Resolution No. 9078°1
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RESOLUTION NO. 9078
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING AND AUTHORIZING THE EXECUTION OF A
FIRST AMENDMENT TO STANDARD OFFER, AGREEMENT AND
ESCROW INSTRUCTIONS FOR PURCHASE OF REAL PROPERTY
BY AND BETWEEN THE CITY OF VERNON AND DYNAMIC
BUILDERS FOR PROPERTY LOCATED AT 4901 BANDINI
BOULEVARD
WHEREAS, on September 7, 2005, the City Council of the City
of Vernon adopted Resolution No. 8850 approving a Standard Offer,
Agreement and Escrow Instructions for Purchase of Real Estate dated as
of August 31, 2005, together with the Addendum dated August 31, 2005
(the "Agreement") with Dynamic Builders, Inc. ("Dynamic") for the sale
of property located at 4901 Bandini Boulevard (as corrected) in the
City of Vernon (the "Property"); and
WHEREAS, the City and Dynamic desire to amend the Agreement
to modify the Closing Date, correct the Property address, amend the
purchase price to $11,111,720.40, modify the language concerning the
26th Street Extension and scope of work and cost allocation for
electrical distribution and clarify the Satisfaction of Contingencies
and Title Insurance provisions of the Agreement.
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
and correct.
SECTION 2: The City Council of the City of Vernon hereby
approves the First Amendment to the Agreement with Dynamic, in
substantially the same form as the copy which i,s attached hereto as
1 Exhibit A and incorporated by reference.
2 SECTION 3: The City Council of the City of Vernon hereby
3 authorizes the Mayor to execute the Amendment for, and on behalf of,
4 the City of Vernon and the Acting City Clerk is hereby authorized to
5 attest thereto
6 SECTION 4: The City Council of the City of Vernon hereby
7 authorizes the Acting City Clerk, or his designee, to make whatever
8 nonsubstantive, administrative and/or text changes, upon advice of
9 counsel, to the Amendment.
10 SECTION 5: The City Council of the City of Vernon hereby
11 authorizes the Acting City Clerk, or his designee, to execute any and
12 all documents as shall be required to complete the sale of the
13 Property and to accomplish the close of escrow consistent with the
14 terms of the Agreement, as amended.
15 SECTION 6: The Acting City Clerk of the City of Vernon
16 shall certify to the passage of this resolution, and thereupon and
17 thereafter the same shall be in full force and effect.
18 APPROVED AND ADOPTED this 21st day of June, 2006.
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THOMAS A. BARRA, Mayor Pro Tem
22 ATTEST:
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25 BRUCE V ALKENHORST, JR.,
Acting City Clerk
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STATE OF CALIFORNIA )
) ss
COUNTY OF LOS ANGELES )
I, BRUCE V. MALKENHORST, JR., Acting City Clerk of the City of
Vernon, do hereby certify that the foregoing Resolution, being
Resolution No. 9078, was duly adopted by the City Council of the City
of Vernon at a regular meeting of the City Council duly held on
Wednesday, June 21, 2006, and thereafter was duly signed by the Mayor
Pro Tem of the City of Vernon.
i
BRUCE LKENHORST, JR.
Acting City Clerk
(SEAL)
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EXHIBIT A
First Amendment to Standard Offer, Agreement
and Escrow Instructions for Purchase of Real Property
This First Amendment to Standard Offer, Agreement and Escrow Instructions for
Purchase of Real Property (this "Amendment") is made as of June _, 2006 by and between
The City of Vernon ("Seller") and Dynamic Builders, Inc. ("Buyer") in order to amend certain
terms of the Standard Offer, Agreement and Escrow Instructions dated as of August 31, 2005 by
and between the Buyer and Seller and the Addendum thereto dated August 31, 2005 (the
"Agreement") in regard to that certain property located at 4901 Bandini Boulevard, City of
Vernon, State of California, as shown as Parcel 1 on Parcel Map No. 63140 (the "Property").
Each initially capitalized term used in this Amendment without definition shall have the
definition ascribed to such term in the Agreement.
For good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereby agree as follows:
1. Parcel Map and Closing Date. The proposed Parcel Map No. 63140 (the "Parcel
Map") is to be submitted to the Vernon City Council on June 21, 2006 for review and final
approval. Paragraph 1.1 of the Agreement is amended to state that the Closing Date shall be
Friday, June 30, 2006 regardless of whether the Parcel Map has been recorded by such date. If
the Parcel Map has not been recorded by June 30, 2006, the Parties shall Close the transaction
using a metes and bounds description; provided, however, that if, by June 30, 2006, the Parties
reasonably believe that the Parcel Map will be recorded within the next two weeks, the Parties
may, by mutual written agreement, elect to postpone the Closing until the earlier of the
recordation of the Parcel Map or Friday, July 14, 2006.
2. Correct Address. Paragraph 2.1 is amended to correct the address of the Property,
which is 4901 Bandini Boulevard, Vernon, California.
3. Purchase Price. Paragraph 3.1 is amended to state that the Purchase Price is
$11,111,720.40, based on 336,718.80 square feet (7.73 acres), and a sales price of $33.00 per
square foot.
4. Satisfaction of Contingencies. Buyer hereby acknowledges that the Contingency
Period has expired and Buyer has approved all of Buyer's Contingencies. Buyer and Seller each
hereby agree to waive the Special Contingency described in Paragraph 7.4 of the Agreement.
5. Title Insurance. Buyer hereby agrees to accept title insurance with any exceptions
required as a result of (a) Buyer's construction on the Property prior to the Closing, and (b) the
fact that the Parcel Map has not been recorded.
6. 261h Street Extension. The second paragraph of Paragraph 22 of the Agreement is
hereby deleted in its entirety, and replaced with the following language:
(a) Buyer hereby covenants and agrees that Bu er shall, at its sole cost and
expense, construct the street from Bandini to just past the new 26t Street driveway, with the
01910/0030 140280.3
exception of the traffic signal that will be installed by the City of Vernon at the corner of Bandini
and 26th Street. Buyer shall construct the street to specifications established by the City of
Vernon, and in compliance with all City of Vernon permits and other requirements, using
Buyer's licensed and qualified contractors and subcontractors.
(b) There are existing plans for the construction of a street that will be located
adjacent to the Property. The plans were drawn prior to the recordation of the Parcel Map and
therefore show work on the entirety of the parcel prior to the legal subdivision. Buyer shall pay
the cost of separating the plans into two biddable sets; Buyer will pay the costs of all
construction of the street from Bandini to just past the new 26th street driveway, and the City of
Vernon shall pay the costs of all construction of the remaining portion of the street. The City of
Vernon shall be liable for the inspection or administration costs it incurs for this purpose and for
the cost of the traffic signal. The entire cost and expense of constructing any and all
improvements on the Property shall be borne and paid by Buyer, and Buyer shall indemnify,
hold and save the City of Vernon harmless from any liability whatsoever on account thereof.
(c) The City of Vernon may make certain improvements adjacent to the
Property, including, without limitation, installation of a traffic signal, widening or improving
portions of 26th Street, or installing a bridge. All of such off -site improvements shall be made at
the sole cost and expense of the City of Vernon and shall remain the sole property of the City of
Vernon. Upon written request by the City of Vernon, Buyer shall permit the City of Vernon to
enter onto the Property for access in order to make the off -site improvements.
