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Resolution No. 8853 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 , ~ . . .. . " '. 1 RESOLUTION NO. 8853 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON APPROVING AND RATIFYING THE EXECUTION OF AN AGREEMENT BY AND BETWEEN THE CITY OF VERNON AND THE REDEVELOPMENT AGENCY OF THE CITY OF VERNON TO CONVEY REAL ESTATE LOCATED AT 4855 EAST 52ND PLACE WHEREAS, the City of Vernon ("City") is a charter city; and WHEREAS, City may under its general powers, as set forth in its charter, undertake all actions with respect to municipal affairs, without limitation, which may lawfully be taken; and WHEREAS, City may also take any actions necessary for the benefit of the public health and safety; and WHEREAS, City may purchase and sell property for its corporate purposes or in its proprietary capacity; and WHEREAS, the Redevelopment Agency of the City of Vernon ("Agency") is engaged inactivities necessary or appropriate to carry out the California Community Redevelopment Law (Health & Safe.ty Code Sections 33000, et seq.) within City; and WHEREAS, the City purchased real property consisting of approximately 10.6 acres of industrial land and improvements located at 4855 East 52Dd Place in the City of Vernon, County of Los Angeles, State of California (hereinafter "Property") with the understanding that 1.lpon the close of escrow on March 11,2005, th~ Property would be conveyed to Agency and the Agency would purchase said Property utilizing funds from a revolving loan with City; and WHEREAS, Agency and City inadvertently failed to execute the appropriate documents to implement the intention to convey the Property to the Agency and desire at this time to ratify their intent; and , ~ , . ~ ~ 1 WHEREAS, on September 21, 2005, Agency adopted Resolution No. 2 RA-266, ratifying the acquisition of the Property; and 3 WHEREAS, Agency determined that the Property was desirable 4 and necessary for the elimination of blight and redevelopment purposes; 5 and 6 WHEREAS, City purchased the Property in March of 2005 7 for the purchase price of $11,525,001.84; and 8 WHEREAS, on September 21, 2005, City adopted Resolution No. 9 8852, ratifying Redevelopment Revolving Fund Loan No. 10 By and Between 10 the City and the Agency (the "Redevelopment Revolving Fund Loan No. 11 10") to enable Agency to acquire the Property; and 12 WHEREAS, Agency's determination regarding the use of the 13 Property and its need for the elimination of blight has not changed; 14 and 15 WHEREAS, City wished to sell the Property to Agency on 16 negotiated terms, which the City Council determined to be fair and 17 reasonable; and 18 WHEREAS, City conveyed the Property to Agency for 19 redevelopment upon determination that the public interest would be 20 better served by such action. 21 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE 22 CITY OF VERNON AS FOLLOWS: 23 SECTION 1: The City Council of the City of Vernon hereby 24 finds and determines that the recitals contained hereinabove are true 25 and correct. 26 SECTION 2: The City Council hereby approves and ratifies 27 the acquisition of the Property and approves the Agreement to Convey 28 Real Estate Located at 4855 East 52nd Place, a copy of which is - 2 - " '. , " i; . 1 attached hereto as Exhibit A and incorporated by this reference. 2 SECTION 3: The City Council hereby authorizes the Acting 3 City Clerk, or his designee, to execute any and all documents as shall 4 be required to complete the sale of the Property and to accomplish the 5 close of escrow consistent with the terms of the Agreement to Convey 6 Real Estate approved and ratified herein 7 SECTION 4: The Acting City Clerk of the City of Vernon 8 shall certify to the passage of this resolution, and thereupon and 9 thereafter the same shall be in full force and effect. 10 APPROVED AND ADOPTED this 21st day of September, 2005. 11 12 ~ r ~ ??Ptd---C~ '/ ' /' EONIS C. ~MaYOr 13 14 ATTEST: 15 16 17 BRUCE V. 18 19 20 21 22 23 24 25 26 27 28 ENHORST, JR., Acting City Clerk - 3 - 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 ~ " ~ 1 STATE OF CALIFORNIA ss 2 3 4 I, BRUCE V. MALKENHORST, JR., Acting City Clerk of the City of COUNTY OF LOS ANGELES 5 Vernon, do hereby certify that the foregoing Resolution, being 6 Resolution No. 8853, was duly adopted by the City Council of the City 7 of Vernon at a regular meeting of the City Council duly held on 8 Wednesday, September 21, 2005, and thereafter was duly signed by the 9 Mayor of the City of Vernon. 10 11 r~ V MALKENHORST, JR. City Clerk ( SEAL) - 4 - EXHIBIT A 15 16 17 18 19 20 21 22 23 24 25 26 27 28 1 AGREEMENT BY AND BETWEEN THE CITY OF VERNON AND THE REDEVELOPMENT AGENCY OF THE CITY OF VERNON TO CONVEY REAL ESTATE LOCATED AT 4855 EAST 52~ PLACE 2 3 4 5 6 7 8 9 io 11 12 13 THIS AGREEMENT TO CONVEY REAL ESTATE (hereinafter referred to as the "Agreement") is made, entered into and executed in duplicate originals, either copy of which may be considered and used as the original hereof for all purposes, as of this 13th day of September, 2005 BY AND BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF VERNON, a public.body, corporate and politic, (hereinafter referred to as "Agency") 4305 Santa Fe Avenue Vernon, CA 90058-0805 AND THE CITY OF VERNON, a municipal corporation, (hereinafter referred to as "City") 4305 Santa Fe Avenue Vernon, CA 90058-0805 14 RECITALS WHEREAS, City purchased real property consisting of approximately 10.6 acres of industrial land and improvements located at 4855 East 5200 Place in the City of Vernon, County of Los Angeles, State of California (hereinafter "Property") with the understanding that upon the close of escrow on March 11, 2005, the Property would be conveyed to Agency and the Agency would purchase said Property utilizing funds from a revolving loan with City; and WHEREAS, Agency and City inadvertently failed to execute the appropriate documents to implement the intention to convey the Property to the Agency and desire at this time to ratify their intent; and WHEREAS, City has established the Redevelopment Revolving 1 Fund pursuant to the provisions of Health and Safety Code Section 2 33620, et seq.; and 3 WHEREAS, on September 13, 2005, City and Agency ratified 4 entering into Redevelopment Revolving Fund Loan No. 10 (the "Loan") 5 in order to enable Agency to proceed with the acquisition of the 6 Property (APN: 6314-022-008; 6314-019-009; 6314-020-011; 6314-020- 7 003); and 8 WHEREAS, the City desired to convey the Property to Agency 9 for $11,525,001.84; and 10 WHEREAS, the funds necessary to acquire the Property were not 11 otherwise available to Agency; and 12 WHEREAS, Agency desired to develop the Property in accordance 13 with its Redevelopment Plan; and 14 WHEREAS, such development will benefit City by eliminating 15 blight; and 16 WHEREAS, Section 4 of the Loan provides that Agency will 17 repay the loan of $11,525,001.84 to City; and 18 WHEREAS, Section 3 of the Loan provides that the loan amount 19 to Agency shall bear interest at a rate of interest of five percent 20 (5%) per annum; and 21 WHEREAS, Agency desired to use the Loan for the purchase of 22 the Property from City; and 23 WHEREAS, in consideration for Agency's purchase of the 24 Property for $11,525,001. 