Loading...
HomeMy WebLinkAboutC-1771 - Purchase of Newport Center Library site, Santa Barbara driveATY OF NEWPORTOREACH MEMORANDUMS From DENNIS D. O'NEIL, City Attorney 4IS GEORGE, City Clerk June 29 76 GEORGE ... PAMS. ....'finance --- Director °.. + RE: Agreement for Purchase and Sale Under Threat of Eminent Domain I have attached hereto an Agreement for Purchase and Sale Under Eminent Domain between the City of Newport Beach and The Irvine Company for your information and files. DDO:yz Reply wanted ❑ Reply not necessary p NS-20- DENNIS D. O'NEIL, City Attorney By.. THE IRVINE COMPANY _27b �!.{3��94 CO_ NO. RECEIPT ER CITY OF NEWPORT BEACH FIN DEPT —ACTS PAY IEWPORT BEACH, CAL 92660 161 6 11116 6 INT RATE 6.500 AUDIT DATE DATE 1 I I 1 F 1 IN DEPT —ACTS PAY NEWPORT BEACH* I I I 2 223X600(00 I SAL FWD .sEE AEE.,E � i PAYMENT PRIN. & INT. IMPOUND TOTAL SCHEDULE i 1 1 1 1 CHECK NO AMOUNT PAID � INT PAID THIS YEAR- 51,449.95 LDD 0/00— 0— 0— 0 i i i Tran Code Description 0 New Lole- 10 Computer Conversion Entry 22-24 Payment Reversal 25-39 Miscellaneous Debit 40-49 Miscellaneous Credit 50-59 Payoff Credit 60 Scheduled Payment 61 Scheduled Payment - Plus additional Principal 62 Scheduled Payment - Plus additional Impound 63 Scheduled Payment - Plus Late Charge 64 Multiple Scheduled Payment 70-79 Impound Reversals 80 -89 Impound Disbursements PAYMENT TICKET THE IRVINE COMPANY P.O. BOX I NEWPORT BEACH, CA. 92663 PLEASE RETURN THIS PORTION WITH YOUR PAYMENT CITY OF NEWPORT BEACH FIN DEPT -ACTS PAY NEWPORT BEACH, .CAL 92660, 276 9669 LOAN ER CO. NO, -�_ DATE DUE PAYMENT AMOUNT AMOUNTPAI PLEASE INDICATE ANY CHANGE IN ADDRESS THE IRVINE ( MP1AW 610 Newport Center Drive Newport Beach, California 92663 (714) 644 -3011 November 23, 1976 City of Newport Beach Finance Department Newport Beach, Ca. 92660 Gentlemen: Attached is your cancelled promissory note dated June 29, 1976. This note was paid in full as of November 15, 1976. We wish to thank you for your promptness in the settlement of this note. V ry tr y ours, R. W. Pratt Senior Staff Accountant Commercial Division RWP:nm Encl. PROMISSORY NOTE - INSTALLMENT (Unsecured) $223,600.00 ORIGINAL June 29 1976, IN INSTALLMENTS, as hereinafter set forth, the undersigned promises to pay to THE IRVINE COMPANY, a West Virginia corporation, or order, at 550 Newport Center Drive, Newport Beach, California, the sum of Two Hundred Twenty -Three Thousand Six Hundred and no /100 Dollars ($223,600.00) plus interest from date at the rate of Six and One -Half percent (6 -1 /2!) per annum until paid. Principal and interest shall be payable in installments as follows: First year, Second year, Third year, Fourth year, Fifth year, Sixth year, Seventh year, Eighth year, Ninth year, Tenth year, $22,360.00 plus $22,360.00 plus $22,360.00 plus $22,360.00 plus $22,360.00 plus $22,360.00 plus $22,360.00 plus $22,360.00 plus $22,360:00 plus $22,360.00 plus interest $14,X534.09 interest $13, 80. interest $11,6 20 interest $ 1 3.80 interest 20.40 inter st $ 7,267.00 inte es $ 5,813.6p int re t 4,36 .2a int st $ 2,90 80 inte st $ 1,453. 0 Should interest not be so paid, t :rll thereafte ar like interest as the principal , but such unpaid i to est so compou ed shall not exceed an amount equal to simple interest the unpaid pri cipal at the maximum rate permitted by law.Should defau�e ade in paym t of principal and interest when due,the whole sum of grin ip 1 and inter due as of the date of de- fault shall become immediately e at op on of the holder of this note. Principal and interest payablje in I ul o y of the United States. If action be instituted o note, h e signed promises to pay such sum as the court may fix as Xrs o neys, is note shall be payable only from the proceeds..of the tain s e 'a account to be established by the City of fJewport Beach a t to t e e ms of the agreement between the City and The Irvin C m any, entitle reement for Purchase and Sale Under Threat of m n t main:, dated June 29, 1976, and this note ha n deemed to pledge the general credit of the City, nor shall it rea e o be used as a basis for creating, a lien, charge, or encumbrance, 1 ga or equitable, on any City property, or upon any of the income, rec pts r other revenues of the City, other than those specific revenues eri ed from the special fund established by the City as described above. on on on on og 0 %�n JULY 1, 1977 JUL 1_,l 9-8- 1981 1, 1982 Qy✓JULY_1, 1.985 qn JULY 1, 1986 CITY F NEWPORT By I >-- — - !T!!T� 'Mayor ATTEST: City Clerk SIATE OF CALIFORNIA) County of Orange ) ss On June 29, , 1976, before me, the undersigned, a Notary Public in and for said State, personally appeared Howard Rogers known to me to be the Mayor, and Doris George known to me to be the City Clerk of the municipal corporation that executed the within instrument, known to me to be the persons who executed the within instrument on behalf of the municipal corporation therein named, and acknowledged to me that such municipal corporation executed the within instrument pursuant to a resolution of its City Council. WITNESS my hand and official seal. ,q*9 «00i6�w.10e•o•Yi•••••••• e OFFICIAL SEAL • /� /, -` -_� a BLANCHE S. CEGLIO' i �- Lan— c —_w'�• •i° NOMYPUBLIC- -CALIFORNIA ; Notary Public in and for said State j PRINCIPAL OFFICE IN • ORANGE COUNTY a My commission Expires Nov. 18, 1978 °om o r m.,00 •0004091000•••Nf••H Interest is adDjusmtged to accrue from July 1, jy76 in accordance with tructions in Escrow No. _i i• 8 -KL. SAFECO TITLE INSURANCE COMPANY By K t Brine Laninovich, Escrow Officer r PRELIMINARY EXCERPT A Minutes are Approved Flnal Excerpt " ill be Furnished Upon Request -OE IRVINE OOMPAW 550 Newport Center Drive j Newport Beach, California 92663 (714) 644 -3011 TO: �._..� L,.. E. Eberling . C. Wolff, Jr. (3) SUBJECT: Newport Center Block 700/800 - sell approx. 