(d) The Property will be sold subject to utility easements located along the
west side of the Property, as shown on the Parcel Map, and Buyer acknowledges that these
easements will be recorded immediately following the recordation of the Parcel Map, and prior
to the Closing.
(e) Buyer covenants to comply with all of the terms of this Paragraph 6
notwithstanding the Closing, and agrees that the covenants and agreements set forth in this
Paragraph 6 shall survive the Closing and shall not merge into the Grant Deed.
7. Scope of Work and Cost Allocation for Electrical Distribution. In order to
provide electrical services to the Property, the Parties have agreed
8. Effectiveness of Agreement. All other terms and provisions of the Agreement
shall remain in full force and effect and, except as expressly amended or modified hereby, are
hereby ratified and reaffirmed. In the event of any inconsistency between the provisions of this
Amendment and the provisions of the Agreement, the provisions of this Amendment shall
control.
9. Counterparts and Facsimile. This Amendment may be executed in one or more
counterparts, each of which shall be deemed an original but all of which taken together shall
constitute one and the same instrument. The parties acknowledge the validity of signatures by
2
01910/0030 140280.3
facsimile; provided, however, each party shall promptly deliver to the other party and to the
Escrow Holder an originally signed document.
Executed as of the date first above written.
SELLER:
THE CITY OF VERNON
By:
Leonis C. Malburg, Mayor
ATTEST:
By:
Bruce V. Malkenhorst, Jr.
Acting City Clerk
APPROVED AS TO FORM:
By:
Eric T. Fresch, City Attorney
BUYER:
DYNAMIC BUILDERS, INC.
Printed Name: L. Ramon Bonin
Its: Chairman of the Board
3
01910/0030 140280.3
AGREEMENT NOT
RECEIVED - PER THE
LEGAL DEPARTMENT -
THE AGREEMENT WAS
SENT TO THE TITLE
COMPANY
CITY COUNCIL
LEONIS C. MALBURG
Mayor
THOMAS A. YBARRA
Mayor Pro-Tem
WM. 'BILL" DAVIS
Councilman
H. "LARRY" GONZALES
Councilman
W. MICHAEL McCORMICK
Councilman
June 26, 2006
4305 Santa Fe Avenue, Vernon, California 90058
telephone (323) 583-8811
SOL BENUDIZ
Police Chief
MARK C. WHITWORTH
Acting Fire Chief
LEWIS J. POZZEBON
Director of Environmental Health
S. KEVIN WILSON
Director of Community Services
SHARON L. DUCKWORTH
Acting City Treasurer
co�v
Ms. Ann A. Smith, CSEO
LandAmerica Commercial Services
915 Wilshire Blvd., Suite 2100
Los Angeles, CA 90017
Re: Escrow No. 09400400-904-L.A
Seller: City of Vernon
Buyer: Dynamic Builders
Property: 4901 Bandini Boulevard, Vernon, California
Dear Ms. Smith:
Enclosed please find the signed Escrow Instructions, Amended/Supplemental
Escrow Instructions, Certification of Non -Foreign Status and Real Estate
Withholding Certificate (California Form 593-C) with respect to the above -
referenced escrow.
If you have any questions respecting this matter, please do not hesitate
to contact me.
V ry truly yours,
Willar G. ma uch
Chief Deput ty Attorney
Enclosures
�\ c: _ cting City Clerk
�\ Sandra Slon, Esq. (facsimile only)
Lawyers Title
Lawyers Title Company
915 Wilshire Boulevard, Suite 2100
Los Angeles, CA 90017
Phone: (800)432-0706
Fax:
Ann A. Smith, CSEO, Senior Commercial Escrow Officer
Direct Phone: (213) 330-3026 a Fax Number: (213) 330-3098
e-mail: annsmith@landam.com
Lois McCauley, CSEO, Senior Commercial Escrow Officer
Direct Phone: (213) 330-3025 *Fax Number: (213) 330-3099
e-mail: Imccauley@landam.com
THIS DOCUMENT WILL AFFECT YOUR LEGAL RIGHTS — READ IT CAREFULLY!
GENERAL PROVISIONS OF ESCROW HOLDER
Date:09/13/2005 Escrow No.:09400400-904-L.A
THE ESCROW HOLDER IS LAWYERS TITLE COMPANY, WHICH IS LICENSED BY THE
CALIFORNIA DEPARTMENT OF INSURANCE
Property Address Commonly Known As:(Escrow Holder shall not be concerned or liable for the verification of said address)
4901 Bandini Boulevard, Vernon, CA
For purposes of this transaction the BUYER(S) is:
Dynamic Builders
Buyer complete vesting is to be provided to Escrow Holder
For purposes of this transaction the SELLER(S) is:
City of Vernon
1. Privacy Notice (15 U.S.C. 6801 and 16 CFR Part 313)
We collect nonpublic personal information about you from information you provide on forms and documents and from
other people such as your lender, real estate agent, attorney, title company, etc. We do not disclose any nonpublic
personal information about our customers or former customers to anyone, except as permitted by law. We restrict
access to nonpublic personal information about you to those employees who need to know that information in order to
provide products or services to you. We maintain physical, electronic and procedural safeguards that comply with
federal regulations to guard your nonpublic personal information.
2. Execution & Delivery of Escrow Instructions
These instructions may be executed in counterparts and said counterparts together will constitute one and the same
instrument. In the event that the parties hereto utilize facsimile or electronically transmitted instructions to Escrow
Holder, said parties hereby instruct Escrow Holder to rely upon such instructions as if they were originals. Any
amendments and supplements to these instructions must be in writing and shall only be effective when executed and
delivered to Escrow Holder. Escrow Holder shall not be concerned with nor have any obligations with respect to items
designated as memoranda in these instructions or with any other agreement or contract between the parties to this
escrow.
3. Deposit of Funds
(i) All funds received in this escrow will be deposited with other escrow funds in one or more non -interest -bearing
escrow accounts of Escrow Holder in a financial institution selected by Escrow Holder. Escrow Holder shall not be
responsible and shall have no liability for any delay in closing this escrow if the funds deposited in this escrow are
not available for immediate withdrawal as a matter of right following deposit in such financial institution.
(ii) You have the opportunity to earn interest on the funds you deposit with us through a deposit account arrangement
that Escrow Holder has established with one of its financial institutions. The interest rate for these accounts varies
between financial institutions, fluctuates periodically based on market conditions and other factors, and may
change prior to or during the time your funds are on deposit. You will not have an opportunity to earn interest on
any funds deposited by a lender.
(iii) If you elect to earn interest through this special account arrangement, Escrow Holder will charge you an additional
fee of $35.00 for the establishment and maintenance of the account. This fee compensates Escrow Holder for the
costs associated with opening and managing the interest -bearing account, preparing
PLEASE INITIAL [E> BUYER(S): 4 / PAGE 1
Escrow No.: 09400400-904-L.A
correspondence/documentation, transferring funds, maintaining appropriate records for audit/reconciliation
purposes and filing any required tax withholding statements. It is important that you consider this cost in your
decision since the cost may exceed the interest you earn. If you are interested in having your funds deposited in an
interest -bearing account, please contact your escrow officer.