84, the City desired to convey the Property to 25 Agency; and 26 WHEREAS, Agency and City have determined that this 27 arrangement is fair and in the best interests of the health, safety 28 and welfare of their constituents. - 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 . , NOW, THEREFORE, IN CONSIDERATION OF THESE MUTUAL COVENANTS, THE PARTIES HERETO AGREE AS FOLLOWS: 1. PROPERTY. City agreed" to transfer and convey to Agency, and Agency agreed to accept such conveyance from City, upon the terms, provisions and conditions set forth herein, that certain tract, lot or parcel of real property situated in the City of Vernon, Los Angeles County, commonly known as 4855 East 52nd Place, Vernon, California 90040, and described in Exhibit "A" attached hereto and incorporated herein by reference, consisting of approximately 10.6 acres of industrial land, more or less, and all building improvements, appurtenant easements, rights, privileges, hereditaments, appurtenances, fixtures and articles of personal property attached and appurtenant thereto owned by or in favor of City as of the Closing Date (defined below) (collectively, the "Property"). 2. Purchase Price. The purchase price which City agreed to accept for the Property and which Agency agreed to pay therefor is the sum of Eleven Million Five Hundred Twenty Five Thousand One Dollar and Eighty-Four Cents ($11,525,001.84) (the "Purchase Price"). The Purchase Price shall be payable in accordance with the Loan. 3. CONVEYANCE OF TITLE. City agreed to convey by Grant Deed to Agency marketable fee simple title to the Property free and clear of all recorded and unrecorded liens, encumbrances, assessments, easements, leases and taxes, EXCEPT: (a) Real property taxes, assessments, interest and penalties incurred or that become due after the Closing. (b) Quasi-public utility, public alley, public street easements and public rights-Of-way of record. - 3 - 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 4. CITY'S COVENANTS, WARRANTIES AND REPRESENTATIONS. City ratifies the covenants, warrants and represents to Agency the following: (a) City has good, marketable and indefeasible fee simple title to the Property, free and clear of all liens, conditions, exceptions or reservations, except those specifically ratified by Agency pursuant to this Agreement. (b) There are no adverse or other parties in possession of the Property, or of any part thereof, except City. No other party has been granted any l'icense, lease or other right relating to the use or possession of the Property or any part thereof. (c) No facts or conditions exist that would result in the termination of the current access from the Property to any currently existing highways and roads adjoining or situated on the Property, or to any existing sewer or other utility facilities servicing, adjoining or situated on the Property. (d) There is nQ pending or threatened litigation or governmental action that would adversely affect the value of the Property to Agency or the right of Agency to acquire the Property that is known to City and that City has not disclosed to City. (e) There are no facts material to the use and development of the Property, that are known to City and that City has not disclosed to Agency. (f) From and after the date of this Agreement, City shall keep the Property free and clear of all easements, liens or encumbrances. (g) City has fully disclosed to Agency the extent to which the Property has been used for the generation, storage or - 4 - 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 .' disposal of Hazardous Substances (defined as any substance whose nature and/or quantity of existence, use, manufacture, disposal or effect, render it subject to Federal, state or local regulation, investigation, remediation or removal as potentially injurious to public health or welfare). City has disclosed to Agency (or will disclose prior to the Closing) the existence of any and all underground tanks contained in the Property. 5. AGENCY'S COVENANTS AND REPRESENTATIONS. Agency ratifies the following representations and covenants: (a) Agency herein covenants by and for itself, its heirs, executors, administrators, and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the premises herein conveyed, nor shall Agency or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use o~ occupancy of tenants, lessees, subtenants, sublessees, or vendees in the premises herein conveyed. The foregoing covenants shall run with the land. (b) Agency shall use the Property only for the purposes set forth in Agency's Redevelopment Plan; and (c) Agency shall'begin development of the Property within one year from the date of the Closing. 6.' CONDITIONS PRECEDENT. (a) The obligation of City under this Agreement is subject to the fulfillment or waiver by City of the following: - 5 - 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 . t (i) Delivery of the properly executed Grant Deed; (ii) Delivery of an affidavit or certification that Agency is not a "foreign person"; and (iii) City shall not have disapproved of the status of title to the Property; (b) The obligation of Agency under this Agreement is subject to the fulfillment or waiver by Agency of the following: (i) Execution of this Agreement by City and receipt of City's share of closing costs; and (ii) Delivery of an affidavit or certificate that City is not a "foreign person." 