2 acres to City of Newport Beach .for library site State of California County of Orange i Charles S. Wheeler states: (1) That the following is a true, correct and complete copy of a resolution duly and regularly adopted by the Board of Directors of The Irvine Company, at a properly convened' meeting thereof, held on the 11th day of November 1975 at which a quorum of the Board of Directors was present: WHEREAS, the City of Newport Beach has indicated an interest in acquiring under threat of an action in eminent domain certain real property owned by The Irvine company for use as a library site, consisting of approximately two acres and more particularly - described in the following resolution; and WHEREAS, there appears to be a sufficient public use and necessity underlying the proposed acquisition of such library site: NOW, THEREFORE, BE IT RESOLVED, That the President or any Vice President and the Secretary or any Assistant Secretary be and they hereby are authorized to execute any and all documents (including the execution of contracts, deeds and other instruments) and to do such other acts as may be necessary or desirable to convey to the City of Newport Beach approximately two acres of this. Corporation's land, adjacent to the northeast corner of Santa Barbara Drive and San Clemente Drive in Newport Center, upon such provisions as the President shall determine are reasonable in the circumstances of the threatened condemnation; provided, however, that the consideration therefor shall be not less than $3.25 per square foot, payable 20% cash down and the balance to be represented by a promissory I note with a term of not more than ten years and with interest of not less than 6% per annum, and with such other provisions as the President shall determine to be in the best interests of this Corporaticn,.without further authorization from the Board of Directors. (2) That he is.the Secretary of said The Irvine Company, a corporation organized and existing under and by virtue of the laws of the State of West.Virginia; that as such Secretary he is a keeper of the records and seal of said Corporation. Excerpt Typed: 11 -18 -75 , Charles S. Wheeler, Secretary CITY OF NEWPORT BEACH 1 i CALIFORNIA City Hall C�'6 /FONN,* 3300 W. Newport Blvd. Area Code 714 673_2116 DATE July 2. 1976 TO: FINANCE DIRECTOR FROM: City Clerk SUBJECT: Contract No. 1771 Description of Contract Aaraamrat far Pius as aL Sale Dndar Threat of Eminent Domain Authorized by Resolution No. 8a9 , adopted on 6_25 -76 Effective date of Contract Contract with no T=d"- company Address 550 Igewport C"t-ar Dr Newport Beach, CA 92663 AtLii' CflmlEfCia1 ]�jviainn Pmount of Contract Sea contract City Clerk a _ -i ARVINE COMPAW 610 Newport Center Drive Newport Beach, California 92663 (714) 644 -3011 E .f A i Y June 24, 1976 Safeco Title Insurance Company 825 North Broadway Santa Ana, California Escrow #-Zy3y�K� You are hereby authorized and instructed to use the AGREEMENT FOR PURCHASE AND SALE UNDER THREAT OF EMINENT DOMAIN, a copy of which is attached, as our instructions to you in this escrow and we agree to hand you the items called for in the Agreement. The parties understand that,Safeco Title Insurance Company makes no representions or warranties as to the number of acres in said land and holds you harmless from liability in connection therewith. In addition to the matters set forth in the preliminary title report approved by Buyer to show in the Policy of Title Insurance you are authorized to show the oil exception and covenants, conditions and restrictions contained in the Grant Deed to record. Buyer and Seller shall each pay their share of the escrow fee, as provide within the att hed agreement. Date: Date: 37 7 wAE c THE IR CITY OF NEWPORT BEACH By:- A By tleL,Pre i ent MAYOR. By: By: fi$ \ r e t a r y "Seller" "Buyer" ;OCK- s1 6/3/76 OFFIC11 AL T4'0 7-4.71MENT AGREEMENT FOR PURCHASE AND SALE UNDER THREAT OF EMINENT DOMAIN THIS AGREEMENT FOR PURCHASE AND SALE OF LAND made as of this o2 day of 1976, by and between the CITY OF NEWPORT BEACH, a municipal corporation, hereinafter referred to as "Buyer ", and THE IRVINE COMPANY, a West Virginia Corporation, hereinafter referred to as "Seller ": RECITALS Seller is the owner of certain real property as described on Exhibit "A" attached hereto and made a part hereof by.this reference. Buyer wishes to acquire.said property as a site for I a library facility, and to this end has adopted a resolution authorizing the exercise of the power of eminent domain for its acquisition. The parties hereto mutually desire to provide for the purchase and sale of said property upon mutually acceptable terms to avoid necessity of an action in eminent domain. AGREEMENT 1. Seller hereby agrees to sell to Buyer, and Buyer hereby, agrees to buy from Seller, that certain parcel of real property located in the State of California, County of Orange, City of Newport Beach, more particularly described in the attached legal description marked Exhibit "A" and incorporated herein by this reference, and as delineated on Exhibit "B ", attached hereto and incorporated herein by this reference. 2. Buyer and Seller agree to open an escrow with Safeco Title Insurance Company for the purpose of conveying the property, the terms of which will be consistent with the terms stated herein. 3. A Preliminary Title Report has been prepared and delivered to the Buyer by Seller for approval, which approval or disapproval shall be delivered in writing to escrow. Disapproval shall cancel the escrow. 4. Seller shall convey subject property to Buyer by Corporation Grant Deed in the form attached hereto as Exhibit "C". 