(iv) If you do not elect to have your funds deposited in an interest -bearing account, your funds (together with any
funds deposited by a lender) will be held in Escrow Holder's general escrow trust account. The general escrow trust
account is restricted and protected against claims by third parties or creditors of Escrow Holder. Escrow Holder
and/or its parent company may receive certain direct and indirect financial benefits from the financial institution as
a result of maintaining the general escrow trust account. These benefits may include, without limitation, credits
allowed by such financial institution on loans to Escrow Holder and/or its parent company and earnings on
Investments made with the proceeds of such loans, as well as accounting, reporting and other services and
products of such financial institution. Escrow Holder shall have no obligation to account to the parties to this escrow
in any manner for the value of, or to pay to any party, any benefit received by Escrow Holder and/or Its parent
company. Any such benefits shall be deemed additional compensation of Escrow Holder for its services in
connection with this escrow. Some or all of these benefits may be deemed interest due you under California
Insurance Code Section 12413.5. As indicated above, you may elect to have your funds placed in a separate,
interest -bearing account and receive the benefits therefrom, but you will be required to pay Escrow Holder an
additional fee for this service. Alternatively, you may leave your funds in the general escrow trust account and
thereby authorize Escrow Holder to keep the benefits it and/or its parent company receives from the financial
institution. In either event, you understand and agree that Escrow Holder and/or its parent company may receive
and retain for their sole benefit any and all benefits derived from the general escrow trust account prior to the
deposit of your funds in an interest -bearing account and following the withdrawal of your funds from such interest -
bearing account (normally two business days prior to the close of escrow).
(v) All parties depositing funds in connection with this escrow are hereby notified that the funds so deposited are
insured only to the limit provided by the Federal Deposit Insurance Corporation.
(vi) Funds deposited by a lender are ordinarily deposited to escrow one or two days prior to closing. You should be
aware that your lender may begin charging interest on your loan from the date loan funds are deposited into
Escrow Holder's escrow trust account.
4. Good Funds Law — California Insurance Code §12413.1
All parties are aware and understand that California Insurance Code §12413.1 mandates that funds deposited into an
escrow must be collected and available for withdrawal PRIOR TO DISBURSEMENT. The determination of the availability
of funds is set forth as follows:
(i) CASH AND ELECTRONIC TRANSFERS ("wired funds") are available for SAME DAY disbursement.
(it) CASHIER'S CHECKS AND CERTIFIED CHECKS are available for disbursement THE NEXT BUSINESS DAY;
In order to avoid unnecessary delays of two to seven days, or more, please use wire transfers, cashier's checks or
certified checks whenever possible.
S. License of Escrow Holder
Escrow Holder is licensed by the California Department of Insurance to act as an underwritten title company, or if
Escrow Holder's name includes the word "Insurance", Escrow Holder has a Certificate of Authority issued by the
California Department of Insurance to transact the business of title insurance.
6. Prorations
All adjustments and prorations called for in this escrow shall be made on the basis of a thirty (30) day month, unless
otherwise instructed in writing.
7. Sufficiency, Validity, Authority, etc. of Documents
Escrow Holder shall not be responsible or have any liability with respect to the sufficiency or correctness as to form,
manner of execution, or validity of any document deposited in this escrow, nor as to the Identity, authority or rights of
any person executing the same. Escrow Holder's duties hereunder shall be limited to the proper handling and
disbursement of funds deposited in this escrow and the proper safekeeping and delivery of such documents received by
Escrow Holder, in accordance with the written instructions given to Escrow Holder in this escrow in which all parties
have concurred.
8. Conveyance and Vesting
Escrow Holder Is instructed to draw a Grant Deed, using any standard form, conveying title from Seller to Buyer, with
Buyer's legal vesting. Buyer acknowledges that Escrow Holder cannot give advice as to vesting, and understands that
the vesting designated may have significant legal and tax consequences. Buyer Is advised to seek the advice of Buyer's
own attorney and accountant with regard to vesting. Buyer shall furnish Escrow Holder with Buyer's vesting prior to the
date of preparation of Buyer's loan documents or close of escrow (if Buyer is not obtaining financing). Escrow Holder is
hereby authorized and instructed to complete and/or correct Buyer's vesting on the Grant Deed, even if it has already
been executed and notarized. If Buyer is married and taking title alone, (1) Buyer shall furnish Escrow Holder with the
name of Buyer's spouse, (2) Escrow Holder is authorized and instructed to prepare an Interspousal Transfer or
Quitclaim Deed for Buyer's spouse's signature and (3) Escrow Holder is to record same at close of escrow, charging
Buyer's account for the preparation and recording fees associated with this deed.
PLEASE INITIAL WBUYER(S): /_ S)--6/1
PAGE 2
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Escrow No.: 09400400-904-L.A
9. Copies of Escrow Instructions
Escrow Holder is authorized to furnish copies of these instructions, any supplements and/or amendments thereto,
notices of cancellation and closing statements to any real estate brokers or agents representing any party to this
escrow and to any lender whose loan will be paid through this escrow or will be used to fund this escrow.
10. Cancellation
In the event this escrow is canceled, the parties hereto agree to pay Escrow Holder its cancellation fee for work
performed, and to pay all expenses incurred by Escrow Holder. If a demand to cancel this escrow is submitted to
Escrow Holder or if there is no written communication from the parties for a period of six months, Escrow Holder shall
notify the parties of its intention to cancel this escrow and return all documents and funds (less cancellation fees and
costs) to the party depositing the same. If no written objection to such notice is given to Escrow Holder within fifteen
(15) days of mailing such notice, Escrow Holder shall cancel this escrow and return all funds and/or documents then
held by Escrow Holder to the party depositing the same.
11. Disputes
No notice, demand or change of instruction shall be of any effect in this escrow unless given in writing by all parties
affected -thereby. In the event a demand for funds and/or documents deposited with Escrow Holder in connection with
this escrow is made and which is not concurred in by all parties hereto, Escrow Holder, notwithstanding which party
made such demand, may elect to do any of the following:
(i) Take no further action in connection with this escrow and continue to hold such funds and/or documents until receipt
of mutual concurring instructions from all parties to this' escrow as to the disposition of such funds and/or
documents;
(II) Commence an action in interpleader and obtain an order from the court allowing Escrow Holder to deposit such
funds and/or documents with the court, in which case Escrow Holder shall have no further liability or obligations
with respect to this escrow; or
(iii) In the event that any party commences an action against any other party with respect to this escrow, deposit such funds and/or
documents with the court, in which case Escrow Holder shall have no further liability or obligations with respect to this escrow.
In the event Escrow Holder interpleads any funds and/or documents with any court pursuant to either subparagraphs
(ii) or (iii) above, Escrow Holder shall be entitled to reimbursement of its reasonable attorneys' fees and expenses of
litigation in connection with such action.
12. Arbitration
In the event of a claim or controversy between Escrow Holder and any party hereto involving an amount greater than
$5,000.00 and arising out of this escrow, either Escrow Holder or such other party may demand arbitration pursuant to
the Rules of the American Arbitration Association. The decision of the arbitrator shall be binding on all parties and
judgment upon the award of the arbitrator may be entered in any court having jurisdiction thereof.
13. No Duty to Notify as to Other Transactions
Escrow Holder shall have no duty or, responsibility to notify any party to this escrow of any sale, resale, loan, exchange
or other transaction involving the property which is the subject of this escrow or any profit realized by any person or
entity in connection therewith, notwithstanding that Escrow Holder may act as escrow holder for such transaction(s) in
this or another escrow(s).
