C-8522-1 - Agreement for Purchase and Sale of Real Property and Escrow Instructions for 2807 Newport Blvd

NOW, THEREFORE, in consideration for the benefits set forth herein and for other good and valuable consideration, the receipt and sufficiency of which is acknowledged, the Parties agree as follows: TERMS AND CONDITIONS 1. PURCHASE AND SALE OF PROPERTY. City hereby agrees to purchase from Seller, and Seller agrees to sell to City the Property, upon the terms and conditions hereinafter set forth. 2. PURCHASE PRICE. The total purchase price for the Property, which includes the value of the land and improvements is FOUR MILLION DOLLARS and 00/100 ($4,000,000.00) ("Purchase Price"). 2.1 Payment of Purchase Price. (a) Not later than five (5) business days following the Opening of Escrow, as defined herein, City shall deposit in Escrow in good funds, the sum of SEVENTY-FIVE THOUSAND DOLLARS and 00/100 ($75,000.00) ("Initial Deposit"), which Initial Deposit shall be applicable to the Purchase Price upon Closing. City shall have the unqualified and unrestricted right to terminate its obligations under this Agreement on or before the expiration of the Due Diligence Period, hereinafter defined. In the event this Agreement is terminated by City on or before the expiration of the Due Diligence Period, the Initial Deposit shall be promptly returned to City. If the City disapproves of any of the due diligence items pursuant to the terms of Section 5, below, the Initial Deposit and Extension Deposit (hereinafter defined), if any, shall remain refundable until all items are approved by City, or this Agreement is terminated by City as specified herein. (b) On or before the Closing Date, hereinafter defined, City shall deposit the balance of the Purchase Price, subject to any other credits or debits hereunder, with Escrow Holder in "good funds." "Good funds" shall mean a wire transfer of funds, cashier's or certified check drawn on or issued by the offices of a financial institution located in the State of California, or cash. 2.2 Interest Bearing Account. Escrow Holder shall deposit the funds specified in Section 2.1 above in an interest bearing account. All interest earned on said funds shall be credited to City. 3. ESCROW. This Agreement constitutes the joint escrow instructions of the City and Seller. Escrow Holder, to whom these instructions are delivered, is hereby empowered to act under this Agreement. 3.1 Opening Of Escrow. Within five (5) business days after the execution of this Agreement, the Parties shall open an escrow ("Escrow") with the Escrow Holder by causing an executed copy of this Agreement to be deposited with Escrow Holder. Agreement for Purchase and Sale of Real Property and Escrow Instructions Page 2