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Resolution No. 8553r 2 3 4 5 6 7 8 9 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION NO. 8553 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON APPROVING AND RATIFYING THE EXECUTION OF CLOSING DOCUMENTS FOR THE PURCHASE OF REAL PROPERTY LOCATED AT 5001 S. SOTO STREET FROM SC INTERNATIONAL SERVICES, INC. WHEREAS, on July 14, 2004, the City Council of the City of Vernon adopted Resolution No. 8496 approved the execution of the Standard Offer, Agreement and Escrow Instructions for Purchase of Real Estate (the "Agreement") with SC International Services, Inc. ("SC International") for the purchase of property at 5001 South Soto IStreet; and WHEREAS, the Agreement authorized the City Administrator to (execute all documents required to complete the acquisition of the property; and WHEREAS, in order to meet the urgent need to close the escrow by September 30, 2004 and because the City Administrator was unavailable to execute the documents necessary, Thomas A. Ybarra, Mayor Pro Tem, executed the necessary closing documents on September 29, 2004, subject to ratification by the City Council; and WHEREAS, on October 6, 2004, the Finance Committee considered the recommendation of Bruce V. Malkenhorst, the Director of Finance, dated September 30, 2004, that the actions of the Mayor Pro Tem in executing the closing documents be ratified; and WHEREAS, the City Council desires to approve and ratify the closing documents as executed by the Mayor Pro Tem; and WHEREAS, the City Council of the City of Vernon has determined that, pursuant to the provisions of subsection (a) of 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 9.2 27 28 Section 2.27 of the Vernon City Code, it is in the public interest and necessity to ratify executing the closing documents. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VERNON AS FOLLOWS: SECTION 1: The City Council of the City of Vernon hereby finds and determines that the recitals contained hereinabove are true land correct. SECTION 2: The City Council of the City of Vernon hereby ratifies the execution of Bill of Sale, Commercial Property Earthquake Weakness Disclosure Report, Property Information Sheet, Seller's Mandatory Disclosure Statement, Natural Hazard Disclosure Statement and Estimated Buyer Closing Statement, copies of which are attached hereto as Exhibit A and incorporated by reference. SECTION 3: The City Clerk of the City of Vernon shall certify to the passage of this resolution, and thereupon and thereafter the same shall be in full force and effect. APPROVED AND ADOPTED this 6th day of October, 2004. ATTEST: BRUCE V. MALKENHORST, City Clerk `LEONIS C. MAL URG, M yor - 2 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 STATE OF CALIFORNIA ) ) ss COUNTY OF LOS ANGELES ) I, BRUCE V. MALKENHORST, City Clerk of the City of Vernon, do hereby certify that the foregoing Resolution, being Resolution No. 8553, was duly adopted by the City Council of the City of Vernon at a regular meeting of the City Council duly held on Wednesday, October 6 2004, and thereafter was duly signed by the Mayor of the City of Vernon. (SEAL) BRUCE V. MALKENHORST, City Clerk - 3 - EXHIBIT 0 BILL OF SALE THIS IS A BILL OF SALE from SC International Services, Inc. ("Seller") to the City of Vernon ("Buyer"). The effective date of this Bill of Sale for purposes of transferring title to the assets subject to this Bill of Sale (the "Effective Date") shall be the Closing Date as defined in that certain Standard Offer, Agreement and Escrow Instructions for Purchase of Real Estate dated as of May 13, 2004, as amended (the "Purchase Agreement") by and between the Buyer and the Seller. Pursuant to the Purchase Agreement, Seller shall sell to Buyer that certain real property located at 5001 South Soto Street, Vernon, California (the "Real Property"). Seller, by these presents, does hereby forever grant, bargain, sell, assign, convey, transfer, set -over, and deliver to Buyer and its successors and assigns, effective as of the Effective Date, Seller's ownership of the 2,380.49 sewer capacity water discharge units currently allocated to and located on the Real Property (the "Assets"). The Assets being,transferred hereunder are sold "AS IS", and "WITH ALL FAULTS", WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, except for the warranties of title set forth in the following paragraph of this Bill of Sale. The Assets are sold with the representation and warranty that the Seller holds good and marketable title to the Assets, free and clear of any liens, claims, charges, or encumbrances, and free of any unpaid fees or charges. Seiler further represents and warrants that Seller has not assigned or transferred or agreed to assign or transfer any of its right, title, or interest in or to the Assets or any portion thereof. If there is an alleged breach of any representation and, warranty of title set forth herein, Seller shall, at Seller's sole cost and expense, and by using counsel retained and paid by Seller and reasonably approved by Buyer, defend Buyer's right of ownership of the Assets. 01910/0006 107166.1 At any time, and from time to time, at the reasonable request of Buyer, Seller shall execute and deliver to Buyer, any new, additional, or confirmatory instrument, and any other document necessary to vest in Buyer, all right, title and interest in and to the Assets conveyed hereby. IN WITNESS WHEREOF, Seller and Buyer have executed this Bill of Sale as of September )-o , 2004. "SELLER' SC International Services, Inc. /j Name:�hnmas . l Pe Title: "BUYER" CITY OF VERNON Lo THOMAS A. YBARRA, Mayor Pro Tem APPROVED AS TO FORM: Lo ERIC T. FRESCH City Attorney 01910/0006 107166.1 2 BILL OF SALE THIS IS A BILL OF SALE from SC International Services, Inc. ("Seller") to the City of Vernon ("Buyer"). The effective date of this Bill of Sale for purposes of transferring title to the assets subject to this Bill of Sale (the "Effective Date") shall be the Closing Date as defined in that certain Standard Offer, Agreement and Escrow Instructions for Purchase of Real Estate dated as of May 13, 2004, as amended (the "Purchase Agreement') by and between the Buyer and the Seller. Pursuant to the Purchase Agreement, Seller shall sell to Buyer that certain real property located at 5001 South Soto Street, Vernon, California (the "Real Property"). Seller, by these presents, does hereby forever grant, bargain, sell, assign, convey, transfer, set -over, and deliver to Buyer and its successors and assigns, effective as of the Effective Date, Seller's ownership of the 2,380.49 sewer capacity water discharge units currently allocated to and located on the Real Property (the "Assets"). The Assets being transferred hereunder are sold "AS IS", and "WITH ALL FAULTS", WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, except for the warranties of title set forth in the following paragraph of this Bill of Sale. The Assets are sold with the representation and warranty that the Seller holds good and marketable title to the Assets, free and clear of any liens, claims, charges, or encumbrances, and free of any unpaid fees or charges. Seller further represents and warrants that Seller has not assigned or transferred or agreed to assign or transfer any of its right, title, or interest in or to the Assets or any portion thereof. If there is an alleged breach of any representation and warranty of title set forth herein, Seller shall, at Seller's sole cost and expense, and by using counsel retained and paid by Seller and reasonably approved by Buyer, defend Buyer's right of ownership of the Assets. 01910/0006 107166.1 At any time, and from time to time, at the reasonable request of Buyer, Seller shall execute and deliver to Buyer any new, additional, or confirmatory instrument, and any other document necessary to vest in Buyer, all right, title and interest in and to the Assets conveyed hereby. - IN WITNESS WHEREOF, Seller and Buyer have executed this Bill of Sale as of September-j! , 2004. "SELLER" SC International Services, Inc. By: "1 /j jzL-"7— Name: ThnmaS J-' e Title: Assist2nt Secret �T "BUYER„ CITY OF VERNON L� lu Mayor• Tu • •''FORM: // / A'--t-4 2 01910/0006 107166.1 North, American Title Company; 6'Nodh•Br;w Boulevard GlendaK CA 91203 (818) 24"912 Buyer Closing Statement Estimated Buyer CITY OF VERNON. A BODY CORPORATE AND POLMC Escrow No: 220990-TD Escrow Branch: Glendale Escrow Escrow Of w. TWA DE BOW Preparer: TINADE BOW Date Prepared: 91162004 528 40 PM, Property 5001 SOUTH SOTD STREET Estimated Close: 9/3020D4 VERNON, CA 9W58 Total Considennon Total Conslderadon' 55,55D,000 DvoWEwnestKxW 5277.500 00 Additional Charges Pad rebid to buyer wmess at do% to PAD OUN UNDABLE AT M.00 Title Charges estimates for endorsements to -NORTH AMERICAN TITLE COMPANY 52.000.00 Inspection Fee to NORTH AMERICAN TITLE COMPANY $250.00 Recording Fees NORTH AMERICAN TITLE COMPANY $832.50 $832M - ALTA Upgrade to NORTH AMERICAN TITLE Escrow Charges SeClement Fee to NORTH AMERICAN TITLE ESCROW Special Messenger/Cotaier Fee to NOhT H AMERICAN TITLE $1,942.50 $M.00 Sub Totals $5.555.57540 $277,500 00 Funds Due From Buyer $5,278,075.00 Totals $5.555.575.00 55,555,5T500 u,at u as rs an esumateu setuement SlatelllenI only ana all Read and Approved: items shown are subject to change at closing. tXTYOF ON.AeO ,CORPORA q� AST nlmtn�gcpoamaa�T a�erc rRy Yamaguchi THOMAS A. YBARRA, yor Pro Tem ep ty Attorney s J. SELLER'S MANDATORY DISCLOSURE STATEMENT (Required bylaw on transactions involving non-residential properties in California) DO NOT USE THIS FORM WITH REGARD TO THE SALE OF RESIDENTIAL PROPERTIES AIR Commercial Real Estate Association This disclosure statement is Intended to be a part of the AIR 0 STANDARD OFFER, AGREEMENT AND ESCROW INSTRUCTIONS FOR PURCHASE OF REAL ESTATE (See paragraph 9.1(a) of said document) or ❑ (the "Purchase Agreement") dated May 13, 2004 regarding that certain real property commonly known as: 5001 N. Soto Street, Vernon California (the "Property") wherein SC International Services, Inc. Is the Seller and City of Vernon is the Buyer. Note: This disclosure statement is aM designed nor Intended to be used in place of the AIR standard Property Information Sheet. Both documents should be used in every transaction involving a sale. In order to comply with State law concerning disclosures to a potential purchaser, Seller elects to: ❑ A. Utilize a report prepared by a professional consultant which has been approved by the AIR, is. JCP Geologists (800) 748-5233. A copy of their report is attached hereto. (Complete paragraphs 8 and 9 and sign this Statement In the place provided.) B. Utilize a report prepared by a different consultant, le. (._,_ Iss/,s��SU A, e (_) A copy of their report is attached hereto.. (Complete paragraphs 8 and 9, sign this Statement in the place provided, and attach a copy of The Commercial Property Owner's Guide to Earthquake Safety) ❑ C. Complete this Disclosure Statement without the assistance of a .professional consultant. (Complete paragraphs 1 through 11 and sign this Statement In the place provided. Remember to attach a copy of The Commercial Property Owner's Guide to Earthquake Safety.) 1. EARTHQUAKE FAULT ZONES. If the Property is located within a delineated Earthquake Fault Zone (a zone that encompasses a potentially or recently active trace of an earthquake fault that is deemed by the State Geologist to constitute a potential hazard to structures from surface faulting or fault creep), California Public Resources Code §2621 at seq. mandates that prospective purchasers be advised that the Property Is located within such a Zone, and that its development may require a geologic report from a state registered geologist. In accordance with such law, Buyer is hereby Informed that the Property is ❑ or is not ❑ within a delineated Earthquake Fault Zone. 2. SEISMIC HAZARD ZONES. If the Property is located within a Seismic Hazard Zone as delineated on a map prepared by the California Division of Mines and Geology, California Public Resources Code §2690 at seq. mandates that prospective purchasers be advised that the Property is located within such a Zone. In accordance with such law, Buyer is hereby Informed that the Property is ❑ or Is not ❑ within a Seismic Hazard Zone. 3. EARTHQUAKE SAFETY. If (1) the Improvements on the Property were constructed prior to 1975, and (2) said Improvements include structures with (i) pre -cast (e.g., tilt -up) concrete or reinforced masonry walls together with wood frame floors or roofs or (i1) unreinforced masonry walls, Buyer must be provided with a copy of The Commercial Property Owner's Guide to Earthquake Safety (the "Booklet*) published by the California Seismic Safety Commission. Buyer is hereby informed that the Property: ❑ (a) meets the foregoing requirements, and a copy of the Booklet and a completed "Commercial Property Earthquake Weakness Disclosure Report" is attached hereto. Within five business days of Buyer's receipt of said Disclosure Report, Buyer shall deliver a duly countersigned copy of the same to Escrow Holder, with a copy to Seiler and Sellers Broker. Escrow Holder Is hereby Instructed that the Escrow shall hot close unless and until Escrow Holder has received the Disclosure Report duly signed by both Seller and Buyer. O (b) does not meet the foregoing requirements requiring the delivery of the Booklet. 