14. Failure to Close Timely
If the conditions for closing this escrow have not occurred at the time set forth herein for closing, Escrow Holder is
nevertheless to continue to act hereunder and to close this escrow as soon thereafter as such conditions (except as to
time) shall have been met, unless any party shall have made a written demand on Escrow Holder for cancellation of this
escrow and/or for the return of any funds and/or documents deposited by such party.
15. Delivery of Documents and Funds
Escrow Holder will send documents to the parties in an appropriate manner, such as regular mail, facsimile or email,
unless otherwise instructed. Delivery by Escrow Holder of documents to a parry's real estate agent or broker shall
constitute delivery to that party. Funds may be delivered by regular mail, overnight mail or wire, at the discretion of
Escrow Holder, unless otherwise instructed by the party to whom the funds are delivered.
16. Retention of Records
After the closing or cancellation of this escrow, Escrow Holder shall retain the escrow file(s) pertaining to this escrow for
a minimum of one year, after which time Escrow Holder is authorized to destroy or otherwise dispose of such file(s)
without notice or liability to the parties hereto.
17. California Withholding
In accordance with Section 18662 of the Revenue and Taxation Code, a buyer may be required to withhold an amount
equal to 31/3 percent of the sales price in the case of a disposition of California real property interest by either:
1. A seller who is an individual or when the disbursement instructions authorize the proceeds to be sent to a
financial intermediary of the seller, OR
2. A corporate seller that has no permanent place of business in California.
The buyer may become subject to penalty for failure to withhold an amount equal to the greater of 10 percent of the
amount required to be withheld or five hundred dollars ($500).
However, notwithstanding any other provision included in the California statutes referenced above, no buyer will be
required to withhold any amount or be subject to penalty for failure to withhold if:
1. The sales price of the California real property conveyed does not exceed one hundred thousand dollars
($100,000), OR
PLEASE INITIAL IDBUYER(S): / y r fS) PAGE 3
Fcrrnw Nn. - 09400400-904-L.A
2. The seller executes a written certificate, under the penalty of perjury, certifying that the seller is a corporation
with a permanent place of business in California, OR
3. The seller, who is an individual, executes a written certificate, under the penalty of perjury, of any of the
following:
A. That the California real property being conveyed is the seller's principal residence (within the meaning of
Section 121 of the Internal Revenue Code).
B. That the California real property being conveyed Is or will be exchanged for property of like kind (within the
meaning of Section 1031 of the Internal Revenue Code), but only to the extent of the amount of gain not
required to be recognized for California income tax purposes under Section 1031 of the Internal Revenue
Code.
C. That the California real property has been compulsorily or involuntarily converted (within the meaning of
Section 1033 of the Internal Revenue Code) and that the seller intends to acquire property similar or related in
service or use so as to be eligible for nonrecognition of gain for California income tax purposes under Section
1033 of the Internal Revenue Code.
D. That the California real property transaction will result in a loss for California income tax purposes.
The seller is subject to penalty for knowingly filing a fraudulent certificate for the purpose of avoiding the withholding
requirement.
The California statutes referenced above Include provisions which authorize the Franchise Tax Board to grant reduced
withholding and waivers from withholding on a case -by -case basis for corporations or other entities.
Buyer understands that in no event will Escrow Holder undertake to advise Buyer and/or Buyer's representative on the
possible application of the above code sections to this specific transaction. Unless expressly instructed by Seller and
Buyer herein, Buyer understands that Escrow Holder will. NOT assist in obtaining a waiver from withholding from the
Franchise Tax Board.
Should Buyer and Seller herein direct Escrow Holder to undertake any activities pursuant to the withholding provisions
under California law, Buyer and Seller agree to cooperate fully in provlding necessary information to Escrow Holder.
Buyer and Seller agree to Indemnify and hold Escrow Holder harmless in the event of noncompliance resulting from
information supplied by either Buyer and/or Seller. For additional information concerning the withholding provisions
under the code sections referenced above, please contact the Franchise Tax Board -Withhold -at -Source Unit at (916)
845-4900, P.O. Box 651, Sacramento, CA 95812-0651.
18. Foreign Investment in Real Property Act (FIRPTA)
Buyer is hereby notified that FIRPTA withholding (Internal Revenue Code Section 1445) may be applicable to certain
sales of United States real estate by non-resident aliens. Unless instructed otherwise by the parties to this escrow,
Escrow Holder is released from any liability, obligation or responsibility with respect to compliance with said Code
Section, including, but not limited to (a) withholding of funds, (b) advising the parties as to the requirements of said
sections, (c) determining whether transferor (Seller) is a foreign person or entity and/or (d) obtaining a non -foreign
affidavit.
1.9. Preliminary Change of Ownership
Prior to the close of escrow, Buyer may hand Escrow Holder a fully completed and executed "Preliminary Change of
Ownership Report" (PCOR) pursuant to the requirements of California Revenue and Taxation Code Section 480.3. Buyer
may elect not to complete and execute said form prior to the close of escrow. Should Buyer choose not to execute the
PCOR or should the County'Recorders office reject the PCOR for any reason, Buyer is aware that a $20.00 charge will
be assessed by the County Recorder's office and Escrow Holder will charge the account of Buyer accordingly. In the
event the PCOR has not been filed at the time the documents record OR the County Tax Assessors office determines
that the form has not been properly completed, Buyer will be responsible for obtaining and completing a new PCOR and
any additional documents that may be required by the Assessor's office. Failure to file a proper PCOR will result in
additional penalties in accordance with Section 480 of the California Revenue and Taxation Code. Escrow Holder's sole
duty shall be the delivery of the PCOR to the County Recorder at the time of recordation of transfer documents, if it is
provided to Escrow Holder. Escrow Holder assumes no liability or responsibility regarding the proper completion of the
PCOR.
20. Supplemental Taxes
Buyer is advised that the County Tax Assessor will revalue property that changes ownership or contains new
construction, which may result in a supplemental assessment. The supplemental taxes will be assessed from the date of
the change in ownership or completion of construction.
21. Fire/Hazard Insurance
Buyer shall obtain Fire/Hazard Insurance coverage, if applicable, on the subject property prior to the close of escrow, as
per requirements of the new lender. If Buyer has not paid policy premium prior to close of escrow, Escrow Holder is
authorized and Instructed to debit Buyer's account with the cost of the annual premium and pay such premium to the
insurance agent and/or company, at the close of escrow, from funds deposited by Buyer. Escrow Holder is instructed to
request that the insurance company deliver the original policy and copies, as required, to all necessary parties. In the
event the property is covered by a blanket insurance policy, Buyer shall provide Escrow Holder with a Certificate of
Insurance. FAILURE TO PROVIDE FIRE/HAZARD INSURANCE WILL DELAY THE CLOSE OF ESCROW. Escrow Holder has
no obligation to obtain fire or other insurance in the absence of a written instruction to do so.
PAGE 4
PLEASE INITIAL I]BUYER(S): / u )
Escrow No.: 09400400-904-L.A
22. Fees and Charges; Messenger Fees
Escrow, title, and recording charges and other costs are to be charged to the principals' accounts in accordance with
customary practices In this County, unless Escrow Holder is instructed to do otherwise in writing. The charges which the
Company will make for sending documents and/or checks via next day messenger services (Le. Federal Express, UPS,
DHL, Airborne, Express Mail, etc.) are $15.00 per letter for standard overnight service, and $25.00 for larger size
packages and/or priority delivery services, both of which charges include a mark-up to cover the Company's expenses,
overhead and profit for arranging the service. Special messenger fees will be charged at the actual cost of the
messenger service, plus a mark-up to cover the Company's expenses, overhead and profit for arranging the service.