7. ENVIRONMENTAL CONDITIONS. (a) Definitions. (i) The term "Hazardous Substance" means any substance whose nature and/or quantity of existence, use, manufacture, disposal or effect, render it subject to federal, state or local regulation, investigation, remediation or removal as potentially injurious to public health or welfare. (ii) The term "Hazardous Substance Condition" shall mean the presence of any Hazardous Substance on, in or adjacent to the Property (including soil and subsurface areas) or in any groundwater within or adjacent to the Property. It shall also include the presence of any underground storage tank. . (b) City's Site Assessment. City disclosed to Agency all site assessment and remediation efforts currently in progress or presently contemplated with respect to any Hazardous Substance that has been deposited, stored or released on the Property, and shall make - 6 - 1 available to Agency all reports in City's possession concerning any 2 Hazardous Substance Condition in, on, under or about the Property 3 ("City's Environmental Reports"). 4 (c) Agency's Assessment. Agency may in its sole 5 discretion conduct an environmental transfer assessment of the Property 6 prior to the Closing Date (the "Agency's Assessment"). If Agency 7 elects to undertake an environmental transfer assessment, City shall . 8 permit Agency, its representatives and consultants, to enter upon any 9 and all of the Property at all reasonable times prior to the Closing 10 Date for purposes of inspection, testing, taking samples and soil 11 borings, and/or conducting groundwater studies and such other 12 investigations as Agency shall deem appropriate, in order to complete 13 Agency's Assessment. 14 8.' EFFECT OF AGREEMENT ON CITY'S LIABILITY. City 15 acknowledges and ratifies that nothing in this Agreement is intended to 16 relieve City of any legal responsibility it may have for any Hazardous 17 Substance Conditions on the Property. Agency acknowledges and agrees 18 that nothing in this Agreement is intended to expand such legal 19 responsibil~ty of City beyond any liability that may arise under 20 applicable law. 21 9. WAIVER OF BREACH. The waiver by either party of any 22 condition or breach. by the other party of any term, covenant, or 23 condition herein contained shall not be deemed to bea waiver of any 24 other condition of any subsequent,breach of the same or any other term, 25 covenant, or condition herein contained. 26 10. CLOSING. 27 (a) Date and Location. The conveyance transaction 28 contemplated by this Agreement shall close (the "Closing") not later - 7 - 10 . Property. 11 12 shall: 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 1 than October 15, 2005, or on such other date as the parties may 2 otherwise mutually agree (the "Closing Date"). City and Agency may 3 mutually agree to extend the Closing Date to allow City or Agency to 4 comply with the terms and conditions set forth herein. Closing shall 5 be held at the Vernon City Hall in Vernon, California. 6 (b) City's Obligations. At the Closing, City shall: 7 (i) Deliver to Agency a duly executed and 8 acknowledged Grant Deed conveying the Property to Agency; and 9 (ii) Deliver to Agency possession of the (c) Agency's Obligations. At the Closing, Agency (i) Make payment of the Purchase Price to City in accordance with Section 2 above. (i) Deliver documents reasonably requested by the City for 910sing this transaction. (d) Tax Obligations. (i) City paid any unpaid taxes, penalties, costs, liens, assessments and/or fees and any interest thereon and for any delinquent or non-delinquent assessments or bonds against the Property. (ii) All taxes or assessments imposed after the Closing Date shall be cleared and paid by City. (e) Costs. Except to the extent specifically allocated in this Agreement, Agency shall pay all costs associated with the Closing. Each party shall be responsible for its own legal, accountant or other professional fees, if any. 11. NOTICES. All notices, demands and requests and other - 8 - 1 communications required or permitted hereunder shall be in writing, and 2 shall be deemed to be delivered, when received, if delivered 3 personally, by private messenger, courier service (e.g., Federal 4 Express, a commercial messenger service or any similar means of 5 delivery), or facsimile transmission, or whether actually received or 6 not two (2) business days following actual deposit in a regularly 7 maintained receptacle for the United States Mail, registered or 8 certified, return receipt requested, postage prepaid, addressed to the 9 parties at the addresses herein-above set forth or such other address 10 as either party may furnish in writing. 11 12. HEADINGS. The headings contained in this Agreement are 12 for reference purposes only and shall not be deemed to be a part of 13 this Agreement or to affect the meaning or interpretation of this 14 Agreement. 15 13. MERGER. All understandings and agreements heretofore 16 had between the parties regarding this property, oral or written, are 17 merged into this Agreement, which alone fully and completely expresses 18 their understanding. 19 14. MODIFICATION. This Agreement shall not be modified or 20 amended except by a written instrument duly executed by the parties 21 hereto. 22 15. BINDING EFFECT AND ASSIGNABILITY. This Agreement shall 23 be binding upon and shall inure to the benefit of the parties hereto, 24 and their successors and assigns.' Neither party shall assign this 25 Agreeme~t without the prior written consent of the other, provided, 26 however, that Agency may not unreasonably withhold or delay its consent 27 of a proposed assignment from City to a third party ready, willing and 28 able to assume City's obligations. Any attempted assignment without - 9 - " .' 1 such prior written consent shall be void; provided Agency's failure to 2 notify City of disapproval within ten (10) business days after it 3 receives notice of the assignment shall be considered approval. Any 4 assignment by City to a third party shall not terminate City's 5 liability thereon. 6 16. SURVIVAL OF REPRESENTATIONS AND WARRANTIES. The 7 representations and warranties set forth in the Agreement shall be 8 continuing and shall survive the closing. 9 17. GOVERNING LAW. This Agreement shall be construed and 10 governed in accordance with the laws of the State of California. 