5. The purchase price for the subject property shall be TWO HUNDRED SEVENTY NINE THOUSAND FIVE HUNDRED AND NO 1100 DOLLARS ($279,500.00) payable by Buyer to Seller through escrow as follows: (a) Pursuant to Article 16, Section 18 of the California Constitution, a special account shall be set aside by Buyer during the current fiscal period in an amount sufficient to pay the total purchase price and out of which all payments will be made to Seller as follows: (i) Within ten (10) days after the opening-of escrow, a sum equal to One -Fifth (1 /5th) of the total purchase price or FIFTY -FIVE THOUSAND NINE HUNDRED DOLLARS ($55,900.00), shall be deposited in escrow and credited as part of the purchase price; and (ii) On or before the close of escrow, Buyer shall deliver to escrow a fully executed Promissory Note for the balance of the purchase price, said note to be paid in ten equal installments, plus interest at the rate of 6z% per annum until paid, at the time and in the manner as set forth _= in the form of Promissory Note set forth in Exhibit "D" attached hereto. (iii) It is mutually agreed by the parties hereto that if Buyer shall not pay any said installment upon the due date thereof, Seller shall have the right to enforce payment of the balance out of the funds remaining in the special account referred to hereinabove in subparagraph 5 (a) (b) The obligation of the City under this Agreement to pay Seller the purchase price of said property shall not be a lien, charge or encumbrance, legal or equitable, on any City property, or upon any of the income, receipts or other revenues of the City, other than those specific revenues allocated to the special account as hereinabove described. 6. Seller agrees to provide a standard CLTA owner's Title Insurance Policy insuring the City as Grantee for the amount of sale. Conveyance shall be subject to the following: -2- (a) The printed exceptions of said policy of title insurance; (b) Current real property taxes and assessments; (c) Covenants, conditions, restrictions, rights, rights of way, easements of record or apparent as of the date of said Deed; (d) Other matters set forth on the Deed attached hereto as Exhibit "C ", or as approved by the City, or as agreed to herein. 7. All parties to escrow agree to cooperate to whatever extent possible to enable Safeco Title Insurance Company to close escrow on or before June 30, 1976, which date may be extended by mutual written agreement signed by both Buyer and Seller. Prior to close of escrow, Seller shall deliver to Escrow an executed Corporation Grant Deed in the form set forth in Exhibit "C" and the Buyer shall deliver to Escrow the executed Promissory Note in the form set forth in Exhibit "D ". The parties hereto jointly instruct Safeco Title Insurance Company to record the documents when it is in a position to issue the Policy of Title.Insurance set forth in paragraph 6 above, and the requirements of escrow have been met. 8. All closing costs shall be charged to Buyer and Seller in accordance with standard real estate practices, and the escrow fees shall be paid one -half by Buyer and one -half by Seller. 9. Taxes on the subject property shall be prorated as of the date of conveyance, In the event that Seller shall have prepaid taxes on the subject property, Buyer shall immediately reimburse Seller for said advance taxes, and shall be solely responsible for obtaining any refund of taxes under Revenue Code Section 5096.7, or any other applicable section. Buyer shall sic 11 take all necessary action pursuant to the Revenue and Taxation Code to cause the subject property to be removed from the property tax rolls. 10. It is mutually agreed that, upon payment of the sums, plus interest, as required in Exhibit "D ", the obligation of Buyer under Paragraph 5 shall be terminated. 11. Buyer and Seller hereby agree to grant one to each other reciprocal cross easements over Buyer's property and the remainder of the property located in this Block owned by Seller for pedestrian and vehicular access and parking purposes at such time as Seller improves a part of or the entire remainder of said Block of property. 12. At such time as Seller improves a portion of or the remainder of the Block owned by Seller, Buyer and Seller agree to enter into an Agreement providing for the maintenance of all common area landscaping and parking on Buyer's property and Seller's property within said Block. Said Common Area Maintenance Agreement shall be subject to the approval of both Buyer and Seller. =. 13. Any notices required under this Agreement shall be sent by first class mail, postage prepaid, addressed to the parties as follows: To Irvine: THE IRVINE COMPANY 550 Newport Center Drive Newport Beach, California 92663 Attn: Commercial Division To City: City of Newport Beach 3300 Newport Boulevard Newport Beach, California 92660 Attn: City Clerk 14. All of the provisions of this Agreement that have not been performed by close of escrow shall survive the close of escrow and shall be binding upon the parties hereto. -4- IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written. TH UN Chi E&' CITY O NEWPORT BEACH By r-► Mayor ATTEST: Cit C er APPRO AS TOE FORM: / City Attorriey EXHIBIT "A" to AGREEMENT FOR SALE AND PURCHASE CITY OF NEWPORT BEACH LIBRARY SITE All that certain land located in the City of Newport Beach, County of Orange, State of California, described as follows: Parcel 1 of Parcel Map filed in Book 81, Page 9 of Parcel Maps in the Office of the County Recorder of said County. SUBJECT TO covenants, conditions, reservations, restrictions and rights and rights of way and easements of record or apparent. SHEET 2 OF 2 SHEETS SCALE I' • 100 25.26 ACRES, 3 PARCELS SIMPSON - STEPPAT DONALD C. SIMPSON, R.C.E. 10595 MARCH, 1976 PARCEL MAP IN THE CITY OF NEWPORT BEACH, COUNTY OF ORANGE, STATE OF CALIFORNIA. 56E I D"SES 1 FOR ®4915 OF lbe aNcS + MONUMENT NOTES. 81.'9 RESUBDIVISION NO. 501 RST 7603 JUN 10 5975 14 32 5 nro., rr 81 a raven ou]n a u]u*a al�yy a r[gnsr or au"n suwrlTm a pv,t wnru aOl"1Y gorge $7.00 +n �. t e Tack y* Dr newer u]a� I O {O0.1 pF[N MOryVII r p60. [f•cT 4oi3 ryM 2YJ� ie'U —'E' JAMBOREE � 5�� ROAD r Ie5' »'sr W. +o.e]' Issies :. �. cvn.nn:es:e ,z) i G-- ers ar _ __- us. _ L. o ._ a•S'S e3 / 3 0 (D60.'4 R. lw 40i5 MntY�r ..O / �r ,1 CEte 0.0411-._.. �fSI O i e1 EE 1� EO�xp.P. Y9'. IY1' � f0. MON, O.