There will be no additional charge for pick-up or delivery of packages via the Company's regularly scheduled messenger
runs.
23. Fees Paid in Advance
Escrow Holder is hereby instructed to use Buyer's funds deposited into escrow to pay any statements submitted prior to
close of escrow to pay such items as, but not limited to, charge by a homeowner's association management company
for ordering documents, lender's charge for a payoff statement, city's charge for city reports, home warranty Insurance
policy, natural hazard report, termite report, charges for work completed pursuant to an agreement of the parties, etc.
In the event escrow is cancelled and Buyer is entitled to a refund of deposited funds, the amount of any fees advanced
shall be deducted from the funds returned to Buyer. Seller hereby agrees to immediately deposit into escrow the
amount of fees advanced for which Seller is responsible, and Escrow Holder will immediately disburse the amount of
such deposit to Buyer. Buyer hereby agrees to immediately return to Escrow Holder any documentation provided to
Buyer that is associated with fees advanced by Escrow Holder. Buyer shall not be reimbursed for any fees associated
with documents provided to Buyer which are not returned to Escrow Holder. Escrow Holder shall not be liable to Buyer
for fees deducted from Buyer's deposit in the event Seller fails to deposit the amount of such fees into escrow.
24. Special Recording; Late Confirmation of Recording
Seller's proceeds may not be available, and encumbrances may not be paid off, until the first business day following the
day of recording if 1) documents recorded at close of escrow are recorded later in the day than 8:00 a.m. (which is
called a "special recording") or if 2) the County Recorder does not provide confirmation of recording within sufficient
time to allow same -day disbursement of funds by wire or check.
25. IRS Form 1099 Requirements
If requested by Escrow Holder, Seller will furnish Escrow Holder with sufficient information to file form 1099, if required,
with the Internal Revenue Service for the sale of the real property which is subject to this escrow.
26. Disclosure Reports
Escrow Holder is not to be concerned with disclosures made by the parties to each other. In the event Escrow Holder
receives any disclosure reports requiring signatures or approval by a party, Escrow Holder's only responsibility will be to
forward the report to the appropriate party.
27. Loan Payoffs
When a mortgage, deed of trust or tax lien is to be paid off through escrow, Escrow Holder is authorized to pay the
payoff demand received from the creditor. Seller/borrower understands that a loan payoff may include a prepayment
penalty and other charges.
(rev 2/4/04)
SELLERS: BUYER:
City of yernon Dynamic Builders
f 6/26/06
By: Date By: Date
Name Printed:
Name & Title: Title:
Bruce V. Malkenhorst, Jr.
Acting City Clerk
Date
PLEASE INITIAL OBUYER(S): / ) / PACE 5
L
Lawyers Title
Lawyers Title Company
915 Wilshire Boulevard, Suite 2100
Los Angeles, CA 90017
Phone: (800) 432-0706
Fax:
NOTICE REGARDING FUNDS DEPOSITED IN ESCROW
Unless you elect otherwise (as described below), all funds received by LAWYERS TITLE COMPANY (the
"Company") in escrow will be deposited with other escrow funds in one or more non -interest bearing escrow
accounts of the Company in a financial institution selected by the Company. The Company shall not be
responsible and shall have no liability for any delay in closing the escrow if the funds deposited in the escrow
are not available for immediate withdrawal as a matter of right following deposit in such financial institution.
The Company and/or its parent company may receive certain direct and/or indirect financial benefits from the
financial institution as a result of any such funds or the maintenance of such accounts with such financial
institution. Those benefits may include, without limitation, credits allowed by such financial institution on
loans to the Company and/or its parent company and earnings on investments made with the proceeds of
such loans, accounting, reporting and other services and products of such financial institution. Some or all of
these benefits may be deemed interest due you under California Insurance Code §12413.5. Unless you direct
the Company to open an interest -bearing account (as described below), the Company shall have no obligation
to account to you In any manner for the value of, or to compensate any party for, any benefit received by the
Company and/or its parent company. Any such benefits shall be deemed additional compensation of the
Company for its services in connection with the escrow.
If you elect, funds deposited prior to the close of escrow may be placed in an individual interest -bearing
account through a deposit account arrangement that the Company has established with one of its financial
institutions. On September 22, 2005, the interest rate for these accounts was approximately .45 % per
annum. This rate, however, varies between financial institutions, fluctuates periodically based on market
conditions and other factors, and may change prior to or during the time your funds are on deposit. Please
check with your escrow officer for the current rate of interest. You do not have an opportunity to earn
interest on the funds deposited by a lender. If you elect to earn interest through this special account
arrangement, the Company will charge you an additional fee of $35.00 for the establishment and maintenance
of the account. This fee compensates the Company for the costs associated with opening and managing the
interest -bearing account, preparing correspondence/documentation, transferring funds, maintaining
appropriate records for audit/reconciliation purposes, and filing any required tax withholding statements. It is
important.that you consider this cost in your decision since the cost may exceed the interest you earn. To
help you approximate the interest per day that could be earned, simply multiply the amount of your deposit
by the current interest rate (after checking with your escrow officer), and then multiply this result by
0.00274. The answer represents an estimate of the amount of interest you might earn each day your
segregated account is maintained. To determine the total estimated interest earned, multiply the interest per
day by the estimated number of days until two business days before closing. As an example, and by way of
illustration only, if the subject annual interest rate were 3% and you deposited $10,000 for 30 days, you
would earn approximately $24.66 in interest ($10,000 X 0.03 X 0.00274 X 30 = $24.66). Following the
deduction of the $35.00 account fee described above, you would lose approximately $10.34 by opening an
interest bearing account.
Funds deposited in an interest -bearing account will be withdrawn from such account and deposited in the
Company's general escrow trust account two business days prior to the scheduled close of escrow or other
disbursement of such funds. If you wish to have your funds placed in an interest -bearing account (with an
accompanying charge of $35.00), please mark Box A below and sign and return this form to your escrow
officer. In addition, you must complete and return the attached Form W-9. If you would like to explore
having your funds invested in another financial institution, please contact your escrow officer. However, the
additional fee for these types of accounts will be significantly greater than $35.00. If you mark Box B below,
fail to mark either box below, do not sign this form, or do not return this form to your escrow officer, the
Company will understand you to have elected to have your funds deposited in a non -interest bearing account.
If you change your mind and later wish to have your funds placed in an interest -bearing account, please
contact your escrow officer.
Page 1 of 2
Escrow No.: 09400400-904-L.A
4
The funds you deposit are insured only to the limit provided by the Federal Deposit Insurance Corporation.
0 "A" PLEASE CONSIDER THIS MY/OUR INSTRUCTION TO PLACE MY/OUR DEPOSITS) IN A
SEGREGATED, INTEREST -BEARING ACCOUNT AT THE COMPANY'S FINANCIAL INSTITUTION.