4. FIRE PROTECTION. If the Property Is located within a designated State Responsibility Area as delineated on a map prepared by the California Department of Forestry, California Public Resources Code §4136 mandates that prospective purchasers be advised that the Property is located within a wildfire area which may contain substantial forest fire risks and hazards, that the State may not be responsible to provide fire protection services, and that the Property may be subject to the requirements of Public Resources Code §4291 which requires the periodic removal of brush, the maintenance of firebreaks, and other similar activities. In accordance with such law, Buyer is hereby Informed that the Property is ❑ or is not ❑ within a designated State Responsibility Area. S. FIRE HAZARD. If the Property is located within an area designated as a Very High Fire Hazard Severity Zone pursuant to Government Code §51178 at seq, §51183.5 mandates that prospective purchasers be advised that the Property Is located within such a zone and that the Property may be subject to various maintenance, design and/or constriction requirements and/or restrictions. In accordance with such law, Buyer is hereby Informed that the Property is ❑ or is not ❑ within a designated Very High Fire Hazard Severity Zone. 6. AREA OF POTENTIAL FLOODING. If the Property Is located within an area of potential flooding in the event of the failure of a dam as shown on an Inundation map designated pursuant to Government Code §8589.5, §8589.4 mandates that prospective purchasers be advised that the Property is located within such an area. In accordance with such law, Buyer is hereby Informed that the Property is ❑ or is not ❑ within a designated area of potential flooding. 7. FLOOD HAZARD AREAS. If the Property Is located within a designated Federal Flood Hazard Area as delineated on a map prepared by the Federal Emergency Management Agency, Federal law, le. 42 U.S.C. §4104a, mandates that prospective purchasers be advised that the Property Is located within an area having special flood hazards and that flood Insurance may be required as a condition to obtaining financing. In accordance with such law, Buyer is hereby Informed that the Property is ❑ or is not ❑ within a designated Federal Flood Hazard Area. 8. FLOOD DISASTER INSURANCE. If the Seller or Sellers predecessor -in -Interest has previously received Federal flood disaster assistance and said assistance was conditioned upon obtaining and maintaining flood insurance on the Property, Federal law, ie. 42 U.S.C. §5154a, mandates that prospective purchasers be advised that they will be required to maintain such Insurance on the Property and that if said Insurance is not maintained and PAGE 1 OF 2 INITIALS 01998 - AIR COMMERCIAL REAL ESTATE ASSOCIATION FORM SMD-1-W00E the Property Is thereaOr dnaged by a flood disaster, the purchaser may be required to reimburse the Federal Government for the disaster relief provided. Buyer is hereby informed that to the best of the Seller's knowledge Federal flood disaster assistance has O or has not ❑ been previously received with regard to the Property. Note: If such disaster assistance has been received, the law specifies that the required notice be "contained in documents evidencing the transfer of ownership". 9. WATER HEATER BRACING. If the Property contains one or more water heaters, Seller Is required by California Health and Safety Code §19211 to certify to the Buyer that all such water heaters have been braced, strapped and/or anchored in accordance with law. Buyer Is hereby advised that the required bracing, strapping and/or anchors have O or have not ❑ been installed. knKno�'C� 10. TITLE INSURANCE. In the event that the Purchase Agreement does not at present provide that title Insurance will be obtained, Buyer is strongly urged to consider purchasing such insurance, and, in accordance with California Civil Code §1057.6, is advised as follows: IMPORTANT: IN A PURCHASE OR EXCHANGE OF REAL PROPERTY, IT MAY BE ADVISABLE TO OBTAIN TITLE INSURANCE IN CONNECTION WITH THE CLOSE OF ESCROW SINCE THERE MAY BE PRIOR RECORDED LIENS AND ENCUMBRANCES WHICH AFFECT YOUR INTEREST IN THE PROPERTY BEING ACQUIRED. A NEW POLICY OF TITLE INSURANCE SHOULD BE OBTAINED IN ORDER TO ENSURE YOUR INTEREST IN THE PROPERTY THAT YOU ARE ACQUIRING. 11. OTHER. PLEASE NOTE: While the Information contained in or attached to this Disclosure Statement is believed to be accurate as of the date that it was prepared, the applicable laws and the areas covered by the various natural hazard zones, etc. can change from time to time. Prior to the close of escrow, Buyer may wish to again check the status of the Property. Also, the city and/or county in which the Property is located may have established natural hazard zones in addition to those listed above. Buyer is advised to check with the appropriate local agency or agencies. The descriptions contained within the above disclosure paragraphs are not Intended to be full and complete dissertations of all of the possible ramifications to the Buyer and/or the Property. in the event that this document Indicates that the Property Is affected by one or more of the disclosures, Buyer is advised to: ' 1. Review the applicable laws In their entirety. 2. Seek advice of counsel as to the legal consequences of the Items disclosed. 3. Retain appropriate consultants to review and Investigate the Impact of said disclosures. Likewise no representation or recommendation is made by the AIR Commercial Real Estate Association or by any broker as to the legal sufficiency, legal effect, or consequences of this document or the Purchase Agreement to which It relates. Date:• / 2004 SC International Services, Inc. SELLER Receipt of the above Seller's Mandatory Disclosure Statement is hereby acknowledged: September 29, 2004 THOMAS A. YBARRA, Mayor Pro Tem Date] rAxxxxxxxxx:2f N City of Vernon BUYER NOTE: These forms are often modified to meet changing requirements of law and needs of the Industry. Always write or call to make sure you are utilizing the most current form: AIR Commercial REAL ESTATE ASSOCIATION, 700 S. Flower Street, Suite 600, Los Angeles, Calif. 90017 PAGE 2 OF 2 INITIALS INITIALS 01998 - AIR COMMERCIAL REAL ESTATE ASSOCIATION FORM SMD-1-W00E 111 1HIliIMIN Page: 2 of 6 Date: September 10, 2004 LGS Report No.: 2261576 NATURAL HAZARD DISCLOSURE STATEMENT Property: 5001 S Soto St, Los Angeles, CA 90058-3612 APN: 6308-002-008 Transferor Sc International Services Inc The transferor and his or her agent(s) disclose the following information with the knowledge that evert though this is not a warranty, prospective transferees may rely on this information -in deciding whether and on what terms to purchase the subject property. Transferor hereby authorizes any agent(s) representing any principal(s) in this action to provide a copy of this statement to any person or entity in connection with any actual or anticipated sale of the property. The following are representations made by the transferor and his or her agent(s) based on their knowledge and maps drawn by the state and federal goverments. This information is a disclosure and is not intended to be part of any contract between the transferee and the transferor. THIS REAL PROPERTY LIES WITHIN THE FOLLOWING HAZARDOUS AREA(S): (Check the answer that applies.) A SPECIAL FLOOD HAZARD (Any type Zone A" ordesignated by the Federal Emergency Management Agency. Yes No ✓ (a) Do not know (b) Information not available from local jurisdiction Only Check if BOTH (a) and (b) apply., AN AREA OF POTENTIAL FLOODING shown on a dam failure inundation map pursuant to Section 8589.5 of the Government Code. Yes ✓ No (a) Do not know (b) Information'not available from local jurisdiction Only Check if BOTH (a) and (b) apples - A VERY HIGH FIRE HAZARD SEVERITY ZONE pursuant to Section 51178 or 51179 of the Government Code. The owner of this property is subject to the maintenance requirements to Section 51182 of the Government Code.. - Yes No ✓ ` A WILDLAND AREA THAT MAY CONTAIN SUBSTANTIAL. FOREST FIRE RISKS AND HAZARDS pursuaif to'Section 4125 of the Public Resources Code. The owner of this property is subject to the maintenance requirements of Section 4291 of the Public Resources Code.. Additionally, it is not the state's responsibility to provide fire protection services to any building or structure located within the wildlands unless the Department of Forestry and Fire Protection has entered into a cooperative agreement with a local agency for those pursuant to Section 4142_of the Public Resources Code. Yes No ✓: - AN EARTHQUAKE FAULT ZONE pursuant to Sec_boA 2622 of the Public Resources Code. Yes No A SEISMIC HAZARD ZONE pursuant to Section 2696 of the Public Resources Code. Yes (Landslide Zone) No ✓ Map not released by state Yes (Liquefaction Zone) ✓ No Map not released by state THESE HAZARDS MAY LIMIT YOUR ABILITY TO DEVELOP THE REAL PROPERTY, TO OBTAIN INSURANCE, OR TO RECEIVE ASSISTANCE AFTER A DISASTER THE MAPS ON WHICH THESE DISCLOSURES ARE BASED ESTIMATE WHERE NATURAL HAZARDS EXIST. THEY ARE NOT DEF114MVE INDICATORS OF WHETHER OR NOT A PROPERTY WILL BE AFFECTED BY A NATURAL DISASTER_TRANFEREE(S) AND TRANFEROR(S) MAY WISH TO OBTAIN PROFESSIONAL ADVICE REGARDING THOSE HAZARDS AND OTHER HAZARDS THAT MAY AFFECT THE PROPERTY. The representations made in this NHD form and report are based upon information provided by an independent third party report provided as a substituted disclosure pursuant to California Civil Code §Section 1103.4. Neither the seller nor the seller's agent has (1) independently verified the information contained in this form and report or (2) is personally aware of any errors or inaccuracies in the information contained on the form. Tranferor represents th on he in is true and correct to theVof the tranferoes knowledge as of the date signed by the transferor Signature of Transferor Date Agent represents that the information herein is true and correct to the best of the agent's knowledge as of the date signed by the agent Signature of Agent 01E_ Date Signature of Agent �— Transferee represents that he or she eas read and understands this document Signature of Transferee?ho'-'��pp }�r gate This form meets the standemvalidity or adequacy of any provision in any specific transaction. A real estate broker is the qual'fied to advise on real estate transactions. If you desire legal or tax advice, consult an appropriate professional. 