% F 5T Ccxe. ffi, R. i0� 1 C h E 0 Iu � 'F �3 ^b F f ° 0 oq � F S 0 r 111W A 0 b All, (pwa� EXHIBIT "B" TO AGREEMENT FOR SALE AND PURCHASE CITY OF NEWPORT BEACH LIBRARY O s- RECORDING REOUESTEDto CITY OF NEWPORT BEACH AND WHEN RECORDED MAIL TO NAMEI CITY OF NEWPORT BEACH l ADDRESS 3300 Newport Boulevard Newport Beach, California sTA =E, 92660 MAIL TAX STRTEMENTS TO _ NAME ADDRESS TAX EXEMPT QTY & STATE _..I LJ J -13 'V-3 SPACE ABOVE THIS LINE FOR RECOR ER'S SE DorurneNary Transfer lax 8.......... I .............._._......._..... ❑ .ornppted =n full value of properly ronceyed, or m ❑ �tpuled oil full =aluc less liens S Cmvmhrances remaining thereon at lime of sale:. Signature of derlorant or agent drlermirling Ias - firm name ❑ Unincorporated area ❑City of ............... Corporation Grant Heed FOR A VALUABLE CON'SIDF.RATION, receipt of ,ohieh is herehy .ukno„led^_ed. THE IRVINE COMPANY, a eorporal[oil organized colder the lau'-of [lie. Slate of WEST VIRGINIA, hereby GHANTISI to CITY OF NEWPORT BEACH, A MUNICIPAL CORPORATION the following de.rribed real properiv in the CITY OF NEWPORT BEACH I ollllly of ORANGE =tale of California: SEE ATTACHED EXHIBIT "A" CONSISTING OF TWO (2) PAGES Unn.l -- ._a.4�.._ �?6 �r�'tr: nr cv.nnitllt. � ill.1'I'F W ($$ 1 Ur hrforr nu•. [hr mulrn - ignrd. ;, Nman 1"thh, iu :Ind rug .:,id Ianuvy and State, prr.�imullp kmn,n In nIr 1n 6r the I'residrnt, slid knm.n n1 mr la, I.e S.,o tare nr the rnrPni alum 1ImI r\, -,I ... I the within In- lrn.I,,w. known In nu• I, I.,- Ihr I..r- ou...ho,"' I'd IIR within hUtlnmrnl. nn L..h:Jl of the rorpurnlion Ih,.rrin Da un..1.:uld m Am.�wledged w mr Thal •ugh r,,ri..."nhnl r\t,owd the ,6111h inalrumrnt purnuant In it+ by htw. or rerolulinn of it, hoard nl dim, tore. THE IRVINE COMPANY FOR NOTARY SEAL OR STAMP EXHIBIT "C" to Agreement for �i�nal nl 1. 11,1:1„ Purchase and Sale, City of Newport Beach Title hider No. ... .... Es(rot, No.. EXHIBIT "A" TO GRANT DEED CITY OF NE14PORT B That certain land located in the City of Newport Beach, County of Orange, State of California, described as follows: Parcel 1 of Parcel Map filed in Book 31, Page 9 of Parcel Maps in the Office of the County Recorder of said County. SUBJECT TO covenants, conditions, reservations, restrictions, rights and rights of way and easements of record or apparent. RESERVING to Grantor, its successors and assigns, all oil, oil rights, gas, minerals, mineral rights, natural gas rights, and other hydrocarbon sub- stances in and under said real property, and the right to grant and transfer the same, together with all necessary and convenient rights to explore for, develop, produce and extract and take the same, subject to the express limitation that any and all operations for the exploration, development, production, extraction and taking of any of said substances shall be carried on at levels below the depth of five hundred (500) feet from the surface of said land by means of wells, derrick and /or other equipment from surface locations on adjoining or neighboring land, and subject further to the express limitation that the foregoing reservation shall in no way be interpreted to include any right of entry in and upon the surface of the land hereinabove described. It is understood by the parties that the above stated reservation is expressly subject to all restrictions and regulations concerning the drilling for and production of oil, gas, minerals, petroleum and other hydro- carbon substances, which are contained in the City Charter or the municipal ordinances of the City of Newport Beach. SUBJECT TO covenants, conditions and restrictions, as follows: 1. General and special taxes and assessments for the current fiscal tax year; 2. Covenants, conditions, restrictions, reservations, rights, rights of way and easements of record or apparent; 3. The condition that for a period of twenty -five (25) years from the date hereof, the property shall be subject to the following covenants. Such covenants shall apply to and bind Grantee, its successors and assigns and shall be enforceable by Grantor, its successors and assigns. Failure of Grantor, its successors and assigns, to enforce the following covenants at any time shall not be deemed a waiver of such right with respect to future violations thereof. (a) If at any time within twenty -five (25) years from the date of the Deed, Grantee shall propose to voluntarily sell or lease all or any portion of the Subject Property, Grantor shall have the right of first refusal to purchase the property to be sold or leased, prorated on an acreage basis in the event of a sale or lease of only a portion of the Subject Property. Grantee shall give Grantor written notice of its intent to sell or lease, specifically describing the parcel or parcels to be sold or leased, and Grantor shall have thirty (30) days in which to notify Grantee in writing if it wishes to exercise its right of first refusal. All notices provided for herein shall be deemed to have been duly given if and when deposited in the United States mail, properly stamped and addressed to the party for whom intended at the party's legal address, or when delivered personally to such party. (b) Grantor, its successors and assigns,.for a period of twenty -five (25) years from the date of the deed shall have the right to approve the exterior design of all improvements to be constructed upon Subject property. Before Grantee commences construction of improvements, Grantee shall deliver to Grantor for its approval two (2) sets of schematic plans which shall in- clude, but not be limited to, exterior elevations, floor plans, site plans, and material and color palette. Then after schematic approval, the Grantee shall deliver to Grantor for its approval three (3) sets of construction plans and specifications for the exterior of said improvements, prepared by a licensed architect or licensed engineer, including, but not limited to, build- ing plans and elevations, roof plans, materials and color palette, grading EXHIBIT "A" - PAGE 1 of 2 and drainage plans and soils report, a plot plan showing the proposed location of said improvements, all utilities and service connections, all places of ingress and egress to public streets and roads, and plans for outdoor signs, lighting and landscaping. If approved, such approval shall be endorsed by Grantor upon said plans, specifications and plot plan within thirty (30) days from the receipt thereof, one (1) set of which shall be retained by it; provided that if Grantor has neither approved or disapproved said plans and specifications within said thirty (30) day period, the same shall be deemed approved. If Grantor disapproves such plans and specifications, Grantor shall within thirty (30) days from the receipt thereof notify Grantee of its reasons for not approving said plans and specifications. Grantee shall within thirty (30) days of such notice of disapproval submit to Grantor plans and specifications modified to comply with the reasons specified by Grantor for its disapproval. Approval of said plans and specifications shall not be unreasonably withheld. Upon completion.of said improvements and within 180 days from the final in- spection by the local municipality, all landscaping proposed with the approved construction plans must be completed. (c) During said twenty -five (25) year period, no structure or other improvement, the plans, specifications and proposed location of which have not first received the written approval of Grantor or which does not comply with such plans, specifications and locations, shall be constructed and main- tained on the land. No material addition to or alteration of any building or structure erected on the premises shall be commenced unless and until plans and specifications covering the exterior of the proposed addition or alteration shall have been first submitted to and approved by Grantor in the manner above provided. The approval by Grantor of any plans and speci- fications refers only to the conformity of such plans and specifications to the general architectural plan for the premises and the neiqhboring lands; Grantor by approving such plans and specifications assumes no liability or responsibility therefor or for any defect in any structure constructed from such plans and specifications. (d) Prior to commencement of any substantial work of construction on the -` improvements to be constructed on the premises, Grantee shall supply to Grantor verification by a licensed civil engineer or land surveyor that the work of improvements is on the correct parcel of land and is located on the premises in accordance with plans as previously approved by Grantor. Upon completion of the work of construction of the improvements on the premises, Grantee shall supply to Grantor certification by Grantee's architect that the work which was designed by the architect has been completed in accordance with the plans and specifications previously approved by Grantor. Upon completion of the landscaping upon the premises, Grantee shall supply to Grantor certi- fication by Grantee's architect or landscape architect that the landscaping has been completed in accordance with plans and specifications previously approved by Grantor. EXHIBIT "A" - PAGE 2 of 2 PROMISSORY NOTE - INSTALLMENT (Unsecured) $223,600.00 1976. IN INSTALLMENTS, as hereinafter set forth, the undersigned promises to pay to THE IRVINE COMPANY, a West Virginia corporation, or order, at 550 Newport Center Drive, Newport Beach, California, the sum of Two Hundred Twenty -Three Thousand Six.Hundred and no /100 Dollars ($223,600.00) plus interest from date at the rate of S-ix and One -Half percent (6 -1/2%) per annum until paid. Principal and interest shall be payable in installments as follows: First Second Third Fourth Fifth Sixth Seventh Eighth Ninth Tenth year, year, year, year, year, year, year, year, year, year, $22,360.00 $22,360.00 $22,360.00 $22,360.00 $22,360.00 $22,360.00 $22,360.00 $22,360.05 $22,360.00 $22,360.00 plus plus plus plus plus plus plus plus plus plus interest $14,534.00 interest $13,080.60 interest $11,627.20 interest $10,173.80 interest $ 8,720.40 interest $ 7,267.00 interest $ 5,813.60 interest $ 4,360.20 interest $ 2,906.80 interest $ 1,453.40 on on on on on on on on on on JULY 1, 1977 JULY 1,1978 JULY 1, 1979 JULY —1,-1930 JULY 1, 1991 JULY 1, 1982 JULY 1, 1983 JULY 1,1984 JULY T_,1985 JULY 1, 1986 Should interest not be so paid, it shall thereafter bear like interest as the principal, but such unpaid interest so compounded shall not exceed an amount equal to simple interest on the unpaid principal at the maximum rate permitted by law.Should default be made in payment of principal and interest when due,the whole sum of principal and interest due as of the date of de- fault shall become immediately due at the option of the holder of this note. Principal and interest payable in lawful money of the United States. If action be instituted on this note, the undersigned promises to pay such sum as the court may fix as attorneys' fees. This note shall be payable only from the proceeds.of that certain special account to be established by the City of Newport Beach pursuant to the terms of the agreement between the City and The Irvine Company, entitled "Agreement for Purchase and Sale Under Threat of Eminent Domain:, dated , 1976, and this note shall not be deemed to pledge the general credit of the City, nor shall it create, or be used as a basis for creating, a lien, charge, or encumbrance, legal or equitable, on any City property, or upon any of the income, receipts or other revenues of the City, other than those specific revenues derived from the special fund established by the City .as described above. CITY OF NEWPORT BEACH By Mayor ATTEST: Citv Clerk STATE OF CALIFORNIA) County of Orange ) ss On , 1976, before me, the undersigned, a Notary Public in and for said State, personally appeared known to me to be the Mayor, and known to me to be the City Clerk of the municipal corporation that executed the within instrument, known to me to be the persons who executed the within instrument on behalf of the municipal corporation therein named, and acknowledged to me that such municipal corporation executed the within instrument pursuant to a resolution of its City Council. WITNESS my hand and official seal. Notary Public in and for said State EXHIBIT "D" r RESOLUTION NO. 8818 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NEWPORT BEACH