I/WE UNDERSTAND THAT AN ADDITIONAL FEE OF $35.00 WILL BE CHARGED FOR THIS
SERVICE. I/WE ALSO UNDERSTAND AND AGREE THAT, UNTIL THIS ACCOUNT IS OPENED
AND FOLLOWING THE WITHDRAWAL OF THE FUNDS FROM THIS ACCOUNT FOR CLOSING,
THE COMPANY AND/OR ITS PARENT COMPANY MAY RECEIVE AND RETAIN FOR THEIR SOLE
BENEFIT ANY AND ALL BENEFITS THEY OBTAIN FROM THE FINANCIAL INSTITUTION
HOLDING THE GENERAL ESCROW TRUST ACCOUNT IN WHICH OUR DEPOSIT(S) IS/ARE
HELD. I/WE HAVE READ AND UNDERSTAND ALL OF THE ABOVE INFORMATION.
0 "B PLEASE CONSIDER THIS MY/OUR INSTRUCTION NOT TO PLACE MY/OUR DEPOSIT(S) IN A
SEGREGATED, INTEREST -BEARING ACCOUNT. IN ADDITION, CONSIDER THIS MY/OUR
AUTHORIZATION FOR THE COMPANY AND/OR ITS PARENT COMPANY TO RECEIVE AND
RETAIN FOR THEIR SOLE BENEFIT ANY AND ALL B€NEFITS THEY OBTAIN FROM THE
FINANCIAL INSTITUTION HOLDING THE GENERAL ESCROW ACCOUNT IN WHICH OUR
DEPOSIT(S) IS/ARE HELD. I/WE HAVE READ AND UNDERSTAND ALL OF THE ABOVE
INFORMATION.
Signature
Social Security No. Date
Signature
Social Security No. Date
Social Security No. Date
Signature
Social Security No. Date
Signature
40462244.3
Page 2 of 2
;rfi : Lawyers Title Company
915 Wilshire Boulevard, Suite 2100
LaWye S Title Los Angeles, CA 90017
Phone: (800)432-0706
Fax:
Lois McCauley, CSEO, Senior Commercial Escrow Officer
Direct Phone: (213) 330-3025 Fax Number: (213) 330-3099
E-mail: LMcCauleyMandam.com
Ann A. Smith, CSEO, Senior Commercial Escrow Officer
Direct Phone: (213) 330-3026 . Fax Number: (213) 330-3098
E-mail: AnnSmith(cblandam.com
AMENDED/SUPPLEMENTAL ESCROW INSTRUCTIONS
Escrow Number: 09400400-904-L.A Date: April 19, 2006
Property Address: 4901 Bandini Boulevard, Vernon, CA Escrow Officer: Lois McCauley Ann A. Smith
TO: LAWYERS TITLE COMPANY
My previous instructions in the above numbered escrow are hereby modified and/or supplemented in the
following manner:
PROPERTY ADDRESS:
The property address is hereby confirmed to read as follows:
4901 Bandini Boulevard, Vernon, CA
Each of the undersigned states that he/she/they have read the foregoing instructions and
understands and agrees.to them in their entirety.
SELLERS:
City of Vern n
By: 1
Name & Title:
Bruce V. Mlakenhorst, Jr.
Acting City Clerk
BUYER:
Dynamic Builders
6/26/06
Date By:
Name Printed:
Title:
Date
Date
Date
Escrow Number: 0940Q400-904-L.A
Property Address: 4901 Bandini Boulevard, Vernon, CA
Certification of Non -Foreign Status by
Corporation, Partnership, Trust, Estate or Limited Liability Company
TO: Dynamic Builders
FROM: City of Vernon
Section 1445 of the Internal Revenue Code provides that a transferee of a U.S. real property interest must
withhold tax if the transferor is a foreign person. For U.S. tax purposes (including section 1445), the owner of
a disregarded entity (which has legal title to U.S. real property interest under local law) will be the transferor
of the property and not the disregarded entity. To inform the transferee that withholding of tax is not
required upon the disposition of a U.S. Real operty interest by
CITY S.F.OVERNON
(hereinafter referred to as "Transferor"), the undersigned hereby certifies the following on behalf of the
Transferor:
1
2.
3.
Transferor is not a foreign corporation, foreign partnership, foreign trust for foreign estate (as
those terms are defined in the Internal Revenue Code and Income Tax Regulations);
Transferor is not a disregarded entity as defined in Section 1.1445-2(b)(2)(iii);
Transferor's U.S. Employer Identification Number is 95-6000808
4. Transferor's office address is 4305 S. Santa Fe Avenue, Vernon, CA 90058
Transferor understand(s) that this certification may be disclosed to the Internal Revenue Service by the
Transferee and that any false statement contained herein could be punished by fine, imprisonment, or both.
Under the penalties of perjury I declare that I have examined this certification and to the best of my
knowledge and belief it is true, correct and complete, and I further declare that I have the authority to sign
this document on behalf of Transferor.
DATE: June 26, 2006
BY:
PRINT NAME: Bruce V. Malkenhorst, Jr.
TITLE: -Acting City Clerk
M-
1'WAN
CALIFORNIA FORM
20o5 Real Estate Withholding Certificate 593-C
Part I - Seller's Information Return this form to your escrow company.
Name (including spouse, If jointly owned — see instructions — type or print
City of Vernon ------------
SSN, FEIN or CA Corporation no.
95-6000808
Address (number and street)
4305 S. Santa Fe Avenue
Private Mailbox no.
Spouse's SSN (if jointly owned)
City slate ZIP Code
Vernon CA 90058
Note: If you do not furnish your tax
ID number, this certificate is void.
Property address (if no street address, provide parcel number and county)
4901 Bandini Boulevard, Vernon, CA
6332-002-942; 6332-002-943 - Los Angeles County
Ownership Percentage
.100
Read the following and check the appropriate box. (See line -by-line notes in the instructions.)
Part If — Certifications which fully exempt the sale from withholding:
YES NO
1. Does the property quality as the seller's (or decedent's, if being sold by the decedent's estate) principal residence within the meaning of
InternalRevenue Code (IRC) section 121?.............................................................................................................................................................
❑ ❑
2. Did the seller (or decedent, if being sold by the decedent's estate) last use the property as the seller's (decedent's) principal residence within
the meaning of IRC Section 121 without regard to the two-year time period?.......................................................................................................
❑ ❑
3. Will the seller have a loss or zero gain for California income tax purposes on this sale? (To check "YES", you must complete
Form 593-L, Real Estate Withholding - Computation of Estimated Gain or Loss, and have a loss or zero gain on line 16.)..............................
❑ ❑
4. Is the property being compulsorily or involuntarily converted and does the seller intend to acquire property that is similar or related
In service or use to quality for nonrecognition of gain for California income tax purposes under IRC Section 1033?...........................................
❑ ❑
5. Will the transfer quality for nonrecognition treatment under IRC Section 351(iransfer to a corporation controlled by the transferor) or IRC
Section 721 (contribution to a partnership in exchange for a partnership interest)?............................................................................................... ❑
6. Is the seller a corporation (or an LLC classified as a corporation for federal and California income tax purposes) that is either qualified
through the California Secretary of Sate or has a permanent place of Business in California?............................................................................. ❑ ❑
7. Is the seller a partnership (or an LLC that is not a disregarded single member LLC and is classified as a partnership for federal and ❑ El
income tax purposes) with recorded title to the property in the name of the partnership or LLC?........................................................
8. Is the seller a tax-exempt entity under either California or federal law?................................................................................................................ U ❑
9. Is the seller an insurance company, individual retirement account, qualified pensiontprofit sharing plan, or charitable remainder trust? ❑ ❑
Part III — Certifications that may partially or fully exempt the sale from withholding:
Escrow Officer: See instructions for amount to withhold.