0 2004 LGS Reports, Inc. 27200 Agoura Rd. Suite 200 Calabasas Bins, CA 91301 Tel 800-814559.9 Fax 800-547-6566 wwW.LGSReporfs corn Cn0104 As 800-814-5599 Fax 800-547-6566 Page: 1 of 6 Date: September 10, 2004 LGS Report No.: 2261576 NATURAL HAZARDS DISCLOSURE REPORT FOR LOS ANGELES COUNTY Property: 5001 S Soto St, Los Angeles, CA 90058-3612 APN: 6308-002-008 Transferor: Sc International Services Inc This report discloses information regarding the property address identified above (Property) that is based upon review of the maps and data cited within. Other publicly available data not reported within this report may also pertain to the Property. If site - specific information for the Property is required, a -Certified Engineering Geologist or licensed Professional Engineer should be retained to conduct an investigation. In addition, geotechnical and other reports pertaining to the;Property may be on file with the city or county and should be reviewed if site -specific information for the Property is required: ,Site -specific information may enhance or modify some of the information contained in this report. This report is compiled in accordance with all conditions and limitations stated within. The following pages contain an explanation of each disclosure category reported on this page. THIS PROPERTY IS. REPORTFD AS: Not Situated in a special FLOOD HAZARD AREA (Any type Zone "A" or "V) designated by the Federal -Emergency Management Agency; Situated in a DAM OR RESERVOIR INUNDATION AREA designated by the State Office of Emergency Services; Not Situated in a State of California VERY HIGH FIRE HAZARQ.SEVERr7 y ZONE; The owner of a property within a Very High Severity Zone is subject to the maintenance requirements of Section §51182 of the Government Code; Not Situated in a State of California FIRE RESPONSIBILITY AREA. -The owner of a property in a State Fire Responsibility Area is subject to the maintenance requirements of Section §4291 of the Public Resources Code; Not Situated in a State of Califomia Alquist Priolo EARTHQUAKE FAULT ZONE; Mapped by the State of California Division of Mines and Geology SEISMIC HAZARD MAPPING ACT program; Not Situated in an Earthquake -Induced LANDSLIDE HAZARD ZONE on official maps of the Seismic Hazard Mapping Act; Situated in a soil LIQUEFACTION HAZARD ZONE on offical maps of the Seismic Hazard Mapping Act; y,�/ak Q. 6(aaff Prepared under the supervision of Mark A. Barrett, CEG 2088 2261574 6i4"W-W 67f l; . MCr* 6,M Zr0FST. YX. 91.rWJ OI 0 2004 LGS Repots, kr— 27200 Agoura Rd. Suite 200 Calabasas Hills, CA 91301 Tel 800-8145599 Fax 800-547-6566 www.LGSReports_com CRO104 IMIIII1911MIN Page: 3 of 6 Date: September 10, 2004 LGS Report No.: 2261576 EXPLANATION SPECIAL FLOOD HAZARD AREAS The Federal Emergency Management Agency (FEMA) has prepared Flood Insurance Rate Maps, which delineate flood zones based on estimated flood risk. The zones pertinent to the Natural Hazard Disclosure are Zones A and V (Special Flood Hazard Areas). Zone V is for coastal areas and Zone A is for inland areas. These zones are located within a 100-year flood plain. A 100-year flood has a one -percent chance of occurence in any given year. Flood insurance is required by federally regulated lending institutions for properties located within Zones A or V. Local flood control projects to mitigate flood hazard potential can change the flood risk of a specific area or property. The flood risk of a specific area or property may be updated through a Letter of Map Change filed with FEMA. Specific updated flood risk information, not included on the Florid Insurance Rate Maps, is not provided in our report If a property is located within a Special Flood Hazard Area, LGS REPORTS, INC. recommends contacting FEMA for the updated risk assessment of the property and the current flood insurance requirements. It should be noted that properties within a Special Flood Hazard Zone may never experience flooding, -and conversely, properties not located within a Special Flood Hazard Zone may experience flooding. This disclosure is not -meant to predict flooding, but rather to identify properties for which flood insurance may be required by,federally regulated lending institutions. AREAS OF POTENTIAL FLOODING FROM DAWFAILURES The California Office of Emergency Services (CA OES) has provided. Inundation Maps, which delineate areas subject to flooding from a sudden, catastrophic failure of a dam with a full reservoir. Maps are not available -for all dams in the state. Additional maps may become available subsequent to approval by the OES. Inundation from reservoir, dam, or dike failure can pose serious risks to large segments of the population. Cities and counties within the mapped areas are required to adopt emergency Procedures for the evacuation of populated areas. VERY HIGH FIRE HAZARD SEVERITY ZONES The Califomia Department of Forestry and Fire Protection (CDF) under the Bates Bill (AB 337) established Very High Fire Hazard Severity Zones (VHFHSZ) in the Local Responsibility Areas (LRA) of California. The maps prepared by the CDF show zones based on State criteria. Local agencies, by law, are allowed to make changes to the zones. Fire defense improvements are mandated for properties located within the zones under Section 51182 of the Government Code. Mandated improvements include a Class A roof for new development or replacement of an existing roof and brush clearing within 30 feet of a structure. For a complete listing of the mandated fire defense improvements and local zone changes, contact the local fire department. The Very High Fire Hazard Severity Zone Maps were prepared at a scale that does not always allow a conclusive determination to be made at zone boundaries. if a conclusive determination cannot be made, the property will be reported on the Natural Hazard Disclosure Statement as situated in the zone as mandated by Section §1102.6C of the California Civil Code. LGS Reports, Inc. will report the property as in a boundary condition on our Residential Disclosure Report Therefore, the local fire department should be contacted to determine if the property is located within the zone. 0 2004 LGS Reports, hia 27200 Agoura RL Suite 2W Calabasas Hills, CA 91301 Teo 800-8145599 Fax 800547-65W www-LGSRepo ts.com CR0104 Page: 4 of 6 Date: September 10, 2004 LGS Report No.: 2261576 WILDLAND AREAS THAT MAY CONTAIN SUBSTANTIAL FOREST FIRE RISK AND HAZARDS (State Responsibility Areas) The California Department of Forestry and Fire Protection has established State Responsibility Areas (SRA) for which the primary financial responsibility for prevention and suppression of fires is that of the State. However, the State is not responsible for protecting structures within these areas. The property owner is subject to certain maintenance requirements and may be responsible for fire protection of structures under Section 4291 of the Public Resources Code. If the property is located within a State Responsibility Area, LGS Reports, Inc. recommends contacting the county fire department to obtain a full listing of property owner maintenance and fire protection requirements. Public Resources Code Section 4326 reads, "A seller of real property which is located within a state responsibility area determined by the board, pursuant to Section 4125, shall disclose to any prospective purchase the fact that the property is located within a wildland area which may conatin substantial forest fire risks and hazards and is subject to the requirements of Section 4291:' The State Responsibility Area Maps were prepared at a scale that does not always :allow a conclusive determination to be made at zone boundaries. if a conclusive determination. cannot be made, the property will be reported on the Natural Hazard Disclosure Statement as situated in the zone as mandated by Section 1102.6C of the California Civil Code. LGS Reports, Inc. will report the property as in a boundary condition on our Residential Disclosure Report The county fire department should be contacted to determine if the property is located within the zone. ALQUIST-PRIOLO EARTHQUAKE FAULT ZONES The Slate Geologist under the Alquis�-Priolo Earthquake Fault Zoning Act has established regulatory zones around the mapped surface traces of active faults. These zones, typically one -quarter mile or less in width, have been delineated on maps around "sufficiently active and well-defined" faults and fault segments that "constitute a potential hazard to structures from surface faulting or fault creep." Faults that demonstrate movement during the past 11,000 years are considered active. The purpose of the Act under Section 2621 2630 of the Public Resources Code is to assist cities and counties in land use planning and developing permit requirements. The State Mining and Geology Board provides additional regulations to guide cities and counties in their implementation of the law under California Code of Regulations, Title 14, Division 2. Local agencies must regulate most types of development projects located within the zones. The results of our search only indicate whether a property is situated or not situated within an Earthquake Fault Zone, as shown on the Alquist Priolo Earthquake Fault Zone Maps. Our search does not indicate whether or not a surface trace of an active fault is located on the property. If this report indicates the subject property is located within an Earthquake Fault Zone, LGS Reports, Inc. recommends consulting a Certified Engineering Geologist to assess the site -specific potential for surface fault rupture. It should be noted that the State Earthquake Fault Zoning Program is ongoing and properties currently not situated in a zone may be located in a zone established in the future. 0 2004 LGS Reports. k+c- 272D0 Agoura Rd Suite 200 Calabasas Hills, CA 91301 Tel 800-814-5599 r2x 800-647-6566 www.LGSReports-corn CRO104 (n1q(gI� qf� ICI glli �q Mai llq �� Page: 5 of 6 Date: September 10, 2004 LGS Report No.: 2261576 SEISMIC HAZARD ZONES The Califomia Division of Mines and Geology under the Seismic Hazards Mapping Act has prepared maps delineating zones of potential seismic hazards. The legislation for this Act may be found in the California Public Resources Code, Division 2, Chapter 7.8, Sections 2690-2699.6 and Chapter 8, Article 10, Sections 3720-3726. The purpose of the Act is to provide cities and counties with zones where site -specific geotechnical studies are required prior to development. Local agencies must regulate most types of development projects located within the zones. The currently available Official Maps of Seismic Hazard Zones contain zones for the seismic hazards of liquefaction and earthquake -induced landsliding for limited geographic areas only. However, future maps may contain additional seismic hazards and may cover the entire state. Our search indicates whether a property is situated or not situated within a mapped Seismic Hazard Zone. If the property is not located in an area mapped by the state Seismic Hazards Mapping Program, our report indicates that the map for the site has not yet been released by the State. Due to the limitations of the state Seismic Hazards Mapping Program, LGS Reports, Inc. recommends hiring a Certified Engineering Geologist to address any concerns regarding the seismic hazard potential of the subject site. The Liquefaction Hazard Zones delineate areas where liquefaction- has been recorded in the.pE and areas where local soil and groundwater conditions indicate a potential for permanent ground displacement from liquefaction that would require mitigation. Site specific geotechnical studies are required prior to new development. Liquefaction is a process whereby saturated, unconsolidated, sandy soils, temporarily became liquefied as a result of strong groundshaking. -Liquefaction is considered most likely when the ground water table is located less than 50 feet below the ground surface. Ground displacement may occur and buildings may be damaged as a result of liquefaction. _ Earthquake -Induced Landslide Zones include areas where geologic materials are considered susceptible to slope failure during strong earthquake ground shaking. Also included are areas with identified past landslide movement and areas with known earthquake4nduced slope failure during historic earthquakes. Site specific geotechnical studies are required prior to new development It should be noted that the maps may not show all areas of'potenfial liquefaction or earthquake4nduced landsliding. In addition, the mapped areas within each zone will not be affected uniformly during an earthquake. As noted on the maps, "Liquefaction zones may also contain areas susceptible to the effects of earthquake -induced landslides. This situation typically exists at or near the toe of existing landslides, downslope. from rockfall or debris flow source areas, or adjacent to steep stream beds." a 2004 LGS Reports, bc. 27200 A90u2 Rd. Suite 200 Calabasas flips, CA 91301 Tel 800-814-5599 Fax 800-547-65N wwwJ-GSReports.com CRntOa 1 �lll III �I� III( III(�11[ SIN � h� Page: 6 of 6 Date: September 10, 2004 LGS Report No.: 2261576 TERMS, CONDITIONS AND LIMITATIONS OF LIABILITY This report (Report) was prepared by LGS Reports, Inc. (LGS). This Report is for the exclusive use and reliance of the buyer, seller, fisting agent and selling agent, if any. It may be used only in conjunction with a Natural Hazard Disclosure Statement, and then only in connection with the transaction contemplated by buyer and seller. This Report is not intended to be and may not be used for any other purposes, including but not limited to appraisal or valuation of the property. This Report may not be used by or relied upon by any other parties, including but not limited to lenders or subsequent buyers, nor shall there be any third party beneficiaries regardless of their relationship with or to buyer, seller, or the property. LGS Reports, Inc. makes no representation