DETERMINING AND DECLARING THAT THE PUBLIC INTEREST, CONVENIENCE AND NECESSITY OF THE CITY OF NEWPORT BEACH REQUIRES THE ACQUISITION OF CERTAIN UNIMPROVED REAL PROPERTY TO BE USED BY SAID CITY AS THE SITE FOR A LIBRARY, AND DECLARING THE INTENTION OF THE CITY TO ACQUIRE SAID PROPERTY UNDER EMINENT DOMAIN PROCEEDINGS, AND DIRECTING THE CITY ATTORNEY OF SAID CITY TO COMMENCE AN ACTION IN THE SUPERIOR COURT OF THE STATE OF CALIFORNIA, FOR THE COUNTY OF ORANGE, FOR THE PURPOSE OF ACQUIRING SAID REAL PROPERTY WHEREAS, the City Council of the City of Newport Beach has determined that it would be in the best interests of the citizens of the City of Newport Beach to acquire certain property in Newport Center for the location of a branch library; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Newport Beach as follows: SECTION 1. The public interest, convenience, and necessity of the City of Newport Beach and the inhabitants thereof, require the acquisition and taking of the hereinafter described real property, for use for library purposes. SECTION 2. The property to be condemned is described in the attached legal description marked Exhibit "A" and incorporated herein by this reference. SECTION 3. The taking and acquiring by said City of the property hereinbefore described is deemed necessary.for the development of certain library facilities by the City of Newport Beach and the inhabitants thereof for a municipal purpose; such use is a public use, and for such public use it is neces- sary that the City of Newport Beach condemn and acquire said property. SECTION 4. The City Attorney of the City of Newport Beach is hereby authorized and directed to commence an action v in the Superior Court of the State of California, in and for the County of Orange, in the name and on behalf of the City of Newport Beach, against all owners and claimants of the attached described property, for the purpose of condemning and acquiring said property for the use of said City. ATTEST: City Clerk ADOPTED this 28th day of June I , 1976. Mayor -2- DDO /bc 6/8/76 RESOLUTION NO. 8616 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NEWPORT BEACH AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AN AGREE- MENT BETWEEN THE CITY OF NEWPORT BEACH AND THE IRVINE COMPANY TO ACQUIRE A LIBRARY SITE IN NEWPORT CENTER WHEREAS, the City of Newport Beach is desirous of acquiring property in Newport Center for the location and construction of a library; and WHEREAS, The Irvine Company is willing to sell property in Newport Center to the City of Newport Beach; and WHEREAS, the City of Newport Beach and The Irvine Company have negotiated terms and conditions of an agreement for the acquisition of a site in Newport Center; and WHEREAS, the City Council has reviewed the conditions and finds them to be just and equitable; NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Newport Beach that the agreement between the City and The Irvine Company, as outlined below, is hereby approved and the Mayor and City Clerk are hereby authorized and directed to execute said agreement, subject to final approval by the . City Council of the ultimate terms of purchasing said property after review of all available options. The terms and conditions of said agreement are generally as follows: 1. The legal description for said property will be approved by the City Council showing the size, configuration and location of the site, which is presently estimated to be approximately 86,000 square feet. 2. Consideration to be paid by the City to The Irvine Company will be Two Hundred Seventy Nine Thousand Five Hundred and no /100 Dollars ($279;500.00). 3. Title will pass to the City upon making the initial payment to The Irvine Company. 4. The Irvine Company will reserve the right to review plans and specifications of the building to ensure compatibility with surrounding development. 5. The Irvine Company will reserve mineral rights below the depth of 500 feet, 6. Should the City desire to sell the property within twenty -five (25) years of the date of acquisition, The Irvine Company would have an option, which amounts to a right of first refusal, to reacquire the property based upon the fair market value at the date of the proposed sale as determined by a bona fide offer from a third party. 7. A special fund will have to be created out of which the total payments for the property will be made. 8. There will be cross easements over the property to be acquired by the City and the adjacent property dealing with parking over the remaining area together with a mutual mainten- ance agreement. BE IT FURTHER RESOLVED that the Mayor and City Clerk are hereby authorized and directed to execute any other necessary documents to facilitate the transaction herein approved. ADOPTED this 28th day of October, 1975 ATTEST: City Clerk Mayor -2- DDO:yz 10/29/75 AGREEMENT FOR PURCHASE AND SALE UNDER THREAT OF EMINENT DOMAIN THIS AGREEMENT FOR PURCHASE AND SALE madg( as of t i day of 1975, by and bet een the CIT NEWPORT BEACH, a municipal corporation hereinafter referr d to as "Buyer ", and THE IRVINE COMPA Y, a West Virginia Corporation, hereinafter referred to as "Seller ": CITALS Se l er is the owner of certa' real property as described on Ex ibit "A" attached her to and made a part hereof by this referenc Buyer wishes to acquire said property as a site for a libra facility, and to this end has adopted a resolution authorizi g the exerc'se of the power of eminent domain for its acquisi ion. Th parties hereto mutually desire to provide for the purc ase a sale of said property upon mutually acceptable terms to avoid necessity of an action in eminent domain. AGREEMENT 1. Seller here y ag ees to sell to Buyer, and Buyer hereby agrees to buy fro Selle that certain parcel of real property located in the State of lifornia, County of Orange, City of Newport Beach, more particu arly described in the attached legal descr' tion marked Exh'b herein by this refe ence, and as de in attached hereto an incorporated herein 2. purchase price f by Buyer to obt insuring the C't