10. Will the transfer quality as a simultaneous like -kind exchange within the meaning of IRC Section 1031?............................................................ ❑ ❑
11. Will the transfer quality as a deferred like -kind exchange within the meaning of IRC Section 1031?.................................................................... ❑ ❑
12. Will the transfer of this property be an installment sale that you will report as such for California tax purposes and has the ❑ ❑
buyer agreed to withhold on each principal payment instead of withholding the full amount at the time of transfer? ...........................................
Part IV — Seller's Sianature
Under penalties of perjury, I hereby certify that the information provided above is, to the best of my kn dge, true and correct. If conditions change, I will promptly inform
the withholding agent. I understand that completing this form does not exempt me from filing a Calif I income or franchise tax return to report this sale.
Seller's name and Title City of Vernon by Sellers Signature `� Date: 6 / 26 / 06
spouse'snameBruce V. Malkenhorst, Jr., Spo es icirat9 ty Clerk Date:
Seller: If you checked "YES" to any question in Part II, you are exempt from real estate withholding.
If you checked "YES" to any question in Part III, you may quality for a partial or complete withholding exemption.
If you checked "NO" to all of the questions in Part II and Part III, the withholding will be 3'/ percent of the total sales price.
If you are withheld upon, the withholding agent should give you two copies of Form 593-B, Real Estate Withholding Tax Statement. Attach one
copy to the lower front of your California income tax return and keep the other copy for your records.
For Privacy Act Notice, get form FTB 1131 (Individuals only). 7 593CO4103 r
Form 593-C C2 2004
Instructions for Form 593-C
Real Estate Withholding Certificate
Examples of sellers who are on title for incidental purposes
What's New are:
Due to passage of AB 1338; Slats. 2004, Ch. 04-528, effective
January 1, 2005:
• The waiver process for a non -individual is replaced with a self -
certification process. Non -individuals will now use Form 593-C
instead of Form 593-W. Non -individuals may no longer request
reduced withholding on small gains. They can self -certify on
Form 593-C that they are exempt from withholding if they will
pave a loss on the sale, are doing an IRC Section 1031
exchange, or the property is being involuntarily converted and
the seller intends to replace it to meet the requirements of IRC
Section 1033.
• The exemption for the sale of a principal residence is expanded
to include sellers who last used the property as their principal
residence even though they do not meet the "two out of the last
five years" requirement or one of the special circumstances.
• The exemption for the sale of a principal residence is also
expanded to include sales by estates when the property was the
decedent's principal residence.
• There is no longer an exemption for estates when the decedent
was a California resident.
• There is no longer an exemption for irrevocable trusts that have a
California resident trustee.
• Both individuals and non -individuals will use the 2005 Form 593-
C/Form 593-L Booklet.
Purpose
Use this form to determine if you meet any of the exemptions to
withholding. For sales closing in 2005, this form is to be used for
both individual and non -individual sellers.
Note; Qualifying for an exemption from withholding or being
withheld upon does not relieve you of your obligation to file a
California tax return and pay any tax due on the sale of the
California real estate.
Part I - Seller's Information
Name, Address, and Taxpayer Identification Number
Enter the name, address, and tax identification number of the seller
or other transferor. If the seller is an individual, enter the Social
Security Number (SSN). If the sellers are husband and wife and
plan to file a joint return, enter the name and SSN for each spouse.
Otherwise, do not enter information for more than one seller.
Instead, complete a separate Form 593-C for each seller.
If the seller is a revocable trust, enter the grantor's individual name
and SSN. For tax purposes, the revocable trust is transparent and
the individual seller must report the sale and claim the withholding
on their individual tax return.
If the seller is an irrevocable trust, enter the name of the trust and
the trust's federal employer identification number (FEIN). Do not
enter trustee information.
Co -signors on title (e.g., parents co -signed to help their
child qualify for the loan).
Family members on title to receive property upon the
owner's death.
Part II Certifications That Fully Exempt
Withholding
Line 1 — Principal Residence
To qualify as your principal residence under Internal
Revenue Code (IRC) Section 121, you (or the decedent)
generally must have owned and lived in the property as your
main home for at least two years during the five-year period
ending on the date of sale. Military and Foreign Service, see
FTB Pub. 1032, Tax Information for Military personnel.
You can only have one main home at a time. If you have two
homes and live in both of them, the main home is the one
you lived in most of the time.
There are exceptions to the two-year rule if the primary
reason you are selling the home is for a change in the place
of employment, health, or unforeseen circumstances such as
death, divorce, or loss of job, etc. For more information about
what qualifies as your principal residence or exceptions to
the two-year rule, get IRS Publication 523, Selling Your
Home. You can get this publication by accessing the Internal
Revenue Service's Website at www.irs.gov, or by calling
the IRS at (800) 829-3676.
Note: If only a portion of the property qualifies as your
principal residence, insert the percentage allocated to the
principal residence in the space above line 1 and inform the
escrow person.
The allocation method should be the same as the seller used
to determine depreciation.
Line 2 — Property last used as your principal residence
If the property was last used as the seller's or decedent's
principal residence within the meaning of IRC Section 121
without regard to the two-year time period, now withholding
is required If the last use of the property was as a vacation
home, second home or rental, you do not qualify. You must
have lived in the property as your main home. If you have
two homes and live in both of them, the main home is the
one you lived in most of the time.
Line 3 — Loss or Zero Gain
You have a loss or zero gain for California income tax
purposes when the amount realized is less than or equal to
your adjusted basis. You must complete Form 593-L, Real
Estate Withholding -Computation of Estimated Gain or
Loss, and have a loss or zero gain on line 16 to certify
that you have'a loss or zero gain on this sale.
You may not certify that you have a net loss or zero gain just
If the seller is a single member, disregarded LLC, enter the name because you do not receive any proceeds from the sale or
and tax identification number of the single member. because you feel you are selling the property for less than
Escrow Officer: If you choose to provide a copy of Form 593-C to what it is worth.
the buyer, you may delete the seller's tax identification number on Line 4 — Involuntary Conversion
the buyer's copy. The property is being involuntarily or compulsorily converted
Ownership Percentage when:
Enter your ownership percentage rounded to two decimal places . The California real property is transferred because it was
(e.g. 66.67 /o). If you are on title for incidental purposes and you (or threatened to be) seized, destroyed, or condemned
have no financial ownership, enter 0.00 and skip to Part IV. You will within the meaning of IRC Section 1033, and
not be withheld upon.
Form 593-C/Form 593-L Booklet 2004 Page 2
• The transferor (seller) intends to acquire property that is similar
or related in service or use in order to be eligible for
nonrecognition of gain for California income tax purposes.
Get IRS Publication 544, Sales and Other Dispositions of Assets,
for more information about involuntary conversions.
Line 6 — Non -recognition Under IRC Sections 351 or 721
The transfer must qualify for nonrecognition treatment under IRC
Section 351 (transferring to a corporation controlled by transferor) or
IRC Section 721 (contributing to a partnership in exchange for a
partnership interest).
Line 6 — Corporation
A corporation has a permanent place of business in California if:
• It incorporated in California;
• It is qualified to transact business in California through the
California Secretary of State; or
• It will maintain and staff a permanent office in California
immediately after the sale.