or covenant as to the Report's effect on the value of the property as a result of the various disclosures contained in this Report This Report is valid solely for the transaction presently contemplated between this, buyer and ttiis'seller relating to the property address and assessor's, parcel number (APN) fumished. by the seller as shown on page one 11) of this'ReporL Seller is responsible for verifying the accuracy of the property address and APN within five (5) days of receipt of this Report. Upon notification of an inaccurate address or APN,'LGS will issue a replacement report If multiple adjacent parcels are being transferred as a single- ` g property or in a single transacfon, this Report treats them as if they were a single parcel That is, hazards that affect an individual parcet will be disclosed as affecting all parcels. Should seller or buyer desire a disclosure with regard to each parcel separately, a separate report must be ordered for each such parcel. The disclosures contained in this Report are valid only as of the date shown on page one (1),of.this Report. LGS Reports, Inc. shall have no duty or obligation to inform buyer or seller, or their agents or lenders. of_any changes or governmental actions pertaining to or affecting the property coming affective after the date shown on page one (1) of this report It is recommended that a request for an updated Report be made if the property.remains unsold for an extended period of time after this Report is issued. LGS Reports, Inc. has relied solely upon records and information specifically referred to in this Report for preparation of this Report These records and information were -supplied by various governmental agencies. LGS Reports, Inc. assumes that the records and information supplied by various governmental agencies are complete and accurate. Consequently, LGS Reports, Inc. shall not be responsible for any inaccuracies or omissions in public records or in information reported by various governmental agencies. No physical inspection of the Property has been made. LGS Reports, Ina shall have no responsibility or liability for any costs or consequences arising due to the need, or lack of need, for earthquake insurance or flood hazard insurance. The National Flood Insurance or an insurance agent should be contacted for information regarding flood insurance. An, insurance agent should be contacted for earthquake insurance information. ACCEPTANCE OR USE OF THIS REPORT, OR EXECUTION BY BUYER, SELLER, OR THEIR RESPECTIVE AGENTS OF A NATURAL HAZARD DISCLOSURE STATEMENT IN CONJUNCTION WITH THIS REPORT, CONSTITUTES APPROVAL AND ACCEPTANCE OF THE TERMS, CONDITIONS, AND LIMITATIONS STATED HEREIN. UNDER NO CIRCUMSTANCES SHALL LGS BE LIABLE FOR LOST PROFITS OR ANY INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH, OR ARISING OUT OF, THE PREPARATION, ISSUANCE, OR USE OF THIS REPORT. 0 2004 LGS Reports, Inc- MW Agoura Rd. Suite 200 Calabasas Fhft. CA 91301 Tel 800-814-5599 Fax 800-54T-6566 www.LGSRepo&_oom CRO104 North American Title Company 520 North Brand Boulevard . Glandafe, CA 91203 (818) 240-4912 Buyer Closing Statement Estimated Buyer CITY OF VERNON. A BODY CORPORATE AND POLITIC Escrow No: 220990-TD Property: 5001 SOUTH SOTO STREET VFRNON_ CA 9nn5R Escrow Branch: Glendale Escrow Escrow Officer: TINA DE BOW Preparer: TINA DE BOW Date Prepared: 9116=04 528:40'PM Estimated Close: 9/30/2004 Total Consideration Total Consideration $5,550.000.00 DeposillEarnestMmey $277.5W.00 Additional Charges pad refund to buyer excess at dole to PAD (REFUNDABLE AT $500.00 Title Charges estimates for endorsements to -NORTH AMERICAN TITLE COMPANY $2,000.00 Inspection Fee to NORTH AMERICAN TITLE COMPANY $250.00 Recording Fees !NORTH AMOUCAN TITLE COMPANY 5832 50 $832.50 ALTA Upgrade to NORTH AMERICAN TITLE Escrow Charges SeWement Fee to NORTH AMERICAN TITLE ESCROW $1.942.50 Special MessengedCoruier Fee to NORTH AMERICAN TITLE $50.00 Sub Totals $5,555,575.00 $277,500.00 Funds Due From Buyer $5,278.075.00 Totals $5,5W.575.00 $5.555,575.00 ,-. w-1--wiQuil VI "Lar w al ru agree tnat tnls Is an esumatea semement statement only and all Read acid Approved: items shown are subject to change at dosing. CITYOF VERNON. A 80OY CORPORATE AND POLITIC APPROVED AS TO FOPJk of. ERIC T. FRESCH THOMAS A. YBARRA, Mayor Pro Tem City"d-W PROPERTY INFORMATION SHEET (Non -Residential) AIR Commercial Real Estate Association PREFACE: Purpose: This Statement is NOT a warranty as to the actual condition of the Property/Premises. The purpose is, instead, to provide the brokers and the potential buyerflessee with important information about the Property/Premises which is currently in the actual knowledge of the Owner and which the Owner is required by law to disclose. Actual Knowledge: For purposes of this Statement the phrase 'actual knowledge' means: the awareness of a fact, or the awareness of sufficient information and circumstances so as to cause one to believe that a certain situation or condition probably exists. TO WHOM IT MAY CONCERN: SC International Services, Inc. ("Owner"), owns the Property/Premises commonly known by the street address of 5001 N. Soto Street located in the City of Vernon County of, Los Angeles , State of California , and generally described as (describe briefly the nature of the premises or property) approximately 222, 156 square feet of industrial land and a building of approximately 89,000 square feet, including the existing sewer capacity water discharge units located on the property (herein after "Property"), and certifies that: 1. Material Physical Defects. Owner has no actual knowledge of any material physical defects in the Property or any improvements and structures thereon, Including, but not limited to the roof, except (if there are no exceptions write "NONE"): No"V 2. Equipment. A. Owner has no actual knowledge that the heating, ventilating, air conditioning, plumbing, loading doors, electrical and lighting systems, life safety systems, security systems and mechanical equipment existing on the Property as of the date hereof, if any, are not in good operating order and condition, except (if there are no exceptions write "NONE"): NehQ, A pg xs,4 /e,,+bl js � B. Owner has no actual knowledge of any leases, financing agreements, liens or other agreements affecting any equipment which Is being included with the Property, except (if there are no exceptions write "NONE"): _No►, Q- .nJ4a c,a.-/ Ld Ne_, I3 "Oc d..+-go G./Z8/0 I/ 3. Soli Conditions. Owner has no actual knowledge that the Property has any slipping, sliding, settling, flooding, ponding or any other grading, drainage or soil problems, except (if there are no exceptions write "NONE"): 05" Gus4-1ke.✓- M f:" I-W_A S . G urr .�.. lc, tiN ,,r- J •,y.et -A-rc se 0 4. Utilities. Owner represents and warrants that the Property is served by the following utilities (check the appropriate boxes) u lic sewer system and the cost of installation thereof has been fully paid ❑ private septic system,-Ela -electricity, ❑ natural gas, 031do-mestic water, ❑ telephone, and ❑ other. Non, /Sri ausyc,i 5. Natural Hazard Zone. Owner has no actual knowledge that the Property Is located within a delineated flood, earthquake, or other natural hazard zone, except (if there are no exceptions write "NONE"): op 2, e f s /�y,,f 4,�,.�` ` A fir Cf�' .Di 7`'G �✓/ ic'IG�OC{J! N �, . I 6. Compliance With Laws. Owner has no actual knowledge of any aspect or condition of the Property which violates applicable laws, rules, regulations, codes, or covenants, conditions or restrictions, or of Improvements or alterations made to the Property without a permit where one was required, or of any unfulfilled order or directive of any applicable government agency or of any casualty insurance company that any work of Investigation, remediation, repair, maintenance or improvement is to be performed on the Property, except (if there are no exceptions write "NONE"): bX-e HtSC�fy`� 7. Hazardous Substances. A. Owner has no actual knowledge of the Property ever having been used as a waste dump, of the past or present existence of any above or below ground storage tanks on the Property, or of the current existence on the Property of asbestos, transformers containing PCBs or any hazardous, toxic or infectious substance whose nature and/or quantity of existence, use, manufacture or effect, render it subject to Federal, state or local regulation, Investigation, remediation or removal as potentially injurious to public health or welfare, except (if there are no exceptions write "NONE"): PrQ-4;oc.S (A-sT'_l AST— - n II r w.nrcyadJ / rcA.P4 PAGE 1 OF 2 02000 - AIR COMMERCIAL REAL ESTATE ASSOCIATION FORM PI-3-WOOE �o x B. Owner represents and warrants that it is not currently, and never has been engaged in the business of hauling waste, and never stored hazardous substances on the Property, except (if there are no exceptions write "NONE"): N 0h�, 1 8. Fire Damage. Owner has no actual knowledge of any structure on the Property having suffered material fire damage, except (if there are no exceptions write "NONE"): l�onc ,� Hotz 9. Actions, Suits or Proceedings. Owner has no actual knowledge that any actions, suits or proceedings are pending or threatened before any court, arbitration tribunal, governmental department, commission, board, bureau, agency or instrumentality that would affect the Property or the right or ability of an owner or tenant to convey, occupy or utilize the Property, except (if there are no exceptions write "NONE"): 10. Governmental Proceedings. Owner has no actual knowledge of any existing or contemplated condemnation, environmental, zoning, redevelopment agency plan or other land use regulation proceedings which could detrimentally affect the value, use and operation of the Property, except (if there are no exceptions write "NONE"): Norre_ k ✓las.._r,-� } 11. Unrecorded Title Matters. Owner has no actual knowledge of any encumbrances, covenants, conditions, restrictions, easements, licenses, liens, charges or other matters which affect the title of the Property that are not recorded in the official records of the county recorder where the Property Is located, except (if there are no exceptions write "NONE"): P/S. Z (b� re_; tyl a ;, Tj &S , C $/vy 12. Leases. Owner has no actual knowledge of any leases, subleases or other tenancy agreements affecting the Property, except (if there are no exceptions write "NONE"): 13. Options. Owner has no actual knowledge of any options to purchase, rights of first refusal, rights of first offer or other similar agreements affecting the Property, except (if there are no exceptions write "NONE"): __ N o wc�-_ gm 66,_„ l 14. Other. (it will be presumed that there are no additional Items which warrant disclosure unless they are set forth herein): The statements herein will be relied upon by brokers, buyers, lessees, lenders and others. Therefore, Owner and/or the Owner's Property Manager has reviewed and modified this printed statement as necessary to accurately and completely state all the known material facts concerning the Property. To the extent such modifications are not made, this statement may be relied upon as printed. This statement, however, shall not relieve a buyer or lessee of responsibility for independent investigation of the Property. Owner agrees to promptly notify, in writing, all appropriate parties of any material changes which may occur In the statements contained herein from the date this statement is signed until title to the Property is transferred, or the lease is executed. Date:J S 2004 "OWNER" (Fill In date of execution) SC International Services, Inc. By: Name P ted: -5 6 kj-L . I �`°7�cS Tilts: lam--Cc-e-¢or , C AQ,./ e-P v AZ_ BuyerAessee hereby acknowledges receipt of a copy of this Propery Information Sheet on September 29, 2004 By: Name Printed: Thomas A. Y arra Title: Mayor Pro Tem NOTICE: These forms are often modified to meet changing requirements of law and industry needs. Always write or call to make sure you are utilizing the most current form: AIR Commercial Real Estate Association, 700 South Flower Street, Suite 600, Los Angeles, CA 90017, Telephone No.: (213) 687-8777 Fax No.: (213) 687-8616. PAGE 2OF2 02000 - AIR COMMERCIAL REAL ESTATE ASSOCIATION FORM PI-3-WOOE 09/22/2004 16:15 9727939635 LSG SKY CHEFS PAGE 02/08 Gommerclai Property Earthquake Weakness Disclosure Report Re&rto Smfim 8897 army., C&Mmbt t 0147, Bw&w and ftizdatr Ca& W01 Solrm SOTO 8TME8T 11,41 t� - Answer Iheee gveatiaoa b beaetyomYaotrladta Ifyroo do sw! bare actaatlaowkdse as m whedur d►e wt cldett or Z4 `Don't ENV'* ntyon kMW &O awaktees raft wbx been oou*md w dw da bvV" bw lam nbwia*gy -to 4611,d, aq !awed og a Ikyac,e meet if 7—pmpacty done not batro the Ra4>te meadoeed tnetioa "bocea't ltpptY'. The pate a®bas m the ti�t�aod eoh� iadiease whore m this Jt 7oa an Qod totbmtadon shoat aeoh of tbae fsstnua. Xa Na Deaa't DORN so APM EM 1 ate i. wo) rtt Dome doorv4da vdh dogvu�aadbcmdi**@ftm&adds wdis Boom,&= widtod bWMiM ❑ ❑ O L�^ a . 