the following 1975 -1976; agrees to allow Bu t "A" and incorporated ted on Exhibit "B ", this reference. er a credit against the Ir the subject property in e in a standard CLTA Owners Ti as vestee. Conveyance shall amount expended Insurance Policy �e subject to (a) Real property taxes for the f year 0 0 (b) Covenants, conditions, restrictions and public utility easements of record or apparent as of the date of said deed; (c) Reservation in favor of Seller and its successors and assigns of all oil, gas, petroleum and other hydrocarbon substances in and under the option property, together with all necessary and convenient rights to explore for, develop, produce, extra t and take the same, subj t to the express limitation that ny and all operations or the exploration, development, produ tion, extraction nd taking of any of said substances shall be rried on all levels below the depth of five hundred (500) feet from the surface of said land by means of wells, derrick and /or other equipment from surface locations on adjoining or neighboring and, and subject further to the express limitation that th foregoing reservation shall in no way be interpreted to in ude any right of entry in and upon the surface of the land he inabove described. It is understood by the parties that the bove stated reservation is expressly subject to all rest ictions and regulations concerning the drill- ing for and produ tion of oil, gas, petroleum, and other hydro- carbon substanc which are contained in the City Charter or the municipal rdinances of the City of Newport Beach. 3. The purchase price for the subject property shall be Two Hund ed Seventy Nine Thousand Five Hundred and no /100 DollZConstitution, 79,500.00) payable as set forth in the attached paym interest schedule marked Exhibit "C ", incorporated herehis reference and made a part hereof. (a) Pursuant to Article 16, Section IS of the Cali a special account shall be set aside by Buyer during the current fiscal period in an amount sufficient to pay the total purchase price and out of which all payments will be made to Seller. -2- (b) Buyer shall deliver a note as set forth in Exhibit "D" to Seller fully executed at the time that Seller shall deliver to Buyer the deed. It is mutually agreed by the parties hereto that if Buyer shall not pay any said installment upon the due date thereof, Seller shall have the right to enforce payment of the balance of the note out of the funds remaining in the special account referred to hereinabove i paragraph 3(a). (c) The obligation of the Ci under this Agree- ment to pay Seller the purchase price of id property shall not be a li n, charge or encumbrance, 1 al or equitable, on any City prop rty, or upon any of the income, receipts or other revenues of the City, other than th se specific revenues allocated to the pecial account s hereinabove described. 4. Taxes on the subj ct property shall be prorated as of the date of cc veyance. In the event that Seller shall have prepaid taxes on he s ject property, Buyer shall immediately reimburse Seller for sa d dvance taxes, and shall be solely responsible for obtainin any refund of taxes under Revenue Code Section 5096.7, or any oth r applicable section. Buyer shall take all necessary a tion p rsuant to the Revenue and Taxation Code to cause the s bject pr erty to be removed from the property tax rolls. 5. I is mutually ag eed that, upon payment of the sums, plus int rest, as required in Exhibit "C ", the obligation of Buyer and Paragraph 3 shall be terminated. 6 Seller, its successors and assigns, for a period of twenty- ive (25) years from the date of the deed shall have the righ to approve the exterior design, color, and landscaping of all mprovements to be constructed upon the premises, Buyer shall supply to Seller for its approval two complete sets of preliminary and final construction plans and specifications for the exterior of said improvements and adjoining areas to be -3- • • landscaped, prepared by a licensed architect or licensed engineer, including but not limited to grading and drainage plans and soils report, a plot plan showing the proposed location of said improvements, all utilities and rvice connections and all places of ingress and egres to public streets and roads and plans for outdoor signs and lighting. Seller steal approve said plans within thi y (30) days from the receipt t reof by returning one set of plans to Buyer with its appro indicated thereon, o shall notify Buyer within thirty ( 0 days from receipt of said plans of the reasons for its is pproval. Howe er, Seller shall not unreason- ably withhold its orisent. Upon completion of said improve- ments and within on hundred e'ghty (180) days from the final inspection by the to 1 muni 'pality, all landscaping proposed with the approved cons ruc on plans must be completed. During said t ty -five (25) year period no structure or other improvement, t e lans, specifications and proposed location of which hav not irst received the written approval of Seller or which d es not mply with such plans, specifications and locations, sha be constr cted and maintained on the land. No material addition to or alte tion of any building or structure erected on the p emises shall be ommenced unless and until plans and spec' ications covering a exterior of the proposed addition or a teration shall have be n first submitted to and approved by eller in the manner abov provided. The approval of Seller any plans and specificatio s refers only to the conformit of such plans and specificati ns to the general architectural plan for the premises and t e neighboring lands; such approval of plans and specifications a sumes no liability or responsibility therefor or for any defect in any structure constructed from such plans and specifications. 