11 18. PROHIBITION AGAINST RECORDING. Neither City nor Agency 12 shall cause this Agreement, nor any part or memorandum thereof, to be 13 placed or filed of record. 14 19. MODIFIED TIME OF THE ESSENCE. If full performance of 15 this Agreement is not completed by the Closing Date, either party shall 16 have the right thereafter to declare time to be of the essence of this 17 Agreement by giving written notice thereof to the other party. Such 18 notice shall contain a declaration that time is of the essence and 19 shall fix the time, place and date of final settlement, which date may 2~ not be sooner than thirty (30) days following the effective date of 21 such notice. 22 20. COUNTERPARTS. This Agreement may be executed 23 simultaneously in two or more counterparts, each of which shall be 24 deemed to be an original, but all.of which together shall constitute 25 one and the same instrument. 26 / / / 27 / / / 28 / I / - 10 - 1 IN WITNESS WHEREOF, the parties hereto have executed this 2 Agreement or caused this Agreement to be executed by their respective 3 officers, duly authorized, as of this date, month and year first above 4 written. 5 6 REDEVELOPMENT AGENCY OF THE CITY OF VERNON CITY OF VERNON 7 8 BY:%~~~.' ~~(>NIS C. MAtaURG, ""'Chairman 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 BY:~~ P""'" LEONIS C. MA BURG, Mayor ATTEST: .;j;~ By: BRUCE V. MALKENHORST, Acting Secretary APPROVED AS TO FORM: By: JEFFREY A. HARRISON For Karns & Karabian, Legal Counsel ::~EST~ t ~ BRUCE V. MALKENHORST, JR. Acting City Clerk APPROVED AS TO FORM By: C7L ERIC T. FR~CH, ~y Attorney - 11 - .' .~ , . , , BEGINNING AT THE MOST WESTERLY 'CORNER OF THAT CERTAIN PARCEL OF LAND DESCRIBED IN THE DEED TO MAYWOOD GLASS CO., RECORDED AS DOCUMENT NO. 2403 ON APRIL 10, 1952 IN BOOK 38681 AT PAGE 218 OF OFFICIAL RECORDS, IN THE OFFICE OF SAID COUNTY RECORDER, WHICH MOST WESTERLY CORNER IS A POINT IN THE SOUTHEASTERLY PROLONGATION OF THE NORTHEASTERLY LINE OF FIFTY-SECOND PLACE AS SHOWN ON SAID MAP OF TRACT NO. 7923, THENCE ALONG A SOUTHWESTERLY LINE OF SAID MAYWOOD GLASS PROPERlY AND SAID PROLONGATION SOUTH S40 27' 15" EAST 80.12 FEET TO AN ANGLE POINT IN SAID SOUTHWESTERLY LINE; THENCE CONTINUING ALONG SAID SOUTHWESTERLY LINE AND ALONG THE SOUTHWESTERLY liNE OF THAT CERTAIN PARCEl OF LAND DESCRIBED IN THE DEED TO MAYWOOD GlASS CO., RECODED AS DOCUMENT NO, 253 OF NOVEMBER 3, 1938 IN BOOK 16177 AT PAGE 216 OF SAID OFAOAL RECORDS, SOUTH 380 59' 30" EAST 570.85 FEET TO THE END THEREOF; THENCE ALONG THE SOUTHWESTERLY PROLONGATION OF THE SOUTHEASTERLY liNE OF SAID lAST MENTIONED PARCEL,SOUTH 510 00' 30" WEST 50.00 FEET TO A POINT IN THE NORTHEASTERLY LINE OF THAT CERTAIN PARCEL OF LAND DESCRIBED AS PARCEL "B" IN THE DEED, TO CITY OF MAYWOOD RECORDED MARCH 20, 1942 IN BOOK 19198 AT PAGE 193 OF SAID OFFICIAL RECORDS; THENCE NORTH 380 59' 30" WEST ALONG SAID L4.ST MENTIONED NORTHEASTERLY LINE, TO NORTHEASTERLY LINE OF THAT CERTAIN PARCEL OF LAND DESCRIBED AS PARCEL "A" IN THE DEED TO CIlY OF MAYWOOD RECORDED AS DOCUMENT NO.1 OF AUGUST 20, 1940 IN BOOK 17750 AT PAGE 183, THE NORTHEASTERLY LINE OF THAT CERTAIN PARCEL OF LAND DESCRIBED IN DEED TO MAYWOOD MUTUAL WATER COMPANY NO.3 RECORDED IN BOOK 9787 AT PAGE 9 AND THE NORTHEASTERLY LINE OF PARCEL "C" OF SAID DEED RECORDED IN BOOK 19198 AT PAGE 193, ALL OF SAID OFFICIAL RECORDS, 564.07 FEET, THENCE ALONG A NORTHERLY LINE OF HEREINABOVE DESCRIBED PARCEL "C", NORTH 820 47' 15" WEST 63.04 FEET TO THE EASTERLY LINE OF HELIOTROPE AVENUE, 50 FEET WIDE, AS SHOWN ON SAID MAP OF TRACT NO. 7923; THENCE ALONG SAID EASTERLY STREET LINE NORTH 70 33' 15" EAST 33.88 FEET TO AN ANGLE POINT THEREIN; THENCE CONTINUING ALONG A SOUTHEASTERLY liNE OF SAID HEUOTROPE AVENUE; NORTH 330 19' 45~' EAST 50.02 FEET TO THE POINT OF BEGINNING. PARCEL 2: AN EASEMENT FOR USE IN COMMON WITH OTHERS, FOR INGRESS AND EGRESS IN AND ON THE PRIVATE STREETS KNOWN AS 52"0 PLACE AND 58TH PLACE, IN THE OTY OF MAYWOOD, COUNTY OF LOS ANGFl.ES, STATE OF CALIFORNIA, COVERING THOSE CERTAIN PORTIONS OF LOTS 102 TO 107 INCLUSIVE OF TRACT 7923, AS PER MAP RECORDED IN BOOK 113 PAGES 80 TO 83 OF MAPS, RECORDS .. OF LOS ANGELES COUNlY, DESCRIBED AS FOLLOWS: . BEGINNING AT THE INTERSECTION OF THE NORTHWEST LINE OF SAID LOT \107 WITH THE SOUTHEASTERLY PROLONGATION OF THE NORTHEAsT LINE OF 52"0 PLACE EXTENDING NORTHWESTERLY FROM HELIOTROPE AVENUE;.. THENCE SOUTHEASTERLY ALONG SAID PROLONGATION 80.12 FEET; THENCE SOUTH 380 59' 30" EAST 1240.12 FEET TO A POINT IN A LINE PARALLEL WITH THE SOUTHERLY LINE OF SAID LOT 102 AND DISTANT NORTHERLY 50 FEET, MEASURED AT RIGHT ANGLES THEREFROM, WHICH lAST MENTIONED POINT IS DISTANT WESTERLY ALONG SAID PARALLEL LINE 447.23 FEET FROM THE NORTHERLY PROLONGATION OF THE EASTERLY LINE OF ALAMO AVENUE; THENCE ALONG SAID PARALLEL LINE; SOUTH 820 47' 15" EAST 447.23 FEET TO THE NORTHERLY PROLONGATION OF THE EASTERLY LINE OF ALAMO AVENUE; THENCE ALONG , SAID PROLONGATION SOUTH 70 33' 15" WEST 50 FEET TO THE SOUTH, LINE OF SAID LOT 102; THENCE ALONG SAID SOUTH LINE NORTH 820 47' 15" WEST 467.05 FEET TO A LINE HEREIN DESIGNATED AS "A", PARALLEL WITH AND DISTANT SOUTHWESTERLY 50 FEET, MEASURED AT RIGHT ANGLES FROM THE ABOVE DESCRIBED LINE NOTED AS HAVING A LENGTH OF 1240.12 FEET; THENCE ALONG SAID PARALLEL LINE NORTH 380 59' 30" WEST 269.59 FEET TO THE NORTHWEST LINE OF SAID LOT 102; THENCE ALONG SAID NORTHWEST LINE SOUTH 510 00' 30" WEST 54.15 FEET TO THE WEST LINE OF SAID LOT 102; THENCE NORTHERLY AND WESTERLY ALONG THE SOUTHERLY LINEOF , . . -. I j ~ .. .. J "" ~\' . ~ -:1 .I, . .' , . SAID LOT 103 TO THE NORrnERLY PROLONGATION OF THE WEST LINE OF WOODLAWN AVENUE; rnENCE ALONG SAID PROLONGATION NORTH 70 33' 15" EAST 72.25 FEETTO SAID LINE DESIGNATED AS ".A", THENCE ALONG, SAID LINE "A", NORTH 380 59' 30" WEST 863.67 FEET TO THE EASTERLY PROLONGATION OF THE SOUTH LINE OF 56TH STREET, Tt-IENCE WESTERLY ALONG SAID PROLONGATION, 63.04 FEET TO THE EAST LINE OF HELIOTROPE AVENUE; THENCE NORruERLY ALONG SAID EAST liNE TO THE POINT OF BEGINNING. EXCEPT ANY PORTION THEREOF WIrnIN THE LINES OF PARCEL 1 ABOVE. PARCEL 3: All OF LOTS 78 THROUGH 83 INCLUSIVE, THE NORTHWESTERLY 10 FEET AND THE SOUTHWESTERLY 17 FEET OF LOT 84 AND THE SOUTHWESTERLY 17 FEET OF LOT 85, All IN TRACT NO. 7923, IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 