2. =darwan% orpart vr*ag% a&woo *fvotrioforoedmssomy. hm tbq+ 3. Ifdbbowaghavm>natodgibeasioswatleaadtsbcslsdm9eietaic Zane 4. bw hbeen poetad a po r>msai , 4. IfdIe bdid'w; hu COntreft eater we=tiey adcgmcly r kawA to tit ea &godmorbwmtheybemxqeog&eaed7 s. ffdabt har a a�at f� built be6me 1995, hea is bccn iospoclod for £acbses taw & k ornwr nccI eetmaafoas4 d- DOM the buffdk9bA-wC-sacbKvd='I=dx4ftwj* as vwwd or kNgaisr bAft 7. Is do wdwI=krbnw4 aksxx4 araochaodmacomdsaaowi&3=1.bml&jr oodes7 t t > im wdW* sm-ASAff amtve ar&q-1 eF dmb)Y m m R Is me bulft oIN& a SeismicHsemdZee (UM ad ax ate m 5VO&odit orUddsd*j? ❑ ❑ ❑ ry 5 ❑ ❑ ❑ mom' 6 ❑ ❑ ❑ ❑ems Q ❑ ❑ �� to �❑ ❑ ❑ 2® Ci tY C1 ❑ ao MCUMM Thomas J. Lee VA" Dim I ldm- odte=04tofdds foa= oompte"Audeigaed by-&-r I-&Ntaadthat ques�na on tossfbtm 60 the seUerhm utswessd'W or 1Camd' btdiato sibt tthgaaloe wcalmeu is &b property. 9 2 04 ThA Ybarra, Mayor Proof T em cft&OWwwcd-4x19=fz made bs add dm as dLe amdud rat ante rreoathrdkcbwm . Caisraefie 6 N� +ef efeke ` rrrolPm-v Owaer4 v+rlde to X-*f-AOSVW&qynW Z09 by dw CaWbrxasrtankSq loy If 9/29/04 W Thomas A. Yba ra, . Mayor Pro Mwev Awe Tem Keep Your copy of this form far fatwe rdarcuw SUPPORTING DOCUMENTS ` ' v r SELLER'S MANDATORY DISCLOSURE STATEMENT (Required by law on transactions involving non-residential properties in California) DO NOT USE THIS FORM WITH REGARD TO THE SALE OF RESIDENTIAL PROPERTIES AIR Commercial Real Estate Association This disclosure statement Is intended to be a part of the AIR m STANDARD OFFER, AGREEMENT AND ESCROW INSTRUCTIONS FOR PURCHASE OF REAL ESTATE (See paragraph 9.1(a) of said document) or ❑ (the "Purchase Agreement") dated May 13, 2004 regarding that certain real property commonly known as: 5001 N. Soto Street, Vernon, California (the "Property") wherein SC International Services, Inc. is the Seller and City of Vernon is the Buyer. Note: This disclosure statement is not designed nor intended to be used in place of the AIR standard Property Information Sheet. Both documents should be used in every transaction involving a sale. In order to comply with State law concerning disclosures to a potential purchaser, Seller elects to: ❑ A. Utilize a report prepared by a professional consultant which has been approved by the AIR, is. JCP Geologists (800) 748-5233. A copy of their report is attached hereto. (Complete paragraphs 8 and 9 and sign this Statement In the place provided.) /� B. Utilize a report prepared by a different consultant, ie. G _ �s/����(/ / `` e ��Qp�p� ���6 (_) . A copX of their report is attached hereto. (Complete paragraphs 8 and 9, sign this Statement in the place provided, and attach a copy of The Commercial Property Owner's Guide to Earthquake Safety) ❑ C. Complete this Disclosure Statement without the assistance of a professional consultant. (Complete paragraphs 1 through 11 and sign this Statement In the place provided. Remember to attach a copy of The Commercial Property Owner's Guide to Earthquake Safety.) 1. EARTHQUAKE FAULT ZONES. If the Property is located within a delineated Earthquake Fault Zone (a zone that encompasses a potentially or recently active trace of an earthquake fault that is deemed by the State Geologist to constitute a potential hazard to structures from surface faulting or fault creep), California Public Resources Code §2621 et seq. mandates that prospective purchasers be advised that the Property is located within such a Zone, and that its development may require a geologic report from a state registered geologist. In accordance with such law, Buyer is hereby Informed that the Property is ❑ or is not ❑ within a delineated Earthquake Fault Zone. 2. SEISMIC HAZARD ZONES. If the Property is located within a Seismic Hazard Zone as delineated on a map prepared by the California Division of Mines and Geology, California Public Resources Code §2690 at seq. mandates that prospective purchasers be advised that the Property is located within such a Zone. In accordance with such law, Buyer is hereby informed that the Property is ❑ or is not ❑ within a Seismic Hazard Zone. 3. EARTHQUAKE SAFETY. If (1) the improvements on the Property were constructed prior to 1975, and (2) said improvements include structures with (i) pre -cast (e.g., tilt -up) concrete or reinforced masonry walls together with wood frame floors or roofs or (ii) unreinforced masonry walls, Buyer must be provided with a copy of The Commercial Property Owner's Guide to Earthquake Safety (the "Booklet") published by the California Seismic Safety Commission. Buyer is hereby informed that the Property: ❑ (a) meets the foregoing requirements, and a copy of the Booklet and a completed "Commercial Property Earthquake Weakness Disclosure Report" is attached hereto. Within five business days of Buyer's receipt of said Disclosure Report, Buyer shall deliver a duly countersigned copy of the same to Escrow Holder, with a copy to Seller and Seller's Broker. Escrow Holder is hereby instructed that the Escrow shall not close unless and until Escrow Holder has received the Disclosure Report duly signed by both Seller and Buyer. ❑ (b) does not meet the foregoing requirements requiring the delivery of the Booklet. 4. FIRE PROTECTION. If the Property is located within a designated State Responsibility Area as delineated on a map prepared by the California Department of Forestry, California Public Resources Code §4136 mandates that prospective purchasers be advised that the Property is located within a wildfire area which may contain substantial forest fire risks and hazards, that the State may not be responsible to provide fire protection services, and that the Property may be subject to the requirements of Public Resources Code §4291 which requires the periodic removal of brush, the maintenance of firebreaks, and other similar activities. In accordance with such law, Buyer is hereby informed that the Property is ❑ or is not ❑ within a designated State Responsibility Area. 5. FIRE HAZARD. If the Property is located within an area designated as a Very High Fire Hazard Severity Zone pursuant to Government Code §51178 at seq, §51183.5 mandates that prospective purchasers be advised that the Property is located within such a zone and that the Property may be subject to various maintenance, design and/or construction requirements and/or restrictions. In accordance with such law, Buyer is hereby informed that the Property is ❑ or is not ❑ within a designated Very High Fire Hazard Severity Zone. 6. AREA OF POTENTIAL FLOODING. If the Property is located within an area of potential flooding in the event of the failure of a dam as shown on an inundation map designated pursuant to Government Code §8589.5, §8589.4 mandates that prospective purchasers be advised that the Property is located within such an area. In accordance with such law, Buyer is hereby informed that the Property is ❑ or is not ❑ within a designated area of potential flooding. 7. FLOOD HAZARD AREAS. If the Property is located within a designated Federal Flood Hazard Area as delineated on a map prepared by the Federal Emergency Management Agency, Federal law, ie. 42 U.S.C. §4104a, mandates that prospective purchasers be advised that the Property is located within an area having special flood hazards and that flood insurance may be required as a condition to obtaining financing. In accordance with such law, Buyer is hereby informed that the Property is ❑ or is not ❑ within a designated Federal Flood Hazard Area. 8. FLOOD DISASTER INSURANCE. If the Seller or Seller's predecessor -in -interest has previously received Federal flood disaster assistance and said assistance was conditioned upon obtaining and maintaining flood insurance on the Property, Federal law, ie. 42 U.S.C. §5154a, mandates that prospective purchasers be advised that they will be required to maintain such insurance on the Property and that if said insurance is not maintained and PAGE 1 OF 2 INITIALS I I 01998 - AIR COMMERCIAL REAL ESTATE ASSOCIATION FORM SMD-14VOOE the Property is thereaf* damaged by a flood disaster, the purchaser may be required to reimburse the Federal Government for the disaster relief provided. Buyer is hereby Informed that to the best of the Seller's knowledge Federal flood disaster assistance has ❑ or has not ❑ been previously received with regard to the Property. Note: if such disaster assistance has been received, the law specifies that the required notice be "contained in documents evidencing the transfer of ownership". 9. WATER HEATER BRACING. If the Property contains one or more water heaters, Seller is required by California Health and Safety Code §19211 to certify to the Buyer that all such water heaters have been braced, strapped and/or anchored in accordance with law. Buyer is hereby advised that the required bracing, strapping and/or anchors have ❑ or have not ❑ been installed. iWn/4noLAJ'0*L-� 10. TITLE INSURANCE. In the event that the Purchase Agreement does not at present provide that title insurance will be obtained, Buyer is strongly urged to consider purchasing such insurance, and, in accordance with California Civil Code §1057.6, is advised as follows: IMPORTANT: IN A PURCHASE OR EXCHANGE OF REAL PROPERTY, IT MAY BE ADVISABLE TO OBTAIN TITLE INSURANCE IN CONNECTION WITH THE CLOSE OF ESCROW SINCE THERE MAY BE PRIOR RECORDED LIENS AND ENCUMBRANCES WHICH AFFECT YOUR INTEREST IN THE PROPERTY BEING ACQUIRED. A NEW POLICY OF TITLE INSURANCE SHOULD BE OBTAINED IN ORDER TO ENSURE YOUR INTEREST IN THE PROPERTY THAT YOU ARE ACQUIRING. 11. OTHER. PLEASE NOTE: While the information contained in or attached to this Disclosure Statement is believed to be accurate as of the date that it was prepared, the applicable laws and the areas covered by the various natural hazard zones, etc. can change from time to time. Prior to the close of escrow, Buyer may wish to again check the status of the Property. Also, the city and/or county in which the Property is located may have established natural hazard zones in addition to those listed above. Buyer Is advised to check with the appropriate local agency or agencies. The descriptions contained within the above disclosure paragraphs are not Intended to be full and complete dissertations of all of the possible ramifications to the Buyer and/or the Property. In the event that this document Indicates that the Property is affected by one or more of the disclosures, Buyer is advised to: ' 1. Review the applicable laws In their entirety. 2. Seek advice of counsel as to the legal consequences of the Items disclosed. 3. Retain appropriate consultants to review and Investigate the Impact of said disclosures. Likewise no representation or recommendation is made by the AIR Commercial Real Estate Association or by any broker as to the legal sufficiency, legal effect, or consequences of this document or the Purchase Agreement to which It relates. Date:j-? }� 2004 SC International Services, Inc. SELLER Receipt of the above Seller's Mandatory Disclosure Statement is hereby acknowledged: -=� '�, :2 Lat3� September 29, 2004 THOMAS A. YBARRA, Mdyor Pro Tem Dateilmixxxxxxxxxxx-i:UA City of Vernon BUYER NOTE: These forms are often modified to meet changing requirements of law and needs of the Industry. Always write or call to make sure you are utilizing the most current form: AIR Commercial REAL ESTATE ASSOCIATION, 700 S. Flower Street, Suite 600, Los Angeles, Calif. 