.3 jai A contract between the principal and agent may be mod,hed or Shared to change the agency 1016nonthia at shy time before the perfoi manse of the an wh,chis the object ofthe agency whhthe written consent of this parties to the aga ncy relacOnSh p (b)A tender of an auction company retained by a tender to Control aspens of a than,attic,of real property subject to this part.including validating the salts price,shale viol require,ass conditian of rarelv+ng the IMder's app,cw1cif the Ieantecitton,the homeowner or listing agent to defend Or Indemnify the lender at Auction company from any liablllty alleged to result from thtacttons of the lender or auction mmparyy Any Clause,Provision,covenant,cragraerraml purporangto Impose an obigation to defend oriademn ty a lender or in auction company In violation of th-s tubd,vlsion is against public pahcy,void,and unenforceable. 2079.24 Nettling in this Article snail be construed t0 either diminish the duty of disclosure owed buyers and setters by agents and their associate licensees.subagents, and amplay"S Or to mile"agents and their macadam leensees,subagents,and empb roes from Ilabti,Tyfor their conduct in connection with arts governed by this arettle or far any breach of a fiduciary duty or a duty of disclosure AtR CRL SOO North Brand Blvd,Suite 100.Gteadale,CA 91201,Te4213-667.1777,Ema4 Contrartipaircre.com NOTICE:No pan of these works may he reproduced In any form without Permission In writing. Page 2 of 2 (YI21101,:ALS Last Ed led 6f11/201.11126 PM INITIALS AIR CRE All Rights Reserved AD•2.01.Revised 07-28.2017 STATE OF CALIFORNIA COUNTY OF SAN BERNARDINO CITY OF GRAND TERRACE I Debra L. Thomas, City Clerk of the CITY OF GRAND TERRACE, CALIFORNIA, DO HEREBY CERTIFY that the foregoing Resolution, being Resolution No. 2018-32 was duly passed, approved and adopted by the City Council, approved and signed by the Mayor, and attested by the City Clerk, at the regular meeting of said City Council held on the 10ih day of July 2018, and that the same was passed and adopted by the following vote: AYES: Council Members Wilson, Hussey, Henderson; Mayor Pro Tern Robles; Mayor McNaboe NOES: None. ABSENT: None. ABSTAIN: None. Executed this 11'h day of July 2018, at Grand Terrace, California. e ra L. Thomas City Clerk [SEAL]