113 PAGES 80 TO 83 INCLUSIVE OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT THE SOUTHEAST 1 FOOT OF SAID lOT 85. ALSO EXCEPT FROM ruE SOUTHWEST 17. FEET OF THE NORTHWEST 10 FEET OF lOT 84 AND THE SOUTHWEST 17 FEET OF lOT 85, ALL OIL, GAS AND OTHER PETROLEUM OR MINERAL SUBSTANCE IN SAID LAND, AS RESERVED BY STEEL MERCHANTS COMPANY, A CO-PARTNERSHIP, BY DEED RECORDED SEPTEMBER 4,1958 IN BOOK D206 PAGE 140, OFFICIAL RECORDS. PARCEL 4: LOTS 74, 75, 76 AND 77 OF TRACT 7923, IN THE OTY OF VERNON, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 113 PAGES 80 TO 83 INCLUSIVE OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. PARCEL 5: THE SOUTHEAST 1 FOOT OF LOT 85, AND All OF LOTS 86, 87, 88, 89, 90 AND 91 AND THE NORTHWESTERLY 1 FOOT OF lOT 92 OF TRACT NO. 7923, IN THE aTY OF VERNON, COUNTY OF LOS ANGELES, STATE OF CAliFORNIA, AS PER MAP RECORDED IN BOOK 133 PAGES 80 TO 83 INClUSIVE OF MAP<;. TN THF OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT FROM THE SOUTHEAST 1 FOOT OF lOT 85 AND All OF LOT 86, All OIl, GAS AND OTHER PETROLEUM OR MINERAL SUBSTANCES CONTAINED IN . SAID LAND, AS RESERVED BY WESTERN STANDARD STEEL SUPPLY COMPANY, A CO-PARTNERSHIP, COMPOSED OF B.W. STEIN AND A. STEIN, PARTNERS, IN PEED RECORDED JUNE 7,1957 IN BOOK 54716 PAGE 153 AS INSTRUMENT NO. 1734. ... ;.-. ,,:p, SUPPORTING DOCUMENTS Of 1 2 3 AGREEMENT BY AND BETWEEN THE CITY OF VERNON AND THE REDEVELOPMENT AGENCY OF THE CITY OF VERNON TO CONVEY REAL ESTATE LOCATED AT 4855 EAST 52~ PLACE 4 THIS AGREEMENT TO CONVEY REAL ESTATE (hereinafter referred to 5 6 7 8 9 10 as the "Agreement") is made, entered into and executed in duplicate originals, either copy of which may be considered and used as the original hereof for all purposes, as of this 13th day of September, 2005 BY AND BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF VERNON, a public ,body, corporate and politic, (hereinafter referred to as "Agency" ) 4305 Santa Fe Avenue Vernon, CA 90058-0805 11 12 13 AND 14 15 16 17 18 THE CITY OF VERNON, a municipal corporation, (hereinafter referred to as "City") \ 4305 Santa Fe Avenue Vernon, CA 90058-0805 RECITALS WHEREAS, City purchased real property consisting of 20 21 22 23 24 25 26 27 28 4855 East 5200 Place in the City of Vernon, County of Los Angeles, State of California (hereinafter "Property") with the understanding that upon the close of escrow on March 11, 2005, the Property would be conveyed to Agency and the Agency would purchase said Property utilizing funds from a revolving loan with City; and WHEREAS, Agency and City inadvertently failed to execute the appropriate documents to implement the intention to convey the Property to the Agency and desire at this time to ratify their intent; and WHEREAS, City has established the Redevelopment Revolving 1 Fund pursuant to the provisions of Health and Safety Code Section 2 33620, et seq.; and 3 WHEREAS, on September 13, 2005, City and Agency ratified 4 entering into Redevelopment Revolving Fund Loan No. 10 (the "Loan") 5 in order to enable Agency to proceed with the acquisition of the 6 Property (APN: 6314-022-008; 6314-019-009; 6314-020-011; 6314-020- 7 003); and 8 WHEREAS, the ,City desired to convey the Property to Agency 9 for $11,525,001.84; and 10 WHEREAS, the funds necessary to acquire the Property were not 11 otherwise available to Agency; and 12 WHEREAS, Agency desired to develop the Property in accordance 13 with its Redevelopment Plan; and 14 WHEREAS, such development will benefit City by eliminating 15 blight; and 16 WHEREAS, Section 4 of the Loan provides that Agency will 17 repay the loan of $11,525,001.84 to City; and 18 WHEREAS, Section 3 of the Loan provides that the loan amount 20 (5%) per annum; and 21 WHEREAS, Agency desired to use the Loan for the purchase of 22 the Property from City; and 23 WHEREAS, in consideration for Agency's purchase of the 24 Property for $11,525,001.84, the City desired to convey the Property to 25 Agency; and 26 WHEREAS, Agency and City have determined that this 27 arrangement is fair and in the best interests of the health, safety 28 and welfare of their constituents. - 2 - 1 NOW, THEREFORE, IN CONSIDERATION OF THESE MUTUAL COVENANTS, 2 THE PARTIES HERETO AGREE AS FOLLOWS: 3 1. PROPERTY. City agreed-to transfer and convey to 4 Agency, and Agency agreed to accept such conveyance from City, upon the 5 terms, provisions and conditions set forth herein, that certain tract, 6 lot or parcel of real property situated in the City of Vernon, Los 7 Angeles County, commonly known as 4855 East 52nd Place, Vernon, 8 California 90040, and described in Exhibit "A" attached hereto and 9 incorporated herein by reference, consisting of approximately 10.6 10 acres of industrial land, more or less, and all building improvements, 11 appurtenant easements, rights, privileges, hereditaments, 12 appurtenances, fixtures and articles of personal property attached and 13 appurtenant thereto owned by or in favor of City as of the Closing Date 14 (defined below) (collectively, the "Property"). 15 2. Purchase Price. The purchase price which City 16 agreed to accept for the Property and which Agency agreed to pay 17 therefor is the sum of Eleven Million Five Hundred Twenty Five Thousand 18 One Dollar and Eighty-Four Cents ($11,525,001.84) (the "Purchase 20 Loan. 21 3. CONVEYANCE OF TITLE. City agreed to convey by Grant 22 Deed to Agency marketable fee simple title to the Property free and 23 clear of all recorded and unrecorded liens, encumbrances, assessments, 24 easements, leases and taxes, EXCEPT: 25 (a) Real property taxes, assessments, interest and 26 penalties incurred or that become due after the Closing. 27 (b) Quasi-public utility, public alley, public street 28 easements and public rights-of-way of record. - 3 - 1 4. CITY'S COVENANTS, WARRANTIES AND REPRESENTATIONS. City 2 ratifies the covenants, warrants and represents to Agency the 3 following: 4 (a) City has good, marketable and indefeasible fee 5 simple title to the Property, free and clear of all liens, conditions, 6 exceptions or reservations, except those specifically ratified by 7 Agency pursuant to this Agreement. 8 (b) There are no adverse or other parties in 9 possession of the Property, or of any part thereof, except City. No 10 other party has been granted any license, lease or other right relating 11 to the use or possession of the Property or any part thereof. 