90017 PAGE 2OF2 INITIALS INITIALS 01998 - AIR COMMERCIAL REAL ESTATE ASSOCIATION FORM SMD-1-W00E 1III 1Ifs1111UI1IllMIl[N Page: 2 of 6 Date: September 10, 2004 LGS Report No.: 2261576 NATURAL HAZARD DISCLOSURE STATEMENT Property: 5001 S Soto St, Los Angeles, CA 90058-3612 APN: 6308-002-008 Transferor. Sc International Services Inc The transferor and his or her agent(s) disclose the following information with the knowledge that even though this is not a warranty, prospective transferees may rely on this information -in deciding whether and on what terms to purchase the subject property. Transferor hereby authorizes any agent(s) representing any principal(s) in this action to provide a copy of this statement to any person or entity in connection with any actual or anticipated sale of the property. The following are representations made by the transferor and his or her agent(s) based on their knowledge and maps drawn by the state and federal goverments. This information is a disclosure and is not intended to be part of any contract between the transferee and the transferor. THIS REAL PROPERTY LIES WITHIN THE FOLLOWING HAZARDOUS AREA(S): (Check the answer that applies.) A SPECIAL FLOOD HAZARD (Any type Zone "A" or "V ) designated by the Federal Emergency Management Agency. Yes No ✓ (a) Do not know (b) Information not available from local jurisdiction Only Check if BOTH (a) and (b) apply., AN AREA OF POTENTIAL FLOODING shown on a dam failure inundation map pursuant to Section 8589.5 of the Government Code. Yes ✓ No (a) Do not know (b) Information not available from local jurisdiction Only Check if BOTH (a) and (b) apply --- A VERY HIGH FIRE HAZARD SEVERITY ZONE pursuant to Section 51178 or 51179 of the Government Code. The owner of this property is subject to the maintenance requirements to Section 51182 of the Government Code.: Yes No ✓ A WILDLAND AREA THAT MAY CONTAIN SUBSTANTIAL FOREST FIRE RISKS AND HAZARDS pursdant 1:6 Section 4125 of the Public Resources Code. The owner of this property is subject to the maintenance requirements of Section 4291 of the Public Resources Code,. Additionally, it is not the staves responsibility to provide fire protection services to any building or structure located within the wildlands unless the Department of Forestry and Fire Protection has entered into a cooperative agreement with a local agency for those pursuant to Section 4142.of the Public Resources Code. Yes No ✓_ AN EARTHQUAKE FAULT ZONE pursuant to Section. 2622 of the Public Resources Code. Yes No11 . A SEISMIC HAZARD ZONE pursuant to .Seddon 2696 of the Public Resources Code. Yes (Landslide Zone) No ✓ Map not released by state Yes (Liquefaction Zone) ✓ No Map not released by state THESE HAZARDS MAY LIMIT YOUR ABILITY TO DEVELOP THE REAL PROPERTY, TO OBTAIN INSURANCE, OR TO RECEIVE ASSISTANCE AFTER A DISASTER - THE MAPS ON WHICH THESE DISCLOSURES ARE BASED ESTIMATE WHERE NATURAL HAZARDS EXIST. THEY ARE NOT DEFINITIVE INDICATORS OF WHETHER OR NOT A PROPERTY WILL BE AFFECTED BY A NATURAL DISASTERTRANFEREE(S) AND TRANFEROR(S) MAY WISH TO OBTAIN PROFESSIONAL ADVICE REGARDING THOSE HAZARDS AND OTHER HAZARDS THAT MAY AFFECT THE PROPERTY. The representations made in this NHD form and report are based upon information provided by an independent third party report provided as a substituted disclosure pursuant to California Civil Code §Section 1103.4. Neither the seller nor the seller's agent has (1) independently verified the information contained in this form and report or (2) is personally aware of any errors or inaccuracies in the information contained on the form. Tranferor represents thtion he in Is true and correctto the hPAt of the tranferor s knowledge as of the date signed by the transferor. Signature of Transferor Date / Agent represents that the information herein is true and coned to the best of the agents knowledge as of the date signed by the agent Signature ofAgent Date Signature ofAgent Transferee represents that he or she eas read and understands this document Signature of Transferee �� // �it N�it6Date 9 / 2 9 / 04 Jtionas Yt�r -,Mayor Pro ern This form meets the stand so e §11 o repess tation is made as to the legal validity or adequacy of any provision in any specific transaction. A real estate broker is the person qualified to advise on real estate transactions. If you desire legal or tax advice, consult an appropriate professional. 0 2004 LGS Reports, Inc 27200 Agoura Rd. Suite 200 Calabasas Hills, CA 91301 Tel 800-8145599 Fax 800-547-6566 www.LGSReports.0Dm GRO104 1111111111111111111111111 mill Page: 1 of 6 Date: September 10, 2004 LGS Report No.: 2261576 Fax 800-547-6566 NATURAL HAZARDS DISCLOSURE REPORT FOR LOS ANGELES COUNTY Property: 5001 S Soto St, Los Angeles, CA 90058-3612 APN: 6308-002-008 Transferor. Sc International Services Inc This report discloses information regarding the property address identified above (Property) that is based upon review of the maps and data cited within. Other publicly available data not reported within this report may also pertain to the Property. If site - specific information for the Property is required, a Certified Engineering Geologist or licensed Professional Engineer should be retained to conduct an investigation. In addition, geotechnical and other reports pertaining to the Property may be on file with the city or county and should be reviewed if site -specific information for the Property is required: Site -specific information may enhance or modify some of the information contained in this report. This report is compiled in accordance with all conditions and limitations stated within. The following pages contain an explanation of each disclosure category reported on this page. THIS PROPERTY IS REPORTED AS: Not Situated in a special FLOOD HAZARD AREA (Any type Zone "A" or "V") designated by the Federal_Emergency Management Agency; Situated in a DAM OR RESERVOIR INUNDATION AREA designated by the State Office of Emergency. Services; Not Situated in a State of California VERY HIGH FIRE HAZARQ.SEVERITY ZONE; -The owner of a property within a Very High Severity Zone is subject to the maintenance requirements of Section§51182 of the Government Code; Not Situated in a State of California FIRE RESPONSIBILITY AREA. The owner of a property in a State Fire Responsibility Area is subject to the maintenance requrcements of Section §4291 of the Public Resources Code; Not Situated in a State of California Alquist Priolo EARTHQUAKE FAULT ZONE; Mapped by the State of California Division of Mines and Geology SEISMIC HAZARD MAPPING ACT program; Not Situated in an Earthquake -Induced LANDSLIDE HAZARD ZONE on official maps of the Seismic Hazard Mapping Act; Situated in a soil LIQUEFACTION HAZARD ZONE on offical maps of the Seismic Hazard Mapping Act; Prepared under the supervision of Mark A. Barrett, CEG 2088 2M.1574 63"2-W 674.14, . nucrr ar EraFsT vx 9lia2 l 0 2004 LGS Reports, Eric— 27200 Agoura Rd. Suite 200 Calabasas Hills, CA 91301 Tel 800-8145599 Fa)c 800-547-6566 www.LGSReports.com CRo104 l uiii iii ii ii ii i�l IHII I�i ll Page: 3 of 6 Date: September 10, 2004 LGS Report No.: 2261576 EXPLANATION SPECIAL FLOOD HAZARD AREAS The Federal Emergency Management Agency (FEMA) has prepared Flood Insurance Rate Maps, which delineate flood zones based on estimated flood risk The zones pertinent to the Natural Hazard Disclosure are Zones A and V (Special Flood Hazard Areas). Zone V is for coastal areas and Zone A is for inland areas. These zones are located within a 100 year flood plain. A 100 year flood has a one -percent chance of occurence in any given year. Flood insurance is required by federally regulated lending institutions for properties located within Zones A or V. Local flood control projects to mitigate flood hazard potential can change the flood risk of a specific area or property. The flood risk of a specific area or property. may be updated through a Letter of Map Change fled with FEMA. Specific updated flood risk information, not included on the Florid Insurance Rate Maps, is not provided in our report If a property is located within a Special Flood Hazard Area, LGS REPORTS, INC. recommends contacting FEMA for the updated risk assessment of the property and the current flood insurance requirements_ It should be noted that properties within a Special Flood Hazard Zone may never experience flooding; -and conversely, properties not located within a Special Flood Hazard Zone may experience flooding. This disclosure is not {meant to predict flooding, but rather to identify properties for which flood insurance may be required by. federally regulated lending institutions. AREAS OF POTENTIAL FLOODING FROM DAM FAILURES The California Office of Emergency Services (CA OES) has provided Inundation Maps, which delineate areas subject to flooding from a sudden, catastrophic failure of a dam with a full reservoir. Maps are not available.for all dams in the state. Additional maps may become available subsequent to approval by the OES. Inundation from reservoir, dam, or dike failure can pose serious risks to large segments of the population. Cities and counties within the mapped areas are required to adopt emergency procedures for the evacuation of populated areas: VERY HIGH FIRE HAZARD SEVERITY ZONES The California Department of Forestry and Fire Protection (CDF) under the Bates Bill (AB 337) established Very High Fire Hazard Severity Zones (VHFHSZ) in the Local Responsibility Areas (LRA) of California. The maps prepared by the CDF show zones based on State criteria. Local agencies, by law, are allowed to make changes to the zones. Fire defense improvements are mandated for properties located within the zones under Section 51182 of the Government Code. Mandated improvements include a Class A roof for new development or replacement of an existing roof and brush clearing within 30 feet of a structure. For a complete listing of the mandated fire defense improvements and local zone changes, contact the local fire department. The Very High Fire Hazard Severity Zone Maps were prepared at a scale that does not always allow a conclusive determination to be made at zone boundaries, if a conclusive determination cannot be made, the property will be reported on the Natural Hazard Disclosure Statement as situated in the zone as mandated by Section §1102.6C of the California Civil Code. LGS Reports, Inc. will report the property as in a boundary condition on our Residential Disclosure Report Therefore, the local fire department should be contacted to determine if the property is located within the zone. 0 2004 LGS Reports, Inc. 27200 Agoura Rd- Suite 200 Calabasas Hills, CA 91301 Tel 800-8145599 Fax 800547-6566 www.LGSReports.00m CRO104 II IIIIINIU IllIIIMIN Page: 4 of 6 Date: September 10, 2004 LGS Report No.: 2261576 WILDLAND AREAS THAT MAY CONTAIN SUBSTANTIAL FOREST FIRE RISK AND HAZARDS (State Responsibility Areas) The California Department of Forestry and Fire Protection has established State Responsibility Areas (SRA) for which the primary financial responsibility for prevention and suppression of fires is that of the State. However, the State is not responsible for protecting structures within these areas. The property owner is subject to certain maintenance requirements and may be responsible for fire protection of structures under Section 4291 of the Public Resources Code. If the property is located within a State Responsibility Area, LGS Reports, Inc. recommends contacting the county fire department to obtain a full listing of property owner maintenance and fire protection requirements. Public Resources Code Section 4326 reads, "A seller of real property which is located within a state responsibility area determined by the board, pursuant to Section 4125, shall disclose to any prospective purchase the fact that the property is located within a wildland area which may conatin substantial forest fire risks and hazards and is subject to the requirements of Section 4291." The State Responsibility Area Maps were prepared at a scale that does not always allow a conclusive determination to be made at zone boundaries_ If a conclusive determination. cannot be made, the property will be reported on the Natural Hazard Disclosure Statement as situated in the zone as mandated by Section 1102.6C of the California Civil Code. LGS Reports, Inc. will report the property as in a boundary condition on our Residential Disclosure Report The county fire department should be contacted to determine if the property is located within the zone. ALQUIST-PRIOLO EARTHQUAKE FAULT ZONES The State Geologist under the Alquist-Priolo. Earthquake Fault Zoning Act has established regulatory zones around the mapped surface traces of active faults. These zones, typically one -quarter mile or less in width, have been delineated on maps around "Sufftciently active and well-defined" faults and fault segments that "constitute a potential hazard to structures from surface faulting or fault creep." Faults that demonstrate movement during the past 11,000 years are considered active. The purpose of the Act under Section 2621 2630 of the Public Resources Code is to assist cities and counties in land use planning and developing permit requirements. The State Mining and Geology Board provides additional regulations to guide cites and counties in their implementation of the law under California Code of Regulations, Title 14, Division 2. Local agencies must regulate most types of development projects located within the zones. The results of our search only indicate whether a property is situated or not situated within an Earthquake Fault Zone, as shown on the Alquist-Priolo Earthquake Fault Zone Maps. Our search does not indicate whether or not a surface trace of an active fault is located on the property. if this report indicates the subject property is located within an Earthquake Fault Zone, LGS Reports, Inc. recommends consulting a Certified Engineering Geologist to assess the site -specific potential for surface fault rupture. It should be noted that the State Earthquake Fault Zoning Program is ongoing and properties currently not situated in a zone may be located in a zone established in the future. 