Line 7 — Partnership or Limited Liability Company (LLC)
Withholding is not required if the recorded title to the property being
transferred is in the name of a partnership. However, partnerships
must withhold on nonresident partners. (Get FTB Pub. 1017,
Nonresident Withholding Partnership Guidelines, for more
information.)
Withholding is not required if the recorded title to the property is in
the name of an LLC that:
•. Is not a single member LLC that is disregarded for federal and
California income tax purposes; and
• Is classified as a partnership for federal and California income
tax purposes.
If the LLC meets these conditions, the LLC must still withhold on
nonresident members. (Get FTB Pub. 1017, Nonresident
Withholding Partnership Guidelines, for more information.)
Note: If the LLC is a single member LLC that is disregarded for
federal and California income tax purposes, then that single
member is considered to be the seller and the one on title for
withholding purposes. If the member is an individual, complete the
form as that individual. If the member is a corporation, complete the
form as that corporation If the member is a partnership or LLC,
complete the form as that partnership or LLC; etc.
Note: When completing Form 593-C as the single member of a
disregarded LLC, indicate on the bottom of the form that the
information on the form is for the single member of the LLC so that
your escrow officer will understand why it is different from the
recorded title holder.
If the LLC is classified as a corporation for federal and California
income tax purposes, then the seller is considered to be a
corporation for withholding purposes. Refer to Line 6.
Line 8 — Tax -Exempt Entity
Withholding is not required if the seller is tax-exempt under either
California or federal law (e.g., religious, charitable, educational, not
for profit organizations, etc.).
Line 9 - Insurance Company, Individual Retirement Account,
Qualified Pension or Profit -Sharing Plan, or Charitable
Remainder Trust.
Withholding is not required when the seller is an insurance
company, individual retirement account, qualified pension or profit-
sharing plan, or a charitable remainder trust.
Part III Certifications That May Partially or
Fully Exempt Withholding
Complete Part III only if you did not meet any of the
exemptions in Part II. If you.met an exemption in Part 11,
skip to Part IV.
Line 10 -- Simultaneous Exchange
If the California real property is part of a simultaneous like -
kind exchange within the meaning of IRC Section 1031, the
transfer is exempt from withholding. However, if the seller
receives proceeds (boot) exceeding $1,500 from the sale,
the withholding agent must withhold on all proceeds.
Line 11 -Deferred Exchange
If the California real property is part of a deferred like -kind
exchange within the meaning of IRC Section 1031, the sale
is exempt from withholding at the time of the initial transfer.
However, if the seller receives proceeds (boot) exceeding
$1,500 from the sale, the withholding agent must withhold on
all proceeds.
The intermediary or accommodator must withhold on all cash
or cash equivalent (boot) it distributes to the seller if the
amount exceeds $1,500. If the exchange does not take
place or if the exchange does not qualify for nonrecognition
treatment, the intermediary or accommodator must withhold
31/ percent of the total sales price.
Line 12 — Installment Sale
Withholding is required on the total sales price even if the
sale is being completed as an installment sale. However, the
buyer may agree to withhold on each principal payment
instead of withholding the full amount at the time of sale. The
buyer must complete Form 593-I, Real Estate Withhold-
ing Installment Sale Agreement, to defer any of the
withholding.
Form 593-1 must be attached to Form 593-B, Real Estate
Withholding Tax Statement, when the withholding on the
down payment is sent to the Franchise Tax Board.
Note: If you do not wish to defer withholding, do not ask the
buyer to complete Form 593-I
Part IV Seller's Signature
You must sign this form and return it to your escrow officer
by the close of escrow for it to be valid. Otherwise, the
withholding agent must withhold the full 3Ys percent of the
total sales price.
Any transferor (seller) who, for the purpose of avoiding
the withholding requirements, knowingly executes a
false certificate is liable for a penalty of $1,000 or 20
percent of the required withholding amount, whichever
is greater.
Form 593-C/Form 593-L Booklet 2004 Page 3
RECORDING REQUESTED BY
LandAmerica Commercial Services
WHEN RECORDED MAIL THIS DOCUMENT
AND TAX STATEMENTS TO:
Dynamic Builders, Inc.
Attention: Dawn Martinez
2114 South Hill Street
Los Angeles, CA 90007
THE SPACE ABOVE IS FOR RECORDER'S USE
GRANT DEED
APN:
Escrow No.: 09400400-904-L.A.
Title No. 09501669-70
DOCUMENTARY TRANSFER TAX IS $ NOT OF PUBLIC RECORD.
0 computed on full value of property conveyed,
❑ Unincorporated area: 0 City of Vernon
FOR VALUABLE CONSIDERATION, RECEIPT OF WHICH IS HEREBY ACKNOWLEDGED,
The City of Vernon, a body corporate and politic (the "Grantor")
HEREBY GRANT(S) TO:
Dynamic Builders, Inc., a California corporation (the "Grantee")
the following described real property, in the City of Vernon, County of Los Angeles, State of California:
Legal description attached hereto and made a part hereof as Exhibit "A".
1
01910/0030 142249.1
Commonly known as 4901 Bandini Boulevard, Vernon, California.
STATE OF CALIFORNIA)
)SS.
COUNTY OF LOS ANGELES)
THE CITY OF VERNON
EONIS C. MALB G%Y�OR
ON JULY f ( , 2006, BEFORE
amm " I ( (Y% , A NOTARY PUBLIC IN
AND FOR SAID STATE, PERSONALLY APPEARED LEONIS C. MALBURG, PERSONALLY
KNOWN TO ME ( Tintl�7�T n w ��T'* TTi n A nT(1 !1T A TTC1T A / 1ml1T1<T TT 7TT1T}1ILtL) TO BE
THE PERSON WHOSE NAME IS SUBSCRIBED TO THE WITHIN INSTRUMENT AND
ACKNOWLEDGED TO ME THAT HE EXECUTED THE SAME IN HIS AUTHORIZED CAPACITY,
AND THAT BY HIS SIGNATURE ON THE INSTRUMENT, THE PERSON, OR THE ENTITY UPON
BEHALF OF WHICH THE PERSON ACTED, EXECUTED THE INSTRUMENT.
ITNESS MY HAND AND OFFICIAL SEAL.
(Notary Signature)
(NOTARY SEAL)
MANUELA GIRON
Commission # 1611388
L61MV
Notary Public -California
Los Angeles County
Comm. Expires Nov 4, 200
2
01910/0030 142249.1
EXHIBIT "A"
PARCELI:
PARCEL 1 OF PARCEL MAP NO.63140, IN THE CITY OF VERNON, COUNTY OF LOS
ANGELES, STATE, OF CALIFORNIA, AS PER PARCEL MAP RECORDED IN BOOK 341,
PAGES 1 THROUGH 3 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF
SAID COUNTY ON JUKE 27, 2006.
41
01910/0030 142249.1
From: Sion, Sandra [mailto:SSlon@troygould.com]
Sent: Monday, July 10, 2006 5:33 PM
To: jharrison@karnskarabian.com
Cc: Dellaria, Gloria M.
Subject: Bandini Grant Deed
Jeff, here is the Grant Deed for Bandini, for execution by the Mayor. It must also be
notarized. Please contact me with any questions. Thanks. Sandy
<http://www.troygould.com/>
Sandra Sion
(310) 789-1392 - Fax (310) 789-1492
sslon@troygould.com
Troy & Gould PC
1801 Century Park East, Suite 1600
Los -Angeles, CA 90067-2367
www.troygould.com: <http://www.troygould.com/>
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2