12 (c) No facts or conditions exist that would result in 13 the termination of the current access from the Property to any 14 currently existing highways and roads adjoining or situated on the 15 Property, or to any existing sewer or other utility facilities 16 servicing, adjoining or situated on the Property. 17 (d) There is no pending or threatened litigation or 18 governmental action that would adversely affect the value of the 20 is known to City and that City has not disclosed to City. 21 (e) There are no facts material to the use and 22 development of the Property, that are known to City and that City has 23 not disclosed to Agency. 24 (f) From and after the date of this Agreement, City 25 shall keep the Property free and clear of all easements, liens or 26 encumbrances. 27 (g) City has fully disclosed to Agency the extent to 28 which the Property has been used for the generation, storage or - 4 - 1 disposal of Hazardous Substances (defined as any substance whose nature 2 and/or quantity of existence, use, manufacture, disposal or effect, 3 render it subject to Federal, state or local regulation, investigation, 4 remediation or removal as potentially injurious to public health or 5 welfare). City has disclosed to Agency (or will disclose prior to the 6 Closing) the existence of any and all underground tanks contained in 7 the Property. 8 5. AGENCY'S COVENANTS AND REPRESENTATIONS. Agency ratifies 9 the following representations and covenants: 10 (a) Agenc~ herein covenants by and for itself, its 11 heirs, executors, administrators, and assigns, and all persons claiming 12 under or through them, that there shall be no discrimination against or 13 segregation of, any person or group of persons on account of race, 14 color, creed, religion, sex, marital status, national origin, or 15 ancestry in the sale, lease, sublease, transfer, use, occupancy, 16 tenure, or enjoyment of the premises herein conveyed, nor shall Agency 17 or any person claiming under or through it, establish or permit any 18 such practice or practices of discrimination or segregation with 20 tenants, lessees, subtenants, sublessees, or vendees in the premises 21 'herein conveyed. The foregoing covenants shall run with the land. 22 (b) Agency shall use the Property only for the 23 purposes set forth in Agency's Redevelopment Plan; and 24 (c) Agency shall begin development of the Property 25 within one year from the date of the Closing. 26 6.' CONDITIONS PRECEDENT. 27 (a) The obligation of City under this Agreement is 28 subject to the fulfillment or waiver by City of the following: -'5 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 (i) Delivery of the properly executed Grant Deed; (ii) Delivery of an affidavit or certification that Agency is not a "foreign person"; and (iii) City shall not have disapproved of the status of title to the Property; (b) The obligation of Agency under this Agreement is subject to the fulfillment or waiver by Agency of the following: (i) Execution of this Agreement by City and receipt of City's share of closing costs; and (ii) Delivery of an affidavit or certificate that City is not a "foreign person." 7. ENVIRONMENTAL CONDITIONS. (a) Definitions. (i) The term "Hazardous Substance" means any substance whose nature and/or quantity of existence, use, manufacture, disposal or effect, render it subject to federal, state or local regulation, investigation, remediation or removal as potentially 20 21 22 23 24 25 26 27 28 (ii) The term "Hazardous Substance Condition" shall mean the presence of any Hazardous Substance on, in or adjacent to the Property (including soil and subsurface area~) or in any groundwater within or adjacent to the Property. It shall also include the presence of any underground storage tank. (b) City's Site Assessment. City disclosed to Agency all site assessment and remediation efforts currently in progress or presently contemplated with respect to any Hazardous Substance that has been deposited, stored or released on the Property, and shall make - 6 - 1 available to Agency all reports in City's possession concerning any 2 Hazardous Substance Condition in, on, under or about the Property 3 ("City's Environmental Reports"). 4 (G) Agency's Assessment. Agency may in its sole 5 discretion conduct an environmental transfer assessment of the Property 6 prior to the Closing Date (the "Agency's Assessment"). If Agency 7 elects to undertake an environmental transfer assessment, City shall . 8 permit Agency, its representatives and consultants, to enter upon any 9 and all of the Property at all reasonable times prior to the Closing 10 Date for purposes of inspection, testing, taking samples and soil 11 borings, and/or conducting groundwater studies and such other 12 investigations as Agency shall deem appropriate, in order to complete 13 Agency's Assessment. 14 8. EFFECT OF AGREEMENT ON CITY'S LIABILITY. City 15 acknowledges and ratifies that nothing in this Agreement is intended to 16 relieve City of any legal responsibility it may have for any Hazardous ,17 Substance Conditions on the Property. Agency acknowledges and agrees 18 that nothing in this Agreement is intended to expand such legal 20 applicable law. 21 9. WAIVER OF BREACH. The waiver by either party of any 22 condition or breach by the other party of any term, covenant, or 23 condition herein contained shall not be deemed to be a waiver of any 24 other condition of any subsequent breach of the same or any other term, 25 covenant, or condition herein contained. 26 10. CLOSING. 