0 2004 LGS Reports, Inc. 27200 Agoura Rcl. Suite 200 Calabasas Hills, CA 91301 Tel 800-814-5599 Fax 800547-6566 www LGSReport .00m CRO104 IM11111IN111111111111111111 Page: 5 of 6 Date: September 10, 2004 LGS Report No.: 2261576 SEISMIC HAZARD ZONES The Califomia Division of Mines and Geology under the Seismic Hazards Mapping Act has prepared maps delineating zones of potential seismic hazards. The legislation for this Act may be found in the California Public Resources Code, Division 2, Chapter 7.8, Sections 2690-2699.6 and Chapter 8, Article 10, Sections 3720-3725. The purpose of the Act is to provide cities and counties with zones where site -specific geotechnical studies are required prior to development. Local agencies must regulate most types of development projects located within the zones. The currently available Official Maps of Seismic Hazard Zones contain zones for the seismic hazards of liquefaction and earthquake -induced landsliding for limited geographic areas only. However, future maps may contain additional seismic hazards and may cover the entire state. Our search indicates whether a property is situated or not situated within a mapped Seismic Hazard Zone. If the property is not located in an area mapped by the state Seismic Hazards. Mapping Program, our report indicates that the map for the site has not yet been released by the State. Due to the limitations of the state Seismic Hazards Mapping Program, LGS Reports, Inc. recommends hiring a Certified Engineering Geologist to address any concerns regarding the seismic hazard potential of the subject site. The Liquefaction Hazard Zones delineate areas where liquefaction has been recorded in the pasf and areas where local soil and groundwater conditions indicate a potential for permanent ground displacement from liquefaction that would require mitigation. Site specific geotechnical studies are required prior to new development. Liquefaction is a process whereby saturated, unconsolidated, sandy soils, temporarily become liquefied as a result of strong ground shaking. -Liquefaction is considered most likely when the ground water table is located less than 50 feet below the ground surface. Ground displacement may occur and buildings may be damaged as a result of liquefaction. Earthquake -Induced Landslide Zones include areas where geologic materials'are considered susceptible to slope failure during strong earthquake ground shaking. Also included are areas with identified past landslide movement and areas with known earthquake -induced slope failure during historic earthquakes. Site specific geotechnical studies are required prior to new development It should be noted that the maps may not show all areas of potential liquefaction or earthquake -induced landsliding. In addition, the mapped areas within each zone will not be affected uniformly during an earthquake. As noted on the maps, "Liquefaction zones may also contain areas susceptible to the effects of earthquake -induced landslides. This situation typically exists at or near the toe of existing landslides, downslopd. from rockfall or debris flow source areas, or adjacent to steep stream beds." 0 2004 LGS Repots, Inc. 2=0 Agoura Rd. Suite 200 Calabasas Hills, CA 91301 Tel 80"145599 Fa)c 800-647-6566 www.LGSRepoRs com CRO104 Bill Page: 6 of 6 Date: September 10, 2004 LGS Report No.: 2261576 TERMS, CONDITIONS AND LIMITATIONS OF LIABILITY This report (Report) was prepared by LGS Reports, Inc. (LGS). This Report is for the exclusive use and reliance of the buyer, seller, listing agent and selling agent, if any. It may be used only in conjunction with a Natural Hazard Disclosure Statement, and then only in connection with the transaction contemplated by buyer and seller. This Report is not intended to be and may not be used for any other purposes, including but not limited to appraisal or valuation of the property. This Report may not be used by or relied upon by any other parties, including but not limited to lenders or subsequent buyers, nor shall there be any third party beneficiaries regardless of their relationship with or to buyer, seller, or the property. LGS Reports, Inc. makes no representation or covenant as to the Report's effect on the value of the properly as a result of the various disclosures contained in this Report This Report is valid solely for the transaction presently contemplated between this buyer and tlils'seller relating to the property address and assessor's. parcel number (APN) furnished. by the seller as shown on page one'(1) of this*Report Seller is responsible for verifying the accuracy of the property address and APN within five (5) days of receipt of this Report. Upon notification of an inaccurate address or APN,*LGS will issue a replacement report If multiple adjacent parcels are being transferred as a single property or in a single transaction, this Report treats them as if they were a single parcel. That is, hazards that affect an individual parcet will be disclosed as affecting all parcels. Should seller or buyer desire a disclosure with regard to each parcel separately, a separate report must be ordered for each such parcel. The disclosures contained in this Report are valid only as of the date shown on page one (1),of this Report LGS Reports, Inc. shall have no duty or obligation to inform buyer or seller, or their agents or lenders. of any changes or governmental actions pertaining to or affecting the property coming affective after the date shown on page one (1) of this report It is recommended that a request for an updated Report be made if the property: remains unsold for an extended period of time after this Report is issued. LGS Reports, Inc. has relied solely upon records and information specifically referred to in this Report for preparation of this Report These records and information were supplied by various governmental agencies. LGS Reports, Inc. assumes that the records and information supplied by various governmental agencies are complete and accurate. Consequently, LGS Reports, Inc. shall not be responsible for any inaccuracies or omissions in public records or in information reported by various governmental agencies. No physical inspection of the Property has been made. LGS Reports, Ina shall have no responsibility or liability for any costs or consequences arising due to the need, or lack of need, for earthquake insurance or flood hazard insurance. The National Flood Insurance or an insurance agent should be contacted for information regarding flood insurance. An, insurance agent should be contacted for earthquake insurance information. ACCEPTANCE OR USE OF THIS REPORT, OR EXECUTION BY BUYER, SELLER, OR THEIR RESPECTIVE AGENTS OF A NATURAL HAZARD DISCLOSURE STATEMENT IN CONJUNCTION WITH THIS REPORT, CONSTITUTES APPROVAL AND ACCEPTANCE OF THE TERMS, CONDITIONS, AND LIMITATIONS STATED HEREIN. UNDER NO CIRCUMSTANCES SHALL LGS BE LIABLE FOR LOST PROFITS OR ANY INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH, OR ARISING OUT OF, THE PREPARATION, ISSUANCE, OR USE OF THIS REPORT. . j i a 2004 LGS Reports, Inc. 272M Agoura Rd. Suite 200 Calabasas Hills, CA 01301 Tel 800.814 5599 Fax 800.547-6566 wwwIGSReportsmom CRO104 North American Title Company 520 Nodh Brand Boulevard GlendaK CA 91203 (818) 240-4912 Buyer Closing Statement Estimated Buyer CITY OF VERNON, A BODY CORPORATE AND POLITIC Escrow No : 220990-TD Escrow Branch: Glendale Escrow Escrow Officer TINA DE BOW Preparer: TINADE BOW Date Prepared: 911W004 5:28-AO PM Property: 5001 SOUTH SOTO STREET Estimated Close: 9/30*004 VERNON. CA 90058 gm, .ice Total Consideration Total Consideration $5,550,000.00 DeposttiEamest Money $277,500.00 Additional Charges pad refund to buyer excess at dole to PAD (REFUNDABLE AT $500.00 Title Charges estimates for endorsements to -NORTH AMERICAN TITLE COMPANY $2,000.00 Inspection Fee to NORTH AMERICAN TITLE COMPANY $250.00 Recording Fees NORTH AMERICAN 7777-E COMPANY $832.50 $832.50 ALTA Upgrade to NORTH AMERICAN TITLE Escrow Charges Settlement Fee to NORTH AMERICAN TITLE ESCROW $1,942.50 Special Messenger/Courler Fee to NORTH AMERICAN TITLE $50.00 Sub Totals $5,555,575.00 $277,500.00 Funds Due From Buyer $5.278.075.00 Totals $5,555.575.00. $5.555.575.00 uuycl u11uwG1a unuCrsLana ana agree tnat inis is an estimatea settlement Statement Only ana all Read and Approved: items shown are subject to Change at closing. CITY OF VBMK A BODY CORPORATE AND POLn1C APPROVED AS TO FORM: BY: By. ERIC T. FRESCH THOMAS A. YBARRA, Mayor Pro Tem Cry PROPERTY INFORMATION SHEET (Non -Residential) AIR Commercial Real Estate Association PREFACE: Purpose: This Statement is NOT a warranty as to the actual condition of the Property/Premises. The purpose is, Instead, to provide the brokers and the potential buyer/lessee with important information about the Property/Premises which is currently in the actual knowledge of the Owner and which the Owner is required by law to disclose. Actual Knowledge: For purposes of this Statement the phrase 'actual knowledge' means: the awareness of a fact, or the awareness of sufficient Information and circumstances so as to cause one to believe that a certain situation or condition probably exists. TO WHOM IT MAY CONCERN: SC International Services, Inc. ("Owner"), owns the Property/Premises commonly known by the street address of 5001 N. Soto Street located in the City of Vernon County of, Los Angeles State of California , and generally described as (describe briefly the nature of the premises or property) approximately 222, 156 square feet of industrial land and a building of approximately 89,000 square feet, including the existing sewer capacity water discharge units located on the property (herein after "Property"), and certifies that: 1. Material Physical Defects. Owner has no actual knowledge of any material physical defects in the Property or any improvements and structures thereon, including, but not limited to the roof, except (if there are no exceptions write "NONE"): IV.0 y e- 2. Equipment. A. Owner has no actual knowledge that the heating, ventilating, air conditioning, plumbing, loading doors, electrical and lighting systems, life safety systems, security systems and mechanical equipment existing on the Property as of the date hereof, if any, are not in good operating order and condition, except (if there are no exceptions write "NONE"): A/ehQ B. Owner has no actual knowledge of any leases, financing agreements, liens or other agreements affecting any equipment which is being included with the Property, except (if there are no exceptions write "NONE"): Non Q. { O-f-I,o,r- -�-ti« k Lm e acl Ca nIMe. /3/aS 3. Soil Conditions. Owner has no actual knowledge that the Property has any slipping, sliding, settling, flooding, ponding or any other grading, drainage or soil problems, except (if there are no exceptions write "NONE"): . Somme fla.-cg,•f,/p moo. -,—c Fe e—.. ALIpiE/rf- 09" cuba-l-e-r- Mpf," (¢► ACr . e urr e..7� /c, C4" -e = fZ.•o-C 9//3/'/. 4. Utilities. Owner represents and warrants that the Property is served by the following utilities (check the appropriate boxes) u lic sewer system and the cost of installation thereof has been fully paid ❑ private septic system, 'electricity, ❑ natural gas, 6-&-m-estic water, ❑ telephone, and ❑ other: Nbrr•es A."oc�t.i 5. Natural Hazard Zone. Owner has no actual knowledge that the Property Is located within a delineated flood, earthquake, or other natural hazard zone, except (if there are no exceptions write "NONE"): �� 0�0,¢-,�/ t S �OC./Lf+./� 4��i >� A � A rerf Cif= ds�'G�a✓/ 1=I�cYINS . 