7. If at any time within the twenty -five (25) years -4- I from the date of the deed, Buyer shall propose to sell or lease all or any portion of the subject property, Seller shall have the option to purchase the property to be sold or leased at the current fair market value based on a bona fide offer from a third party. Buyer shall notify Seller in writing of the bona fide offer to purchase or lease, precisely describing the parcel to be sold or leased, and Seller shall hav thirty (30) days in which to n tify Buyer if it wishes to ex cise its option. If Seller shall xercise said option, an crow for the purchase shall be opened ithin five (5) days hich escrow shall have the term thirty (30) ys. Buyer shall convey title to Seller subject only to those matte of record a of the date of the deed and subsequent matters to which Buy shall have given its consent. Seller shall pay all co is in onnection with said escrow. 8. Buyer and 11 r hereby agree to grant one to each other reciprocal cros easements over Buyer's property and the remainder of the pro ert located in this Block owned by Seller for pedestrian d veh ular access and parking purposes at such time as Selle improves a part of or the entire remainder of said Block of 9. Buy and Seller her \ehe e to enter into a maintenance agre ent to jointly s responsibility and obligation of intaining any commwhich may result as a consequence o any further developa part of or all of the remainder o this Block of propertWITNESS WHEREOF, the hereto have executed this Aqr ent as of the date firswritten. CITY OF NEWPORT ATTEST: / ByJ� /���N•✓I Mayor City Clerk THE IRVINE COMPANY 0 LM APPR ED AS TO FORM: City Attorney -5- 0 0 PAYMENT AND INTEREST SCHEDULE Buyer and Seller have agreed that a number of options are available for financing the purchase of the subject property which is comprised of eighty -six thousand (86,000) square feet. The total urchase price based on Three Dollars and Twenty -Five Cents ($3.2 ) per square foot is Two Hundr d Seventy Nine Thousand, Pi Hundred Dollars ($279,500. 0). The available options are: A. T tal payment for cost f land at close of escrow - $27 500.00 B. 1. Nost of Land - ,$279,500.00 2. Payment at clj6se of escrow (20% down) - $55,900 3. Balance of gayment to be spread over a four year period a� terest on the unpaid balance - $223,600. / 1. Cost of land $279,500 2. Payment at close of escrow (208 down) - $55,900 3. Balance of payment to be spread over a ten (10) year period at 6 1/2% interest on the unpaid balance $223,600. EXHIBIT "C" - 1 st oar principal and interest - $69,316 on year principal & interest - $65,962 r year principal and interest - $62,608 r h year principal & interest - $59,254 Ct of land $279,500.00 ment at close of escrow (20% down) - $55,900 ance of payment to be spread over a six (6) yeat 6 1/4% /per'od interest on the unpaid balance $223,60s t Year principal & interest $54,241.67 ond year principal & interest - $48,912.50 rd year principal & interest - $46,583.34 rth year principal & interest - $44,254.17 th year principal & interest - $41,925.00 th year principal & interest - $39,595.82 1. Cost of land $279,500 2. Payment at close of escrow (208 down) - $55,900 3. Balance of payment to be spread over a ten (10) year period at 6 1/2% interest on the unpaid balance $223,600. EXHIBIT "C" - 1 4. First year principal & interest - $36,894.00 Second year principal & interest - $35,440.60 Third year principal & interest - $33,987.20 Fourth year principal & interest - $32,533.80 Fifth year principal & interest - $31,080.40 Sixth year principal & interest - $29,627.00 Seventh year principal & interest - $28,173.60 Eighth year principal & interest - $26,720.20 Ninth year principal & interest - $25,266.80 Tenth year principal & interest - $23,813.40 Pri \on he close /ofhe Buyer and Seller will mutually agree ne of the ions whic h they wish to be bound by e purchasubject property. The option agreed ll be incin the installments of the promissory referred as Exhibit "D ". EXHIBIT "C" - 2 • • RESOLUTION NO. 8 6 1 5 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NEWPORT BEACH DETERMINING AND DECLARING THAT THE PUBLIC INTEREST, CONVENIENCE AND NECESSITY REQUIRES THE ACQUISITION OF CERTAIN REAL PROPERTY TO BE USED BY THE SAID CITY AS THE SITE FOR A LIBRARY FACILITY, AND DECLARING THE INTENTION OF THE CITY TO ACQUIRE SUCH PROPERTY UNDER EMINENT DOMAIN PROCEEDINGS, AND DIRECTING THE CITY ATTORNEY OF SAID CITY TO COMMENCE AN ACTION IN THE SUPERIOR COURT OF THE STATE OF CALIFORNIA, FOR THE COUNTY OF ORANGE, FOR THE PURPOSE OF ACQUIRING SAID REAL PROPERTY WHEREAS, after thorough study and analysis of the needs of the City of Newport Beach for a library and the deter- mination to construct an adequate library facility, the City of Newport Beach has selected a site in Newport Center, as more specifically hereinafter described; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Newport Beach as follows: SECTION 1. The public interest, convenience and necessity of the City of Newport Beach and the inhabitants thereof, require the acquisition and taking of the hereinafter described real property for use and for the purpose of con- structing public buildings thereon. SECTION 2. The property to be condemned is described, in the attached Exhibit "A" which is incorporated herein and made a part hereof by this reference and more particularly shown on attached Exhibit "B" which is incorporated herein by this reference. SECTION 3. The taking and acquiring by said City of the property hereinbefore described is deemed necessary for the construction and operation of said public buildings by the City of Newport Beach and the inhabitants thereof for a municipal purpose; such use is a public use, and for such public use, it is necessary that the City of Newport Beach condemn and acquire said property. -1- SECTION 4. The City Attorney of the City of Newport Beach is hereby authorized and directed to commence an action in the Superior Court of the State of California, in and for the County of Orange, in the name and on behalf of the City of Newport Beach, against all owners and claimants of the above described property, for the purpose of condemning and acquiring said property for the use of said City. - ADOPTED this day of OCT23 , 1975. ATTEST: I j City Clerk Mayor -2- BRC:dt 11/23/75