27 (a) Date and Location. The conveyance transaction 28 contemplated by this Agreement shall close (the "Closing") not later - 7 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 than October 15, 2005, or on such other date as the parties may otherwise mutually agree (the "Closing Daten). City and Agency may mutually agree to extend the Closing Date to allow City or Agency to comply with the terms and conditions set forth herein. Closing shall be held at the Vernon City Hall in Vernon, California. (b) City's Obligations. At the Closing, City shall: (i) Deliver to Agency a duly executed and acknowledged Grant Deed conveying the Property to Agency; and (ii) Deliver to Agency possession of the Property. (c) Agency's Obligations. At the Closing, Agency shall: (i) Make payment of the Purchase Price to City in accordance with Section 2 above. (i) Deliver documents reasonably requested by the City for closing this transaction. (d) Tax Obligations. (i) City paid any unpaid taxes, penalties, 20 21 22 23 24 25 26 27 28 any delinquent or non-delinquent assessments or bonds against the Property. (ii) All taxes or assessments imposed after the Closing Date shall be cleared and paid by City. (e) Costs. Except to the extent specifically allocated in this Agreement, Agency shall pay all costs associated with the Closing. Each party shall be responsible for its own legal, accountant or other professional fees, if any. 11. NOTICES. All notices, demands and requests and other - 8 - 1 communications required or permitted hereunder shall be in writing, and 2 shall be deemed to be delivered, when received, if delivered 3 personally, by private messenger, courier service (e.g., Federal 4 Express, a commercial messenger service or any similar means of 5 delivery), or facsimile transmission, or whether actually received or 6 not two (2) business days following actual deposit in a regularly 7 maintained receptacle for the United States Mail, registered or 8 certified, return receipt requested, postage prepaid, addressed to the 9 parties at the addresses herein-above set forth or such other address 10 as either party may furnish in writing. 11 12. HEADINGS. The headings contained in this Agreement are 12 for reference purposes only and shall not be deemed to be a part of 13 this Agreement or to affect the meaning or interpretation of this 14 Agreement. 15 13. MERGER. All understandings and agreements heretofore 16 had between the parties regarding this property, oral or written, are 17 merged into this Agreement, which alone fully and completely expresses 18 their understanding. 20 amended except by a written instrument duly executed by the parties 21 hereto. 22 15. BINDING EFFECT AND ASSIGNABILITY. This Agreement shall 23 be binding upon and shall inure to the benefit of the parties hereto, 24 and their successors and assigns. Neither party shall assign this 25 Agreement without the prior written consent of the other, provided, 26 however, that Agency may not unreasonably withhold or delay its consent 27 of a proposed assignment from City to a third party ready, willing and 28 able to assume City's obligations. Any attempted assignment without - 9 - 1 such prior written consent shall be void; provided Agency's failure to 2 notify City of disapproval within ten (10) business days after it 3 receives notice of the assignment shall be considered approval. Any 4 assignment by City to a third party shall not terminate City's 5 liability thereon. 6 16. SURVIVAL OF REPRESENTATIONS AND WARRANTIES. The 7 representations and warranties set forth in the Agreement shall be 8 continuing and shall survive the closing. 9 17. GOVERNING LAW. This Agreement shall be construed and 10 governed in accordance with the laws of the State of California. 11 18. PROHIBITION AGAINST RECORDING. Neither City nor Agency 12 shall cause this Agreement, nor any part or memorandum thereof, to be 13 placed or filed of record. 14 19. MODIFIED TIME OF THE ESSENCE. If full performance of 15 this Agreement is not completed by the Closing Date, either party shall 16 have the right thereafter to declare time to be of the essence of this 17 Agreement by giving written notice thereof to the other party. Such 18 notice shall contain a declaration that time is of the essence and 20 not be sooner than thirty (30) days following the effective date of 21 such notice. 22 20. COUNTERPARTS. This Agreement may be executed 23 simultaneously in two or more counterparts, each of which shall be 24 deemed to be an original, but all of which together shall constitute 25 one and the same instrument. 26 / / / 27 / / / 28 / / / - 10 - 1 IN WITNESS WHEREOF, the parties hereto have executed this 2 Agreement or caused this Agreement to be executed by their respective 3 officers, duly authorized, as of this date, month and year first above 4 written. 5 6 CITY OF VERNON REDEVELOPMENT AGENCY OF THE CITY OF VERNON 7 8 9 10 11 12 13 14 15 16 17 18 BY:~ . ./" EONIS C. MA'BURG, Chairman By:rf~ /. ~ LEQNIS C. MA BURG,1-fMayor ATTEST: ATTEST~ ~ fA By: ~ lIVLv' BRUCE V. MALKENHORST, Acting City Clerk APPROVED AS TO FORM: APPROVED AS TO FORM By: 20 21 22 23 24 25 26 27 28 - 11 - -I .' EXHIBIT "A" (LEGAL DESCRIPTION) PARCEL 1: THOSE PORTIONS OF LOTS 105, 106 AND 107 OF TRACT NO. 7923, .PARTLY IN THE OTY OF MAYWOOD AND PARTLY IN THEOlY OF VERNON, ALL IN THE COUNTY OF LOS ANGELES, STATE OF CAliFORNIA, AS PER MAP RECORDED IN BOOK 113, PAGES 80 TO 83 INCLUSIVE OF MAPS, .IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLQWS: BEGINNING AT THE INTERSECTlON OF THE NORTHWEST UNE OF SAID LOT 107 WITH THE SOUTHEASTERLY PROLONGATION OF THE NORTHEAST UNE OF 52ND PLACE, 50 FEET WIDE, EXTENDING NORTHWESTERLY FROM HEUOTROPE AVENUE, AS SAID STREETS ARE SHOWN ON SAID TRACT 7923, THENCE NORTH 330 21' 00" EAST ALONG THE NORTHWESTERLY UNE OF SAID LOT 107, A DISTANCE OF 394.65 FEET TO THE MOST NORTHERLY CORNER THEREOF; THENCE SOUTH 54027' 40" EAST ALONG THE NORTHEASTERLY UNE OF SAID LOT 107, A DISTANCE OF 134.17 FEET TO THE BEGINNING OF A TANGENT CURVE THEREIN, CONCAVE SOUTHWESTERLY AND HAVING A RADIUS OF 455.30 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 150 26' 15", AN ARC DISTANCE OF 122.67 FEET; THENCE TANGENT TO SAID CURVE SOUTH 390 01' 25" EAST ALONG THE NORTHEASTERLY UNES OF SAID LOTS 105, 106 AND 107, A DISTANCE OF 517.25 FEET TO THE MOST EASTERLY CORNER OF 5AID LOT 105; THENCE SOUTH 510 00' 14" WEST ALONG THE SOUTHEASTERLY UNE OF SAID LOT 105, A DISTANCE OF 457.22 FEET TO A POINT IN THE NORTHEASTERLY UNE OF THAT CERTAIN PARCEL OF LAND DESCRIBED AS PARCEL "B" IN THE DEED TO 0lY OF MAYWOOD RECORDED MARCH 20, 1942 IN BOOK 19198 AT PAGE 193 OF SAID OFFIaAL RECORDS; THENCE NORTH 380 59' 50" WEST ALONG SAID lAST MENTIONED NORTHEASTERLY UNE TO NORTHEASTERLY UNE OF THAT CERTAIN PARCEL OF LAND DESCRIBED AS PARCEL "A" IN THE DEED TO CITY OF MAYWooD RECORDED AS DOCUMENT NO. 1 OF AUGUST 20, 1940 IN BOOK 17750 AT PAGE 183, THE NORm EASTERLY UNE OF THAT CERTAIN PARCEL OF LAND DESCRIBED IN mE DEED TO MAYWOOD MUTUAL WATER COMPANY NO.3, RECORDED IN BOOK 9787 AT PAGE 9, AND THE NORTHEASTERLY UNE