6. Compliance With Laws. Owner has no actual knowledge of any aspect or condition of the Property which violates applicable laws, rules, regulations, codes, or covenants, conditions or restrictions, or of improvements or alterations made to the Property without a permit where one was required, or of any unfulfilled order or directive of any applicable government agency or of any casualty insurance company that any work of investigation, remediation, repair, maintenance or improvement is to be performed on the Property, except (if there are no exceptions write "NONE"): PVC, X ,Q f%_1 HtSt� 7. Hazardous Substances. A. Owner has no actual knowledge of the Property ever having been used as a waste dump, of the past or present existence of any above or below ground storage tanks on the Property, or of the current existence on the Property of asbestos, transformers containing PCBs or any hazardous, toxic or infectious substance whose nature and/or quantity of existence, use, manufacture or effect, render it subject to Federal, state or local regulation, Investigation, remediation or removal as potentially injurious to public health or welfare, except (if there are no exceptions write "NONE"): f re-r;oc.S (As-r- / 4-7- _ P, ii r �w�oy� � r�n,Q.a�rr►74-�1°• it sties��s ��es�e.z7L PAGE 1 OF 2 02000 - AIR COMMERCIAL REAL ESTATE ASSOCIATION FORM PI-34WOOE B. Owner represents and warrants that It is not currently, and never has been engaged in the business of hauling waste, and never stored hazardous substances on the Property, except (if there are no exceptions write "NONE"): J-/onQ, /Ka-,-, 8. Fire Damage. Owner has no actual knowledge of any structure on the Property having suffered material fire damage, except (if there are no exceptions write "NONE"): 9. Actions, Suits or Proceedings. Owner has no actual knowledge that any actions, suits or proceedings are pending or threatened before any court, arbitration tribunal, governmental department, commission, board, bureau, agency or instrumentality that would affect the Property or the right or ability of an owner or tenant to convey, occupy or utilize the Property, except (if there are no exceptions write "NONE"): Non¢ /l -W fv- r 10. Governmental Proceedings. Owner has no actual knowledge of any existing or contemplated condemnation, environmental, zoning, redevelopment agency plan or other land use regulation proceedings which could detrimentally affect the value, use and operation of the Property, except (if there are no exceptions write "NONE"): NorFe_. 9,Idn—r-r% 11. Unrecorded Title Matters. Owner has no actual knowledge of any encumbrances, covenants, conditions, restrictions, easements, licenses, liens, charges or other matters which affect the Ube of the Property that are not recorded in the official records of the county recorder where the Property is located, except (if there are no exceptions write "NONE"):/S• �� Z (b,/28/may f'ich. 12. Leases. Owner has no actual knowledge of any leases, subleases or other tenancy agreements affecting the Property, except (if there are no exceptions write "NONE"): 13. Options. Owner has no actual knowledge of any options to purchase, rights of first refusal, rights of first offer or other similar agreements affecting the Property, except (if there are no exceptions write "NONE"): No k-Q. 9,W 6i..", 14. Other. (It will be presumed that there are no additional items which warrant disclosure unless they are set forth herein): No.,e kh The statements herein will be relied upon by brokers, buyers, lessees, lenders and others. Therefore, Owner and/or the Owner's Property Manager has reviewed and modified this printed statement as necessary to accurately and completely state all the known material facts concerning the Property. To the extent such modifications are not made, this statement may be relied upon as printed. This statement, however, shall not relieve a buyer or lessee of responsibility for Independent investigation of the Property. Owner agrees to promptly notify, in writing, all appropriate parties of any material changes which may occur in the statements contained herein from the date this statement is signed until title to the Property is transferred, or the lease is executed. Date.. � �-'/' Ll 2004 "OWNER" (Fill in date of execution) SC International Services, Inc. By: Name P ted: -S 6 J, vL . (� • 1a� S Tilte: l7 i �c.�for , orb. l�c,a/ Esf..a7r� Buyer/lessee hereby acknowledges receipt of a copy of this Propery Infgrmation Sheet on September 29, 2004 By: Name Printed: Thomas A. Y arra Title: Mayor Pro Tem NOTICE: These forms are often modified to meet changing requirements of law and industry needs. Always write or call to make sure you are utilizing the most current form: AIR Commercial Real Estate Association, 700 South Flower Street, Suite 600, Los Angeles, CA 90017, Telephone No.: (213) 687-8777 Fax No.: (213) 687-8616. PAGE 2OF2 C2000 - AIR COMMERCIAL REAL ESTATE ASSOCIATION FORM PI-3-8100E 09/22/2004 16:15 9727939635 LSG SKY CHEFS PAGE 02108 Commercial Property Earthquake Weakness Disclosure Report Rtd'arto ScW- 8897 el seg., Ctamfa Omww =w Coda mad Saalat l Q47, Bratness mid Ptofaatimtf Cads (LOS ANGLES COUNTY) 9QQ58 Arias those queatkm e Owbertofyoeq lenowlsige. If you do nahtma wh allmowledge sow whether &a ww.ly cdow a not t MW' Doa't Mm' : Ifyou J=%r dw awad=w aft or has been atread or that dio b Aft Ace boa easmcallr aw1eisaQ"a eeya me sheet. If 7—FFOp00y does oot bane the 9 IM4 I OftS OC snaw cr "Doeao't Apyty". The page nambcrs in the djbt-hand cola= iodi M wbuc m tiro guide yam an llod bt6tasadoo ahem aadt of dme fengnea. Ya tta Aean't Doa't 8a AM Haaw rw 1. If d* bwIdmt has yeeast (th*) caumr#e crretrdhtced maaaoq• wafts whh woo& ❑ ❑ ❑ W 8mma tioaes � mod ae the tactet I wall adcgnately=dbered % ft Goofs sad tbs 3 mof in aocmdaate with foal building codes? Z beeaa �put ottb.rr%raaMade oftmcaafocadmaeonry.have they ❑ ❑ ❑ MS 5 3. If the buNing bat nmmbdbmedmmow basing walls and is leased in Seiamk ❑ ❑ D fi7� 5 Zane 4, fwi kbaw pofad as potendAly onsafo? 4. Ifs'bebdldingfinconcrete cd=a%vn=rhryvttq=telyrefofoceedsoreniar ❑ ❑ ❑ ❑� a whgcalm or fare d y been agepgamoom 6 9. If tbebw3dint bat a deal frame built bcfara 1991, has it berm impocted. for fmchaes ❑ ❑ ❑ E>7/� la welds in ornar smed emsedcros? g tS Pace me bwlftg We wall-aacbotad aftdor cladding wft no vanad or kegafar ❑ ❑ ❑ 10 7. 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Yba ra, Mayor Pro (Alval ARV T em Keep your copy of this term for future rafcreace BILL OF SALE THIS IS A BILL OF SALE from SC International Services, Inc. ("Seller") to the City of Vernon ("Buyer"). The effective date of this Bill of Sale for purposes of transferring title to the assets subject to this Bill of Sale (the "Effective Date") shall be the Closing Date as defined in that certain Standard Offer, Agreement and Escrow Instructions for Purchase of Real Estate dated as of May 13, 2004, as amended (the "Purchase Agreement") by and between the Buyer and the Seller. Pursuant to the Purchase Agreement, Seller shall sell to Buyer that certain real property located at 5001 South Soto Street, Vernon, California (the "Real Property"). Seller, by these presents, does hereby forever grant, bargain, sell, assign, convey, transfer, set -over, and deliver to Buyer and its successors and assigns, effective as of the Effective Date, Seller's ownership of the 2,380.49 sewer capacity water discharge units currently allocated to and located on the Real Property (the "Assets"). The Assets being,transferred hereunder are sold "AS IS", and "WITH ALL FAULTS", WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, except for the warranties of title set forth in the following paragraph of this Bill of Sale. The Assets are sold with the representation and warranty that the Seller holds good and marketable title to the Assets, free and clear of any liens, claims, charges, or encumbrances, and free of any unpaid fees or charges. Seller further represents and warrants that Seller has not assigned or transferred or agreed to assign or transfer any of its right, title, or interest in or to the Assets or any portion thereof. If there is an alleged breach of any representation and. warranty of title set forth herein, Seller shall, at Seller's sole cost and expense, and by using counsel retained and paid by Seller and reasonably approved by Buyer, defend Buyer's right of ownership of the Assets. 01910/0006 107166.1 At any time, and from time to time, at the reasonable request of Buyer, Seller shall execute and deliver to Buyer, any new, additional, or confirmatory instrument, and any other document necessary to vest in Buyer, all right, title and interest in and to the Assets conveyed hereby. IN WITNESS WHEREOF, Seller and Buyer have executed this Bill of Sale as of September 2-n , 2004. "SELLER" SC International Services, Inc. By: Name:3:h4C11aS-.� 1 �4P -- Title: sictant Secretary `BUYER" CITY OF VERNON By: THOMAS A. YBARRA, Mayor Pro Tem APPROVED AS TO FORM: By: ERIC T. FRESCH City Attorney 2 01910/0006 107166.1 BILL OF SALE THIS IS A BILL OF SALE from SC International Services, Inc. ("Seller") to the City of Vernon ('Buyer"). The effective date of this Bill of Sale for purposes of transferring title to the assets subject to this Bill of Sale (the "Effective Date") shall be the Closing Date as defined in that certain Standard Offer, Agreement and Escrow Instructions for Purchase of Real Estate dated as of May 13, 2004, as amended (the "Purchase Agreement") by and between the Buyer and the Seller. Pursuant to the Purchase Agreement, Seller shall sell to Buyer that certain real property located at 5001 South Soto Street, Vernon, California (the "Real Property"). Seller, by these presents, does hereby forever grant, bargain, sell, assign, convey, transfer, set -over, and deliver to Buyer and its successors and assigns, effective as of the Effective Date, Seller's ownership of the 2,380.49 sewer capacity water discharge units currently allocated to and located on the Real Property (the "Assets"). The Assets being transferred hereunder are sold "AS IS", and "WITH ALL FAULTS", WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, except for the warranties of title set forth in the following paragraph of this Bill of Sale. The Assets are sold with the representation and warranty that the Seller holds good and marketable title to the Assets, free and clear of any liens, claims, charges, or encumbrances, and free of any unpaid fees or charges. Seller further represents and warrants that Seller has not assigned or transferred or agreed to assign or transfer any of its right, title, or interest in 'or to the Assets or any portion thereof. If there is an alleged breach of any representation and warranty of title set forth herein, Seller shall, at Seller's sole cost and expense, and by using counsel retained and paid by Seller and reasonably approved by Buyer, defend Buyer's right of ownership of the Assets. 01910/0006 107166.1 At any time, and from time to time, at the reasonable request of Buyer, Seller shall execute and deliver to Buyer any new, additional, or confirmatory instrument, and any other document necessary to vest in Buyer, all right, title and interest in and to the Assets conveyed hereby. - IN WITNESS WHEREOF, Seller and Buyer have executed this Bill of Sale as of September'> , 2004. "SELLER" SC International Services, Inc. BY �i' Name: Tham.AS_,J_ Lee Title: d,.A-;etant S - cre m CITY OF VERNON By: lu Mayoro Ten APP OVED S O FORM: B " D G. YAMAGUCHI Deputy 'City Atto ey 2 01910/0006 107166.1 :�. North_ American Title Company 5io No Bi md:Bo�eva�d . Glendale, C+491203 (818)240-4912 Buyer Closing Statement Estimated Buyer CITY OF VERNON, A BODY CORPORATE AND POLITIC Escrow No: 220990-M Escrow Branch: Glendale Escrow I - Escrow Officer: TUNA DE BOW Preparec TiNA-DE BOW Data Prepared: 9/162004 628:40 PM: Property. 5001 SOUTH SOTO STREET Estimated Close: =012004 Total Consideration Total Cwdldsrawn' $5,556,000.00 Depositteamest Money $277,500.00 Additional Charges . pad refund to buyer o=ws at dole to PAD (REFUNDABLE AT $500.00 Title Charges esftates for endorsements to -NORTH AMERICAN TITLE COMPANY $2,000.00 inspection Fee to NORTH AMERICAN TITLE COMPANY $250.00 Recording Fees NORTH AMERICAN TITLE COMPANY $832.50 $832.50 , ALTA Upgrade to NORTH AMERICAN TITLE Escrow Charges Sebletnent Fee to NORTH AMERICAN TITLE ESCROW $1.942.50 Special MessengedCotuter Fee to NORTH AMERICAN MI E $50.00 Sub Totals $5=.5TSM $277.600A0 Funds Due From Buyer $5.278.075.00 Totals $5,555,575.00 $5,555,575A0 �+uyu,­11vwulb unaetstano ana agree tnat tnis Is an estimated semement statement only and all Read and Approved: items shown are subject to change at closing. APP AS CITYOP ON,AHO CORPORA D C � BY -_ ey r . Yamaguchi Ti30MAS A. YBARRA, ayor Pro TemffiWZk7eip)ytvy ' y Attorney