OF PARCEL "C" OF SAID DEED RECORDED IN BOOK 19198 AT PAGE 193, ALL OF SAID OFFIaAL RECORDS, '564.07 FEET; THENCE ALONG A . NORTHERLY UNE OF HEREINABOVE DESCRIBED .PARCEL "C", NORTH 820 47' 35" WEST 63.04 FEET TO mE r:ASTERI.Y UNE OF HEUOTROPE AVENUE, 50 FEET WIDE, AS SHOWN ON SAID MAP OF TRACT NO. 7923; THENCE ALONG SAID EASTERLY STREET UNE NORTH 70 3..3' 00" EAST 33.88 fEEl loAN ANGLE POINT THEREIN; THENCE CONTINUING ALONG A SOUTHEASTERLY UNE OF SAID HEUOTROPE AVENUE, NORTH 330 21' 00" EAST 50:02 FEET TO THE POINT OF BEGINNING. EXCEPT ALL OIL, GAS AND omER PETROLEUM AND MINERAL SUBSTANCES, BUT WITHOUT THE RIGHT OF SURFACE ENTRY AS RESERVED IN BOOK 20565 PAGE 1, OFFICIAL RECORDS, FROM THAT PORTION OF SAID LAND INCLUDED WITHIN THOSE PORTIONS OF LOTS 105, 106 AND 107 OF TRACT NO. 7923, IN THE CITY OF MAYWOOD, COUNTY OF LOS ANGELES, STATE OF CAUFORNIA, AS PER MAP RECORDED IN BOOK 113 PAGES 80 TO 83 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, MORE PARTICULARLY DESCRIBED AS FOLLOWS: ~ BEGINNING AT THE MOST WESTERLY 'CORNER OF THAT CERTAIN PARCEL OF LA.ND DESCRIBED IN THE DEED TO MAYWOOD GLA.SS CO., RECORDED AS DOCUMENT NO. 2403 ON APRIL 10, 1952 IN BOOK 38681 AT PAGE 218 OF OFFICIAL RECORDS, IN THE OFFICE OF SAID COUNTY RECORDER, WHICH MOST WESTERLY CORNER IS A POINT IN THE SOUTHEASTERLY PROLONGATION OF THE NORTHEASTERLY LINE OF FIFTY-SECOND PLACE AS SHOWN ON SAID MAP OF TRACT NO, 7923, THENCE ALONG A SOUTHWESTERLY LINE OF SAID MAYWooD GLASS PROPERTY AND SAID PROLONGATION SOUTH 540 27' 15" EAST 80.12 FEET TO AN ANGLE POINT IN SAID SOUTHWESTERLY LINE; THENCE CONTINUING ALONG SAID SOUTHWESTERLY LINE AND ALONG THE SOUTHWESTERLY LINE OF THAT CERTAIN PARCEL OF LA.ND DESCRIBED IN THE DEED TO MAYWOOD GlASS CO., RECODED AS DOCUMENT NO. 253 OF NOVEMBER 3,,1938 IN BOOK 16177 AT PAGE 216 OF SAID OFFICIAL RECORDS, SOUTH 380 59' 30" EAST 570.85 FEET TO THE END THEREOF; THENCE ALONG THE SOUTHWESTERLY PROLONGATION OF THE SOUTHEASTERLY UNE OF SAID lAST MENTIONED PARCEL, SOUTH 510 00' 30" WEST 50.00 FEET TO A POINT IN THE NORTHEASTERLY LINE OF THAT CERTAIN PARCEL OF LA.ND DESCRIBED AS PARCEL "B" IN THE DEED, TO CITY OF MAYWOOD RECORDED MARCH 20, 1942 IN BOOK 19198 AT PAGE 193 OF SAID OFFICIAL RECORDS; THENCE NORTH 380 59' 30" WEST ALONG SAID lAST MENTIONED NORTHEASTERLY LINEt TO NORTHEASTERLY LINE OF THAT CERTAIN PARCEL OF LA.ND DESCRIBED AS PARCEL "A" IN THE DEED TO CITY OF MAYWOOD RECORDED AS DOCUMENT NO.1 OF AUGUST 20, 1940 IN BOOK 17750 AT PAGE 183, THE NORTHEASTERLY LINE OF THAT CERTAIN PARCEL OF LA.ND DESCRIBED IN DEED TO MAYWOOD MUTUAL WATER COMPANY NO.3 RECORDED IN BOOK 9787 AT PAGE 9 AND THE NORTHEASTERLY LINE OF PARCEL "C" OF SAID DEED RECORDED IN BOOK 19198 AT PAGE 193, ALL OF SAID OFFICIAL RECORDS, 564.07 FEET, THENCE ALONG A NORTHERLY LINE OF HEREINABOVE DESCRIBED PARCEL "C', NORTH 820 47' 15" WEST 63.04 FEET TO THE EASTERLY LINE OF HElIOTROPE AVENUE, 50 FEET WIDE, AS SHOWN ON SAID MAP OF TRACT NO. 7923; THENCE ALONG SAID EASlERL Y STREET LINE NORTH 70 33' 15" EAST 33.88 FEET TO AN ANGLE POINT THEREIN; ll'IENCE CONTINUING ALONG A SOUTHEASTERLY UNE OF SAID HEUOTROPE AVENUE; NORTH 330 19' 45" EAST 50.02 FEET TO THE POINT OF BEGINNING. PARCEL 2: AN EASEMENT FOR USE IN COMMON WITH OTHERS, FOR INGRESS AND EGRESS IN AND ON THE PRIVATE STREETS KNOWN AS 52NO PLACE AND 58TH PLACE, IN THE CITY OF MAYWOOD, COUNTY OF LOC ANGFLFS, STATE OF caLIFORNIA, COVFRING THOSE CERTAIN PORTIONS OF LOTS 102 TO 107 INCLUSIVE OF TRACT 7923, AS PER MAP RECORDED IN BOOK 113 PAGES 80 TO 83 OF MAPS, RECORDS n OF LOS ANGELES COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE NORTHWEST LINE OF SAID LOT 107 WITH THE SOUTHEASTERLY PROLONGATION OF THE NORTHEAsT LINE OF 52ND PLACE EXTENDING NORTHWESTERLY FROM HELIOTROPE AVENUE;.. THENCE SOUTHEASTERLY ALONG SAID PROLONGATION 80.12 FEET; THENCE SOUTH 380 59' 30" EAST 1240.12 FEET TO A POINT IN A LINE PARALLEL WITH THE SOUTHERLY LINE OF SAID LOT 102 AND DISTANT NORTHERLY SO FEET~ MEASURED AT RIGHT ANGLES THEREFROM, WHICH lAST MENTIONED POINT IS DISTANT WESTERLY ALONG SAID PARALLEL LINE 447.23 FEET FROM THE NORTHERLY PROLONGATION OF THE EASTERLY LINE OF ALAMO AVENUE; THENCE ALONG SAID PARALLEL LINE; SOUTH 820 47' 15" EAST 447.23 FEET TO THE NORTHERLY PROLONGATION OF THE EASTERLY LINE OF ALAMO AVENUE; THENCE ALONG . SAID PROLONGATION SOUTH 70 33' 15" WEST 50 FEET TO THE SOUTH, LINE OF SAID LOT 102; THENCE ALONG SAID SOUTH LINE NORTH 820 47' 15" WEST 467.05 FEET TO A LINE HEREIN DESIGNATED AS "A", PARALLEL WITH AND DISTANT SOUTHWESTERLY 50 FEET, MEASURED AT RIGHT ANGLES FROM THE ABOVE DESCRIBED LINE NOTED AS HAVING A LENGTH OF 1240.12 FEET; THENCE ALONG SAID PARAlLEL LINE NORTH 380 59' 30" WEST 269.59 FEET TO THE NORTHW~ LINE OF SAID LOT 102; THENCE ALONG SAID NORTHWEST LINE SOUTH 510 00' 30" WEST 54.15 FEET TO THE WEST LINE OF SAID LOT 102; THENCE NORTHERLY AND WESTERLY ALONG THE SOUTHERLY LINE OF ,..' :. t <Ij, . .. SAID LOT 103 TO THE NORTHERLY PROLONGATION OF THE WEST UNE OF WOODLAWN AVENUE; THENCE ALONG SAID PROLONGATION NORTH 70 33' 15" EAST 72.25 FEET TO SAID UNE DESIGNATED AS \~A", THENCE ALONG SAID UNE "A", NORTH 380 59' 30" WEST 863.67 FEET TO THE EASTERLY PROLONGATION OF THE SOUTH UNE OF 56TH STREET, THENCE WESTERLY ALONG SAID PROLONGATION, 63.04 FEET TO THE EAST UNE OF HEUOTROPE AVENUE; THENCE NORTHERLY ALONG SAID EAST UNE TO THE POINT OF BEGINNING. EXCEPT ANY PORTION THEREOF WITHIN THE UNES OF PARCEL 1 ABOVE. PARCEL 3: ALL OF LOTS 78 THROUGH 83 INCLUSIVE, THE NORTHWESTERLY 10 FEET AND THE SOUTHWESTERLY 17 FEET OF LOT 84 AND THE SOUTHWESTERLY 17 FEET OF LOT 85, ALL IN TRACT NO. 7923, IN THE COUNTY OF LOS ANGELES, STATE OF CAUFORNIA, AS PER MAP RECORDED IN BOOK 113 PAGES 80 TO 83 INCLUSIVE OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT THE SOUTHEAST 1 FOOT OF SAID LOT 85. ALSO EXCEPT FROM THE SOUTHWEST 17. FEET OF THE NORTHWEST 10 FEET OF LOT 84 AND THE SOUTHWEST 17 FEET OF LOT 85, ALL OIL, GAS AND OTHER PETROLEUM OR MINERAL SUBSTANCE IN SAID LAND, AS RESERVED BY STEEL MERCHANTS COMPANY, A CO-PARTNERSHIP, BY DEED RECORDED . SEPTEMBER 4,1958 IN BOOK D206 PAGE 140, OFFICIAL RECORDS. PARCEL 4: LOTS 74, 75, 76 AND 77 OF TRACT 7923, IN THE crrY OF VERNON, COUNTY OF LOS ANGELES, STATE OF CAUFORNIA, AS PER MAP RECORDED IN BOOK 113 PAGES 80 TO 83 INCLUSIVE OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. ,,,:,.